RH — Annual Report 2023

Sep 4, 2024

Stock Code 4807

Regal Holding Co., Ltd. Annual Report 2023

Notice to readers

This English version of annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English and Chinese version, the Chinese version shall prevail.

Annual report is available at

Taiwan Stock Exchange Market Observation Post System: mops.twse.com.tw Regal Holding Co., Ltd. official website: www.regaljewlrygroup.com Printed on April 8[th] , 2024

Spokesman and Deputy Spokesman

S p o k e s m a n : LIN, JU-YING

(General Manager)

D e p u t y : LI, WEN-HSIUNG s p o k e s m a n (General Manager, Taiwan Branch/Corporate Governance Officer )

T E L : (02)2501-1225

Email Address : rh@regaljewelrygroup.com

Information of the Designated Agent of all Litigious and Non-litigious Matters within the Republic of China

N a m e : LI, WEN-HSIUNG

T i t l e : General Manager, Regal Holding Co., Ltd. Taiwan Branch / Corporate Governance Officer T E L : (02)2501-1225 Email Address : rh@regaljewelrygroup.com

Contact Information of Head office, Branches, Subsidiaries and Factories

H e a d o f f i c e : Regal Holding Co., Ltd.

A d d r e s s : The Grand Pavilion Commercial Centre, Oleander Way, 802 West Bay Road P.O. Box 32052, Grand Cayman KY 1-1208, Cayman Islands W e b s i t e : www.regaljewelrygroup.com T E L : (662) 420-7440

Taiwan Branch : Regal Holding Co., Ltd. Taiwan Branch

A d d r e s s : 11F, No. 131, Songjiang Rd., Zhongshan Dist., Taipei City T E L : (02) 2501-1225

S u b s i d i a r y : Regal Jewelry Manufacture Co., Ltd. (RJM) ( T h a i l a n d )

A d d r e s s : No. 84/4, 84/6-7 Moo. 7, Soi Phet Kasem 122, Phet Kasem Rd., Om Noi Sub-district, Krathum Baen District, Samut Sakhon 74130, Thailand

T E L : (662) 420-7440

Sub-subsidiary : Regal Plating Co., Ltd. (RGP) ( T h a i l a n d )

A d d r e s s : No. 84/5 Village No.7 Phet Kasem 122 Alley, Phet Kasem Road, Om Noi Sub-district, Krathum Baen District, Samut Sakhon Province 74130 Thailand

T E L : (662)023-4741

S u b s i d i a r y : GIO VAN GOGH (INTERNATIONAL) JEWELRY LIMITED ( H o n g K o n g ) (Note 1)

A d d r e s s : Unit 1307, Beverley Commercial Centre, 87-105 Chatham Road South, Tsim Sha Tsui, Kowloon, Hong Kong

T E L : (852) 8131-2057

S u b s i d i a r y : Regal Management Solution Co., Ltd. (RMS) (Note 2) ( T h a i l a n d )

• A d d r e s s : No. 84/6 Village No.7 Phet Kaseam 122 Alley, Phet Kaseam Road, Om Noi Sub-district, Krathum Baen District, Samut Sakhon Province 74130 Thailand

T E L : (662) 420-8886

Sub-subsidiary : Linden Integrated Co., Ltd. (Linden ) (Note 3) ( T h a i l a n d )

• A d d r e s s : No. 84/4 Village No.7 Phet Kasem 122 Alley, Phet Kasem Road, Om Noi Sub-district, Krathum Baen District, Samut Sakhon Province 74130 Thailand

T E L : (662) 420-8886

• S u b s i d i a r y : Reunite Inspiring Creation Co., Ltd. (RIC) (Note 4) ( T a i w a n )

• A d d r e s s : 11F, No. 131, Songjiang Rd., Zhongshan Dist., Taipei City

• T E L : (02) 2501-2022

• Sub-subsidiary ： Regal Precious Metal Innovation Co., Ltd (RPM)

• ( T h a i l a n d )

• A d d r e s s[：] No. 84/4 Village No.7 Phet Kasem 122 Alley, Phet Kasem Road, Om Noi Sub-district, Krathum Baen District, Samut Sakhon Province 74130 Thailand

T E L[：] +662-420-4022

Contact Information of the Share Transfer Agency

• N a m e ： Share Transfer Dept., SinoPac Securities Co., Ltd.

• A d d r e s s ： 3F, No. 17, Bo’ai Rd., Zhongzheng Dist., Taipei City

• W e b s i t e ： www.sinopacsecurities.com

• T E L ： (02) 2381-6288

Contact Information of the Certified Public Accountants for the Latest Financial Report

• N a m e ： CPA Mrs. CHANG, CHUN-YI and Mrs. CHAO, MIN-JU

• C P A F i r m ： KPMG in Taiwan

• A d d r e s s ： 68F., No.7, Sec. 5, Xinyi Rd., Xinyi Dist., Taipei City

• W e b s i t e ： www.kpmg.com.tw T E L ： (02) 8101-6666

Overseas Trade Places for Listed Negotiable Securities: N/A

The Company’s Website: www.regaljewelrygroup.com

• Note 1：The Board of Directors approved for the cancellation of subsidiary GIO VAN GOGH (INTERNATIONAL) JEWELRY LIMITED in March 2022, and the cancellation process was completed in October 2023.

• Note 2：The Board of Directors approved for the dissolution and liquidation of subsidiary Regal Management Solution Co., Ltd. in November 2023, and the cancellation procedure is in progress.

Note 3：The Board of Directors approved for the dissolution and liquidation of subsidiary Linden Integrated Co., Ltd. in November 2023, and the cancellation procedure is in progress.

• Note 4：The Board of Directors approved for the dissolution and liquidation of subsidiary Reunite Inspiring Creation Co., Ltd. in November 2023, and the cancellation procedure is in progress.

List of the Board of Directors

			February29,2024
Title	Name	Nationality	Main Working/Education Experience
Chairman	Solar Jewelers Group Corp.	Samoa	National Taipei University of Technology School of Management EMBA Thailand Special Class Management Master Research & Development Division Vice President, Regal Jewelry Manufacture Co., Ltd.
	Representative: PHACHARAPON PHAIBOONSUNTORN	Thailand
Director	Hyperion Trading Co., Ltd.	Seychelles	Diploma of Management courses in Management & Psychology Institute, Thailand Graduated from Suankularb high school, Thailand Production Division Vice President, Regal JewelryManufacture Co.,Ltd.
	Representative: SARAYUTH MUNGCHITVITSAVAKORN	Thailand
Director	Orlog Global Co., Ltd.	Samoa	Bachelor, International Business Management, Mahidol University Sales Consultant, Regal Jewelry Manufacture Co., Ltd. (Note 1)
	Representative: LIN, CHIU-I	Republic of China
Director	Unique Global Investment Inc.	Samoa	Bachelor of Business Administration & Management, Pepperdine University Director of Formosa Marketing Co., Ltd. Director of Elemental Creation Inc. Chairmanof Linden Integrated Co.,Ltd.
	Representative: LIN, CHIN-SAN	Republic of China
Independent Director	GUAN, JYH-LIANG	Republic of China	Ph.D., Business Administration, National Chengchi University Associate Professor, Department of Applied Economics and Management, National Yilan University Think Tank, Center of Brand Innovation Acceleration Service, General Chamber of Commerce of the Republic of China Internationalization Consultant of Franchising Service Industry, Taiwan External Trade Development Council Member of Quality Assessment of Transnational Manpower Agency Services, Ministry of Labor, Executive Yuan Independent director of Donpon Precision Inc. Independent director of LinkCom Manufacturing Co.,LTD. Independent directorofSUNMAX TECH

			LIMITED
Independent Director	LEE, TSUNG-PEI	Republic of China	Ph. D., Economics, National Chengchi University International and Resource Development CEO, Fu Jen Catholic University Associate dean of College of Management, Fu Jen Catholic University Associate Professor, Department of Finance and International Business, Fu Jen Catholic University Associate Professor of Ph.D. Program in Business Administration, School of Management, Fu Jen Catholic University Resident Committee of the Affiliated Hospital of Fu Jen Catholic University Independent director of Powertech industrial Co., Ltd. Independent director of Ibase Solution Co., Ltd.
Independent Director	YEH, KUANG-CHOU (Note 1)	Republic of China	Ph. D., Law, National Chengchi University Attorney, Attorney, Formosan Brothers Attorneys-at-Law Advisory Head of Xingwang Consulting Co. ChungYuanUniversityBoardAdvisor
Independent Director	LIN, CHUNG-CHING (Note 2)	Republic of China	Master's degree from the Social Finance and Economics Section of the Management Office of National Chengchi University, General Entrance Examination, and College Entrance Examination Passed financial business Chief of the Audit, Specialist, Audit and Inspection Team of the Financial Bureau of the Ministry of Finance. Special member and deputy leader of the Agricultural Finance Bureau of the Committee of Agriculture.

Note 1: Due to term expired of Board, dismissed after re-election of new term of Directors at the shareholders meeting on May 26, 2023. Note 2: Due to term expired of Board, newly appointed after re-election of new term of Directors at the shareholders meeting on May 26, 2023.

C o n t e n t s

Page I. Report to the Shareholders ................................................................................................... 1 II. Company Profile A. Brief Introduction of the Company ................................................................................ 3 B. Formation History ......................................................................................................... 3 C. Risk Matters .................................................................................................................... 6 III. Corporate Governance Report A. Organization System ..................................................................................................... 8 B. Information on the Company's directors, supervisors, general manager, deputy general managers, deputy assistant general managers, and the supervisors of all the Company's divisions and branch units ........................................................................ 12 C. Remuneration paid to Directors, Supervisors, General Manager, and Deputy General Manager in the most recent fiscal year ....................................................................... 29 D. The state of the Company's implementation ................................................................ 35 E. Accountant Fee Information ........................................................................................ 133 F. Information of changing Accountant ........................................................................... 133 G. The Company’s chairman, general manager, or any managerial officer in charge of finance or accounting matters has in the most recent year held a position at the accounting firm of its CPA or at an affiliated enterprise .................................................. 133 H. Transfer & pledge of stock equity by directors, supervisors, managerial officers, and holders of 10% or more of company shares ................................................................. 133 I. Information on relationships among the top ten shareholders........................................ 135 J. The total number of shares and total equity stake held in any single enterprise by the Company, its directors and supervisors, managers, and any companies controlled either directly or indirectly by the Company .................................................................. 137 IV. Information on Capital Raising Activities A. Capital and Shares .......................................................................................................... 138 B. Section on Corporate Bonds ........................................................................................... 145 C. Preferred Share ............................................................................................................... 146 D. Global Depository Receipts (GDR) ............................................................................... 146

Page E. Subscription of warrants for employees ......................................................................... 146 F. Subscription of new shares for employee restricted stocks ............................................ 146 G. Issuance of new shares due to acquisition of shares of another company ..................... 146 H. Implementation of fund usage plan ................................................................................ 146 V. Overview of Business Operations A. Description of the business ............................................................................................ 147 B. Analysis of the market and the production and marketing situation .............................. 160 C. The number of employees .............................................................................................. 169 D. Disbursements for environmental protection ................................................................. 169 E. Labor relations ................................................................................................................ 170 F. Information security management .................................................................................. 171 G. Important contracts ......................................................................................................... 175 H. Intellectual Property Management Program ................................................................... 175 VI. Financial Standing A. Condensed consolidated balance sheets and statements of comprehensive income for the past 5 fiscal years ..................................................................................................... 178 B. Most Recent 5-Year Financial Analysis ......................................................................... 179 C. Audit committee's report for the most recent year's financial statement ........................ 182 D. Consolidated financial statements with subsidiaries for the most recent year, audited by CPA ........................................................................................................................... 183 E. Unconsolidated Financial Statements (not including the contents of statement of major accounting items) for the most recent year, audited by CPA .................................... 183 F. Financial Difficulties of the Company and its subsidiaries ............................................ 183 VII. Review and Analysis of the Company's Financial Status and Performance, and a List of Risks A. Financial Status .............................................................................................................. 184 B. Financial Performance .................................................................................................... 184 C. Cash Flow Analysis ........................................................................................................ 185 D. Effect upon financial operations of any major capital expenditures during the most recent fiscal year ............................................................................................................. 186 E. The Company's reinvestment policy for the most recent fiscal year, the main reasons

for the profits/losses generated thereby, the plan for improving re-investment profitability, and investment plans for the coming year ................................................. 186 F. Risk analysis during the most recent year and as of the Date of this Annual Report ................................................................................................................................... 188 G. Other important matters ................................................................................................. 199

VIII. Special Notes

A. Information of the subsidiaries ....................................................................................... 200 B. Private placement of securities during the most recent fiscal year or during the current fiscal year as to the date of publication of the annual report .......................................... 205 C. Holding or disposal of shares in the Company by the Company's subsidiaries during the most recent fiscal year or during the current fiscal year as to the date of publication of the annual report ......................................................................................................... 205 D. Other matters that require additional description ........................................................... 205 E. Any of the situations listed in Article 36, paragraph 2, subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholders' equity or the price of the company's securities, has occurred during the most recent fiscal year or during the current fiscal year as to the date of publication of the annual report ............................. 205 F. Material differences from the rules of the R.O.C. in relation to the protection of shareholder equity .......................................................................................................... 205 G. The Company's 2023 Financial Report .......................................................................... 217

I. Report to the Shareholders

Although the impact of new coronavirus epidemic has fully subsided in 2023, the global jewelry market remains challenged by the lingering effects of high inflation. As interest rates continue to rise, consumers cut back on non-essential spending due to expectation. As a result of lower end-demand, clients cut back on orders, resulting in a loss for Regal Holdings at the end of the year. In response, Regal Holdings has been adjusting its factory capacity and allocation of organization staff since the middle of the year, reviewing and setting up business strategies and action plans for each client, continuing to develop new customers, and actively expanding sales of accessories and Karat gold products. Looking forward to 2024, although there are still many uncertainties in the global market, we believe that the bottom has already passed, and the Company and the management team will provide higher quality products to consumers around the world with a more stable constitution.

The consolidated operating income of Regal Holdings for 2023 was NTD 1,148,730 thousand dollars, a year-on-year decrease of 30.42%. The consolidated net loss after tax was NTD 162,920 thousand dollars, and the earnings per share was NTD -4.12. From the perspective of the jewelry manufacturing income portfolio, metalworking revenue decreased by approximately 34% annually, and the gross profit margin of metalworking in 2023 decreased to 2.82% from 21.06% from in the previous year. This was mainly due to decrease in orders from customers in response to the industry trend, and the increase in the unit cost of the products. The plating revenue decreased by about 44% year-on-year, and the gross margin of plating decreased to 2.13% from 14.85% in the previous year, mainly due to the decrease in orders and the continuous increase in precious metal prices during the year.

In order to effectively reduce costs and expenses, Regal Holdings not only continues to strengthen the adjustment mechanism between monthly orders and manpower allocation in production lines, but also continuously upgrades the Group's software and hardware to enhance department efficiency, and appropriately adjusts the total number of staff in consideration of the current situation and future prospects of the industry. In the face of our major customers' continued strategy of increasing in-house production capacity and outsourcing products of difficult process, we have not only continued to streamline our production processes and reduce non-essential steps, but also continued to expand new customers and new product categories. In addition, in order to cope with the risk of international exchange rates, we continue to adopt a conservative hedging strategy to dynamically adjust the most optimal position for risk control, with the aim to minimize the uncertainty of financial costs on profitability.

Looking ahead to 2024, although the global economy is still uncertain, Regal Holdings has gradually

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stabilized itself after a series of internal and external structural adjustments in the past, and all members have reorganized their resources and actively explored various opportunities to achieve further success. In terms of business development, we have increased the manpower of our business team to serve more customers, continued to enhance our market knowledge to strengthen our responsiveness, and strengthened our efforts in getting mid-to-high-end jewelry orders. We have also developed different cooperation models based on customer attributes in order to become a full partner to our customers that can truly provide value-added services. At the internal management aspect, we launched the KM Project to build a knowledge management framework for the knowledge transfer, planning of training, and the paperlessness. In terms of environment and energy issues, we plan to obtain ISO 14001 and ISO 50001 certification in the first half of this year. The first phase of our solar panel project has already begun operation and testing, which will not only save the Group's electricity costs, but also respond to the world's emphasis on sustainability issues in practical ways. We will also integrate the auditing systems of ISO, RJC and internal control to establish a complete internal control management system and implement it.

As global interest in ESG issues grows, new concepts and regulations are being developed. In response, we will continue to strengthen our investment in ESG issues and improve the sustainability and risk management teams and systems of our subsidiaries. At the sustainability aspect, we will leverage on RPM's ability to produce RJC-certified recycled silver for internal use as well as actively seeking opportunities to become a supplier to other jewelry brands, and will continue to increase our use of renewable energy, as well as improve the transparency and traceability of the materials we use. At the corporate governance aspect, we will continue to improve our existing risk management framework and ensure that the Group's communication with stakeholders, such as investor relations and compliance with laws and regulations, is good and smooth. We will also continue to monitor the implementation of our subsidiaries' strategies and annual plans to ensure that the goals of each of our subsidiaries are being achieved.

On behalf of the Board of Directors and the management team, I would like to sincerely thank all the shareholders of Regal Holdings for their trust under many challenges. In 2024, we will continue to lead the Company forward and strive to create new growth opportunities for the Company and customers. Thanks for all your support and encouragement.

Sincerely,

PHACHARAPON PHAIBOONSUNTORN, Chairman of Regal Holding Co., Ltd.

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II. Company Profile

A.Brief Introduction of the Company

Regal Holding Co., Ltd. is an investment holding company founded on October 6, 2014 in Cayman Islands. Regal Holding Co., Ltd. (the Company) and its current investment companies are Regal Jewelry Manufacture Co., Ltd. (RJM), Regal Plating Co., Ltd. (RGP), and Regal Precious Metal Innovation Co., Ltd. Among the companies, RJM is the main operating company established in 1991. As a professional manufacturer of jewelry and accessories, RJM focuses on the design, manufacture, and sales of jewelry and accessories. The sales areas are across three continents of Europe, America, and Asia.

B.Formation History

Year	Major Matters
1991	To cooperate with government’s “South forwarding” policy, RJM was founded in Thailand.
1999	In response to the expanding operation, RJM was moved to the current site and the 1st plant was built.
2000	As the pioneer for Thai jewelry and accessory industry to introduce ODM and OEM business model, brought in 3D printing equipment to elevate the jewelry products with more exquisite and sophisticated quality.
2002	Built the 2ndplant to expand the scope of operation, and the total number of staffsgrew to 1,700.
2003	RJMgot thequalitysystem certification of ISO 9001:2000.
2004	Microsoft Dynamics ERP system was brought in.
2006	Built the 3rd plant.
2007	Continue to invest in sophisticated equipment such as stamping, barreling, wax casting machinery and advanced automatic equipment to boostproduction efficiency.
2013	1. Honored with Thailand GIT Jewelry Design Award. 2. RJM was certificated as Green Industry by Thailand government. 3. Regal PlatingCo.,Ltd.(RGP)was founded.
2014	1. RJM was awarded the EU Social Responsibility Certificate "BSCI/WCA". 2. RJM was awarded the Skill Development Certification by the Ministry of Technology Development of Thailand. 3. RJM was awarded the Workplace Safety Certification by the Ministry of Labor of Thailand. 4. Regal Holding Co., Ltd. was established in October and used share swap to reconstruct the organization with RJM. The total capital was NT$300 million.

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Year	Major Matters
January, 2015	Increased the capital of NT$20 million by cash, and the sum of capital has been increased to NT$320 million.
December, 2015	1. RJM received with “The Outstanding Overseas Taiwanese SMEs Award”. 2. The chief executive officer of RJM was awarded as young entrepreneurial model of R.O.C. by National Innovation and EntrepreneurshipAssociation,R.O.C.
September, 2016	Increased the capital of NT$19.2 million by cash, and the sum of capital has been increased to NT$339.2 million
November,2016	Listed on Taipei Exchange.
February,2017	TWSE approved the Companyto be listed on the market.
April, 2017	TWSE approved the Company to increase the capital of NT$42.4 million bycash,and the sum of capital has been increased to NT$381.6 million.
June,2017	Listed on TWSE.
April,2018	Regal Management Solution Co.,Ltd. was founded.
December, 2018	1. Released restricted stock awards for employees with total of NT$3.4 million, and the sum of capital has been increased to NT$385 million. 2. Linden Integrated Co.,Ltd. was founded.
August, 2019	Canceled the release of restricted stock awards for employees with total of NT$300 thousand, and the sum of capital has been decreased to NT$384.7 million.
October,2019	Reunite InspiringCreation Co.,Ltd. was founded.
November, 2019	Transformed the factory production lines, and the small production lines were added to the mass production lines, which were conducive to accept the small amount but diversifiedproduction of the Zgeneration.
March, 2020	Canceled the release of restricted stock awards for employees with total of NT$700 thousand, and the sum of capital has been decreased to NT$384 million.
August, 2020	Canceled the restricted stock awards for employees with total of NT$140 thousand,and the sum of capital has been NT$383.86 million
December, 2020	Issued 2,500 unsecured convertible bonds for the first time in R.O.C. The face value of each bond was NT$100 thousand, the issuance period was 3 years, and the coupon rate was 0%. It was issued at 100.5% of the par value,and the total issuance amount was NT$251.25 million.
March, 2021	The factory production lines were adjusted and transformed in response to the changes in trends, from mass production lines to medium-sized production lines to save manpower and improve production flexibility and efficiency.
November,2021	The holders of unsecured convertible bonds converted 1 bond. The

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Year	Major Matters
	number of outstanding shares increased by 3,344 shares and the capital increased to NT$383.893 million,leaving2,499 bonds.
January, 2022	RJM established the Carbon Footprint Committee and set 2021 as the base year of Group's carbon reduction, with a target of reducing carbon emissions by50% by2030.
March, 2022	1.The Board of Directors approved the cancellation of Gio Van Gogh (International) Jewelry Limited, Gio Van Gogh (Shenzhen) Jewelry Limited, and Chaporo Co., Ltd. 2.The Board of Directors approved to found Regal Precious Metal Innovation Co., Ltd. (RPM) 3.The holders of unsecured convertible bonds converted 2 bonds. The number of outstanding shares increased by 6,688 shares and the capital increased to NT$383.96 million,leaving2,497 bonds remaining.
August,2022	Completed the cancellationprocess of Chaporo Co.,Ltd.
September,2022	RJM’s designer won the GIT World JewelryDesign Awards.
October, 2022	The holders of unsecured convertible bonds applied to sell back 65 bonds,leaving2,432 bonds remaining.
November, 2022	1.Completed the cancellation process of Gio Van Gogh (Shenzhen) Jewelry Limited. 2.The holders of unsecured convertible bonds applied to sell back 1,522 bonds, leaving 910 bonds remaining. 3.RJM cooperated with a local professional restoration company and signed a contract to promote a mangrove reforestation program to increase the care for ecological protection and environment conservation.
December, 2022	1.The holders of unsecured convertible bonds applied to sell back 23 bonds, leaving 887 bonds remaining. 2.RJM received the 2022 National Award from the Ministry of Labor of Thailand for the excellent practices and establishment of labor relations and welfare.
May, 2023	1.The Board of Directors approved the establishment of Sustainable Development Committee and Risk Management Committee. 2.The Board of Directors approved the 1stphase of the solar panel construction project at RJM, increase the proportion of the use of renewable energybythe Groupas a whole.
September,2023	RJM,RGP,RPM obtained the international certification of RJC COP.
October, 2023	1.Completed the cancellation process of Gio Van Gogh (International) Jewelry Limited. 2.Completed the IoT project for RJM's Casting department to enhance the real-time monitor and analysis for the machinery.

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Year	Major Matters
November, 2023	1.The Board of Directors approved the cancellation of Regal Management Solution Co., Ltd., Linden Integrated Co., Ltd., and Reunite Inspiring Creation Co., Ltd. 2.Completed the upgrade of Group's ERP system and commenced the Lean Project to continuously streamline unnecessary steps in the workflows.
December, 2023	1.The unsecured convertible bonds matured, and repaid the final remaining 887 bonds. 2.Completed the QI Dashboard project for RJM's Quality Assurance department to visualize the results of quality inspections of production lines in the form of charts and graphs, which facilitates follow-up status tracking and analysis. 3.RJM received the 2023 National Award from the Ministry of Labor of Thailand for the excellent practices and establishment of labor relations and welfare.
January, 2024	1.Completed the installation of 1stphase of solar panel project. 2.Completed the renovation and decoration works of 3rdMedium Factory (MED3) to enhance the production capacity of gold and other fine jewelry in future. 3.RPM received quality management system certification of ISO 9001:2015. 4.Promoted KM Project, introducing programs and establishing the Group's knowledge management framework for knowledge transfer, future planning of education and training, and becoming a paperless enterprise.

C. Risk Matters

1. The risk of macroeconomics, political and economic environment, foreign exchange rate and regulations.

• The country of incorporation of the Company is the British Cayman Islands (with financial services as the main economic activity), and the main country of operation is Thailand (one of the major economy systems in Southeast Asia), which has open economy and without foreign exchange control, and the political and economic environment is still stable. Although the changes of global environment are rapid, we have not had any significant impact on profit or loss due to the change of overall economy or international political condition so far. We always pay attention to market price fluctuations and maintain good relationships with customers and suppliers. Therefore, the profit and loss in recent years has not been significantly affected by the changes of upstream or downstream quotes. Also, if the purchase cost increases due to inflation, we will adjust our procurement strategy, cost structure and product selling price in a timely manner to reduce the impact on profit and loss. In addition, the products that we developed, produced and sold are consumer goods for people's livelihood, which are not belong to licensed or restricted industries. The export of our

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products is mainly quoted in US dollars, and the procurement and operation related expenses are paid in Thai baht. Therefore, the risk of exchange rate fluctuations mainly comes from accounts receivables denominated in foreign currencies. Since 2014, we have increased our business volume in Thailand and the proportion of accounts receivables in Thai Baht, so as to diversify the concentration of currencies. We also continue to pay attention to fluctuations in the exchange rate market. If there is a need for hedging, financial derivatives will also be used in a timely manner. Therefore, we do not have any material events that affect our finance or business due to important local policies, laws or exchange rate changes in the British Cayman Islands or Thailand. Furthermore, the implementation of our various businesses is handled in accordance with related domestic and foreign policies and legal regulations. We also keep concern on important domestic and foreign policy development trends and legal changes at any time, so as to promptly respond to changes in the market environment and take appropriate countermeasures.

2. Risk to protection of shareholder rights

The laws of registered place, Cayman Islands, of the Company have many different places with the ones of Republic of China. Without contradicting the laws of Cayman Islands, the Company has amended the Articles of the Company in accordance with “Checklist for the Protection of Shareholders' Rights and Interests in the Country of Registration of Foreign Issuers” by TWSE, and keep concern on changes in relevant laws and regulations of the stock exchange, and do our best to protect the rights and interests of investors. However, there are still many differences between laws and regulations of two countries on the company’s operation. Investors cannot directly apply the legal protection view of their investment in a ROC company to their investment in a Cayman Islands company. Investors should consult with relevant advisers or experts to ascertain whether their investment in a Cayman Islands company provides them with the same level of shareholder protection as they would expect.

3. Effect on the company's manufacturing operations of technology and measures to be taken in response.

We always pay attention to the update and improvement of relevant technologies in the industry in which we operate, grasps the latest market dynamics, and evaluates their impact on the Company's operations. We continue to upgrade our ERP system and integrated it with the inherent MES (Manufacturing Execution System) software, in order to improve the efficiency of the overall production process and management. In the most recent year and as of the publication date of the annual report, technological changes and industrial changes have no significant impact on the Company's finance and business. For the implementation matters, please refer to page 191 of the Annual Report.

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III. Corporate Governance Report

A. Organization System

1. Organization Chart

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2. Divisions’ Tasks

Division	Tasks
Board of Directors Chairman	1. Formulate the direction of Company policies and the objectives for business operations. 2. Integrate integrity and ethical values into the Company's business strategy, and establish theprinciples of integritymanagement for the Group.
Audit Committee	1. Monitor and evaluating the effective implementation of the internal control system. 2. Review transactions involving the acquisition or disposition of assets, significant loans of funds, endorsements or guarantees for others, significant related party transactions, and recusal from the exercise of voting rights in matters involving conflicts of interest of directors. 3. Monitor the Company's compliance with legal requirements. 4. Monitor and review the fair presentation of the Company's financial statements. 5. Appointment, dismissal or compensation of certified public accountants. 6. Appointment or dismissal of financial, accountingor internal audit supervisor.
Remuneration Committee	Establish and review the performance evaluation of directors and managers and the policy, system, standards, and structure of salary compensation
Sustainable Development Committee	Assist the Group in continuously promoting risk assessment and response measures in various aspects of corporate environmental sustainability, social and corporate governance, in order to achieve the goal of sustainable management. 1. Assist in formulation of policies, objectives, strategies and implementation plans for sustainable development of companies in the Group, and monitor the

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Division	Tasks
	subsequent progress. 2. Review, track and revise the implementation and effectiveness of the Company's sustainable development plans, review the sustainable development report, and submit it to the Board of Directors for discussion at least once a year. 3. Pay attention to the concerns of various stakeholders, including shareholders, customers, suppliers, employees, and the community, and to supervise communication plans. 4. Other matters resolved by the Board of Directors and to be handled by the Committee.
Risk Management Committee (including information security management)	Assist companies in the Group in establishing a comprehensive risk management system and monitor the progress of risk management policies, strategies and related programs, including the management of various types of risks, such as product, operation, finance, environment safety, information security and human resources, in order to steadily move towards the goal of sustainable development of the enterprise. 1. Monitor risk management policies, procedures and structure, and regularly review their applicability and implementation effectiveness. 2. Approve Risk Appetite (Risk Tolerance) and guide resource allocation. 3. Ensure that the risk management mechanism can adequately address the risks faced by the Company and integrate them into the daily operational processes. 4. Approve the priority and risk level of risk control. 5. Review the implementation of risk management, make necessary recommendations for improvement, and report to the Board of Directors at least once a year. 6. Other matters resolved by the Board of Directors and to be handled by the Committee.
CEO	1. Report to the Board of Directors and Shareholders’ Meetings about business situation and developing plans as well as executing the resolutions of the meetings of Board of Directors. 2. Confirm and take charge of the implementation of overall business objectives and future developing plans. 3. Formulation, planning and achievement of the important operating policies, businessplans, related standard operating procedures and behavioralguidelines.
Internal Audit Office	1. Formulate internal audit plans for each company according to the Group's internal regulations and external certifications obtained, and implement the plans. 2. Record the deficiencies found in each department during the audit process, and make recommendations for improvement. 3. Regularly submit internal audit reports to the Audit Committee and the Board of Directors, and execute resolutions resolved by the directors. 4. Plan and ensure the effectiveness of the Company's accusation system. 5. Assist the Board of Directors and managements in checking and evaluating the effective operation of the precautionary measures established for implementation of integrity management, and regularly evaluating the compliance with the relevant businessprocesses and makingreports.
Sustainability Management System	1. Establish and manage internal regulations, operation procedures, documents, and forms for each company in the Group. 2. Assist in the formulation, follow-up, and improvement of departments' strategies and action plans for each company in the Group, and manage all the related documents as a whole. 3. Assist the Company in introducing various external certifications such as ISO, RJC, etc., integrate various internal and external regulations to construct a thorough management system, as well as being responsible for the implementation and improvement of the management system.

9

Division	Tasks
Finance & Accounting Office	Finance Overall manage, allot and apply the financial resources of the Holding Company; Plan and coordinate the transaction limits for the subsidiaries of the Holding Company with the financial institutions; Develop multiple channels to raise funds in response to the capital requirements of the Holding Company; Develop and establish the international ratings of the HoldingCompany.
	Accounting Establish a unified accounting policy in conformity with the external rules and the requirements of the authorities and effectively supervise the implementation of the subsidiaries; Overall plan the audit schedule for the financial report of the HoldingCompany, implement theplan and carryout the tasks.
Corporate Secretary Office	1. Provide resources or assistance to the Board of Directors and functional committees in the performance of their duties to facilitate the smooth operation of the corporate governance system. 2. Assist in analyzing and evaluating risks of dishonest behavior within the scope of business, in order to formulate plans for preventing dishonest behavior and formulate mechanism for monitoring, as well as updating relevant measures in accordance with regulations, and assist in promotion of training for the promotion on integrity policy. 3. Assist in arranging and planning for the education courses of the Board of Directors.
Public Relations Office (Spokesperson & Investor Relations)	1. Obtaining and organizing timely information from Group; maintaining effective communication between domestic and international institutional investors. 2. Participate the management level planning and making related disclosures and responding to related inquires; responsible for monitoring and providing management feedback from members of the investment community for internal reference, when needed.
Regal Holding Co., Ltd. Taiwan Branch	It is the parent company of the Group and has been established as an investment holding company in the Cayman Islands since October 2014, and was officially listed on the TPEx in 2016 and on the TWSE in 2017. The business is to establish an internal control system, set up Board of Directors, Audit Committee, Remuneration Committee, and other functional committees, and to comply with the Securities and Exchange Act, the Company Act, and other relevant regulations and rules in Taiwan. To convene the Board of Directors' meeting, the Audit Committee and the Remuneration Committee as scheduled, to report, acknowledge and discuss important information of the Board of Directors' meeting to the Stock Exchange or to the Shareholders' Meeting in accordance with the regulations, and to disclose it on the Market Observation Post System and the official website, and to be responsible for the information and handling of material information that has significant impact on the shareholders' rights and interests or the price of securities of the Company, and to protect the rights and interests of all shareholders in strict compliance with the laws and regulations of threeplaces(Thailand,Cayman Islands and Taiwan).
Regal Jewelry Manufacture Co., Ltd. (Thailand)	The important subsidiary of the Group, and the business includes the design and manufacture of jewelry (e.g. bracelets, earrings, rings), sales of accessories such as chains and wires, and the provision of processing services such as mold making or diamond cutting. One-stop completed service is the Company's feature, from the customized design sketches for customers to select samples and make plates, to the formal production process of molding, casting, stamping, polishing, gem-setting, soldering, grinding, plating, packaging and other processes, the Company can assist all the steps for customers. Therefore, the scope of Company's business across all over the world,coveringEurope,the United States,Asia,and other continents.
Regal Plating Co., Ltd. (Thailand)	The important subsidiary of the Group, specializing in providing plating services for jewelry. From the more common precious metals such as gold, silver, platinum, to the

10

Division	Tasks
	rarer ones such as palladium or rhodium, the Company is capable of providing all kinds of precious metals and plating thicknesses, or even the multi-tone plating to meet the needs of customers.
Regal Precious Metal Innovation Co., Ltd. (Thailand)	The newly established company that specializes in metal recycling and refining services in response to the growing importance that the jewelry industry places on environment protection, carbon emission reduction, and lowering the percentage of silver used from the new mines. RPM receives metal silver scrap from customers, which come from their production process, and then recycle the scrap and granulate into 99.99% silver for them.

11

B. Information on the Company's directors, supervisors, general manager, deputy general managers, deputy assistant general managers, and the supervisors of all the Company's divisions and branch units

1. Directors (The Company has established the Audit Committee; therefore, no supervisor is needed) a. Directors

March 31, 2024 Unit: Share;%

Title	Nationality or place of registration	Name	Gende/age	Elected date	Term	First Elected date	Shares held when elected	Shares held when elected	Current Sharesholding	Current Sharesholding	Shares currently held by their spouses and minor children	Shares currently held by their spouses and minor children	Shares held in the name of others	Shares held in the name of others	Main Working/Education Experience	Concurrent positions in the Company and other companies	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Note
							Number	%	Number	%	Number	%	Number	%			Title	Name	relation
Chairman	Thailand	Representative: PHACHARAPON PHAIBOONSUNTORN	M/51-61	05.26.2023	3 years	09.30.2016	925,800	2.40%	925,800	2.41%	-	-	2,549,559	6.64%	National Taipei University of Technology School of Management EMBA Thailand Special Class Management Master Research & Development Division Vice President, Regal Jewelry Manufacture Co., Ltd.	Chairman and Deputy General Manager, R&D, Regal Jewelry Manufacture Co., Ltd. Chairman, Regal Plating Co., Ltd. Directors, Solar Jewelers Group Corp.	None	None	None	Not Applicable
	Samoa	Solar Jewelers Group Corp.					13,760,000	35.74%	13,760,000	35.84%	-	-	-	-			None	None	None	Not Applicable
Director	Seychelles	Hyperion Trading Co., Ltd.	M/51-60	05.26.2023	3 years	09.30.2016	1,463,682	4.61%	1,463,682	3.81%	-	-	-	-	Diploma of Management courses in Management & Psychology Institute, Thailand Graduated from Suankularb high school, Thailand Production Division Vice President, Regal Jewelry Manufacture Co., Ltd.	Director and Deputy General Manager, Production, Regal Jewelry Manufacture Co., Ltd. Director, Regal Plating Co., Ltd. Director, Hyperion Trading Co., Ltd.	None	None	None	Not Applicable
	Thailand	Representative: SARAYUTH MUNGCHITVITSAVAKORN					-	-	284,800	0.74%	-	-	1,463,682	3.81%			None	None	None	Not Applicable

12

March 31, 2024 Unit: Share;%

Title	Nationality or place of registration	Name	Gende/age	Elected date	Term	First Elected date	Shares held when elected	Shares held when elected	Current Sharesholding	Current Sharesholding	Shares currently held by their spouses and minor children	Shares currently held by their spouses and minor children	Shares held in the name of others	Shares held in the name of others	Main Working/Education Experience	Concurrent positions in the Company and other companies	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Note
							Number	%	Number	%	Number	%	Number	%			Title	Name	relation
Director	Samoa	Orlog Global Co., Ltd.	F/41-50	05.26.2023	3 years	09.30.2016	889,117	2.92%	889,117	2.32%	-	-	-	-	Bachelor, International Business Management, Mahidol University Deputy General Manager, Sales, Regal Jewelry Manufacture Co., Ltd.	Sales Consultant, Regal Jewelry Manufacture Co., Ltd.(Note1) Director, Orlog Global Co., Ltd.	General Manager	Lin, Ju-Ying	second-degree relative	Not Applicable
	Republic of China	Representative: LIN, CHIU-I					-	-	294,800	0.77%	-	-	889,117	2.32%			Juristic Person director’s rep.	Lin, Chin-San	second-degree relative	Not Applicable
Director	Samoa	Unique Global Investment Inc.	M/41-50	05.26.2023	3 years	09.30.2016	398,000	1.51%	398,000	1.04%	-	-	-	-	Bachelor of Business Administration & Management, Pepperdine University Director of Formosa Marketing Co., Ltd.	Chairman, Linden Integrated Co., Ltd. Director, Unique Global Investment Inc.	General Manager	Lin, Ju-Ying	second-degree relative	Not Applicable
	Republic of China	Representative: LIN, CHIN-SAN					160,000	0.42%	160,000	0.42%	-	-	989,123	2.58%			Juristic Person director’s rep.	Lin, CHIU-I	second-degree relative	Not Applicable

13

March 31, 2024 Unit: Share;%

Title	Nationality or place of registration	Name	Gende/age	Elected date	Term	First Elected date	Shares held when elected	Shares held when elected	Current Sharesholding	Current Sharesholding	Shares currently held by their spouses and minor children	Shares currently held by their spouses and minor children	Shares held in the name of others	Shares held in the name of others	Main Working/Education Experience	Concurrent positions in the Company and other companies	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Note
							Number	%	Number	%	Number	%	Number	%			Title	Name	relation
Independent Director	Republic of China	GUAN, JYH-LIANG	M/51-60	05.26.2023	3 years	08.28.2015	-	-	-	-	-	-	-	-	Ph.D., Business Administration, National Chengchi University Associate Professor, Department of Applied Economics and Management, National Yilan University Think Tank, Center of Brand Innovation Acceleration Service, General Chamber of Commerce of the Republic of China Internationalization Consultant of Franchising Service Industry, Taiwan External Trade Development Council Member of Quality Assessment of Transnational Manpower Agency Services, Ministry of Labor, Executive Yuan	Independent director of Donpon Precision Inc. Independent director of LinkCom Manufacturing Co.,LTD. Independent director of SUN MAX TECH LIMITED	None	None	None	Not Applicable

14

March 31, 2024 Unit: Share;%

Title	Nationality or place of registration	Name	Gende/age	Elected date	Term	First Elected date	Shares held when elected	Shares held when elected	Current Sharesholding	Current Sharesholding	Shares currently held by their spouses and minor children	Shares currently held by their spouses and minor children	Shares held in the name of others	Shares held in the name of others	Main Working/Education Experience	Concurrent positions in the Company and other companies	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Note
							Number	%	Number	%	Number	%	Number	%			Title	Name	relation
Independent Director	Republic of China	LEE, TSUNG-PEI	M/61-70	05.26.2023	3 years	08.28.2015	-	-	-	-	-	-	-	-	Ph. D., Economics, National Chengchi University International and Resource Development CEO, Fu Jen Catholic University Associate dean of College of Management, Fu Jen Catholic University Associate Professor, Department of Finance and International Business, Fu Jen Catholic University Associate Professor of Ph.D. Program in Business Administration, School of Management, Fu Jen Catholic University Resident Committee of the Affiliated Hospital of Fu Jen Catholic University	Independent director of Powertech industrial Co., Ltd. Independent director of Ibase Solution Co.,Ltd.	None	None	None	Not Applicable

15

March 31, 2024 Unit: Share;%

Title	Nationality or place of registration	Name	Gende/age	Elected date	Term	First Elected date	Shares held when elected	Shares held when elected	Current Sharesholding	Current Sharesholding	Shares currently held by their spouses and minor children	Shares currently held by their spouses and minor children	Shares held in the name of others	Shares held in the name of others	Main Working/Education Experience	Concurrent positions in the Company and other companies	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Note
							Number	%	Number	%	Number	%	Number	%			Title	Name	relation
Independent Director	Republic of China	YEH, KUANG-CHOU	M/51-60	06.17.2020	3 years	08.28.2015	-	-	-	-	-	-	-	-	Ph. D., Law, National Chengchi University Attorney, Formosan Brothers Attorneys-at-Law Advisory Head of Xingwang Consulting Co. Chung Yuan University Board Advisor	Attorney, Formosan Brothers Attorneys-at-Law Advisory Head of Xingwang Consulting Co. Chung Yuan University Board Advisor	None	None	None	Note 2
Independent Director	Republic of China	LIN, CHUNG-CHING	M/61-70	05.26.2023	3 years	05.26.2023	-	-	-	-	-	-	-	-	Master's degree from the Social Finance and Economics Section of the Management Office of National Chengchi University, General Entrance Examination, and College Entrance Examination Passed financial business Chief of the Audit, Specialist, Audit and Inspection Team of the Financial Bureau of the Ministry of Finance. Special member and deputy leader of the Agricultural Finance Bureau of the Committee of Agriculture.	Currently not holding positions in other companies.	None	None	None	Note 3

16

March 31, 2024 Unit: Share;%

Title	Nationality or place of registration	Name	Gende/age	Elected date	Term	First Elected date	Shares held when elected	Shares held when elected	Current Sharesholding	Current Sharesholding	Shares currently held by their spouses and minor children	Shares currently held by their spouses and minor children	Shares held in the name of others	Shares held in the name of others	Main Working/Education Experience	Concurrent positions in the Company and other companies	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Spouse or relatives within second degree kinship who serve managerial posts or seats of board directors/ supervisors of the company	Note
							Number	%	Number	%	Number	%	Number	%			Title	Name	relation

Note 1：The board members’age is based on the year in which the annual report is released (2023).

Note 2: Due to term expired of Board, dismissed after re-election of new term of Directors at the shareholders meeting on May 26, 2023. Note 3: Due to term expired of Board, newly appointed after re-election of new term of Directors at the shareholders meeting on May 26, 2023.

17

• b. Major shareholders of juristic-person directors

• (1) Major shareholders of juristic person’s shareholders

ajor shareholders of juristic-person directors Major shareholders of juristic person’s shareholders	ajor shareholders of juristic-person directors Major shareholders of juristic person’s shareholders
March 31,2024
Name of Juristic-person shareholders	Name of major shareholders
Solar Jewelers Group Corp.	PHACHARAPON PHAIBOONSUNTORN(22.09%)、 LIN, JU-YING (14.25%)、 SARAYUTH MUNGCHITVITSAVAKORN (12.83%)、 LIN, PI-YUAN (9.74%)、 LIN HUANG, A-YUAN (9.50%)、 LIN, CHIN-SAN (8.55%)、 LIN, CHIU-I(8.55%)、 LAI, CHIN-HO (4.75%)、 LAI LIN, SHU-JU (4.75%)、 Solar(5%)
Hyperion Trading Co., Ltd.	SARAYUTH MUNGCHITVITSAVAKORN (100%)
Orlog Global Co., Ltd.	Nattawadee Panyapongthanachot (100%)
Unique Global Investment Inc.	LIN HUANG, A-YUAN (100%)

(2) Principal shareholder of corporate shareholders with a juridical person as its major shareholder: Not applicable.

18

c. Professional knowledge and independence of directors

				February29,2024
Title	Name (Note1)	Professional & Experience	Independence situation	Number of being Independent Directors of other Public Companies
an Chairm	Solar Jewelers Group Corp. Representative: PHACHARAPON PHAIBOONSUNTORN	Education Experience - EMBA, National Taipei University of Technology Thailand Special Program Expertise - Has mastered the core technology of production and has more than 40 years of experience in key management positions such as production manager or general manager. Main Working - Manager of Production Division, RegalJewelryManufactureCo.,Ltd.	Not Applicable	0
Director	Hyperion Trading Co., Ltd. Representative: SARAYUTH MUNGCHITVITSAVAKORN	Education Experience - Diploma of Management courses in Management & Psychology Institute, Thailand Expertise - Had more than 30 years of experience in jewelry manufacturing. Main Working - Manager of Production Dept., Regal JewelryManufactureCo.,Ltd.		0
Director	Orlog Global Co., Ltd. Representative: LIN, CHIU-I	Education Experience - Bachelor, International Business Management, Mahidol University Expertise - Had more than 20 years of experience in jewelry marketing and business development. Main Working - Deputy General Manager, Sales, Regal JewelryManufactureCo.,Ltd.		0

19

Director	Unique Global Investment Inc. Representative: LIN, CHIN-SAN	Education Experience - Bachelor of Business Administration & Management, Pepperdine University Expertise - Had more than 10 years of experience in business development and production management. Main Working - Director of Formosa Marketing Co., Ltd. Chairman, Linden Integrated Co., Ltd. Director, Unique Global Investment Inc.		0
Independent Director	GUAN, JYH-LIANG	Education Experience - Ph.D., Business Administration, National Chengchi University Expertise - Strategic management, business models, international business management Main Working - Associate Professor, Department of Applied Economics and Management, National Yilan University Think Tank, Center of Brand Innovation Acceleration Service, General Chamber of Commerce of the Republic of China Internationalization Consultant of Franchising Service Industry, Taiwan External Trade Development Council Member of Quality Assessment of Transnational Manpower Agency Services, Ministry of Labor, Executive Yuan Concurrent positions in the Company and other companies - Independent director of Donpon Precision Inc. Independent director of LinkCom Manufacturing Co.,LTD. Independent director ofSUNMAX TECH LIMITED	Compliant with the independence criteria under the Securities and Exchange Act (Note 2)	3
Independent Director	LEE, TSUNG-PEI	Education Experience - Ph. D., Economics, National Chengchi University Expertise - Economy		2

20

		Main Working - International and Resource Development CEO, Fu Jen Catholic University Associate dean of College of Management, Fu Jen Catholic University Associate Professor, Department of Finance and International Business, Fu Jen Catholic University Associate Professor of Ph.D. Program in Business Administration, School of Management, Fu Jen Catholic University Resident Committee of the Affiliated Hospital of Fu Jen Catholic University Concurrent positions in the Company and other companies - Independent director of Powertech industrial Co., Ltd. Independent director of IbaseSolutionCo.,Ltd.
Independent Director	YEH, KUANG-CHOU(Note 1)	Education Experience - Ph. D., Law, National Chengchi University Expertise - Law Main Working& Concurrent positions in the Company and other Companies - Attorney, Formosan Brothers Attorneys-at-Law Advisory Head of Xingwang Consulting Co. ChungYuanUniversityBoard Advisor		0
Independent Director	LIN, CHUNG-CHING(Note 2)	Master of Eminent Public Administrator, College of Social Sciences, National Chengchi University, Passed the general examination and college entrance examination in financial business Expertise - Finance and Economics Main Working – Audit, Specialist, Audit and Inspection Team Section Chief, Financial Bureau of the Ministry of Finance Special member and deputy leader of the Agricultural Finance Bureau of the Committee of Agriculture		0

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Concurrent positions in the Company and other companies - Currently not holding positions in other companies.

Note 1: Due to term expired of Board, dismissed after re-election of new term of Directors at the shareholders meeting on May 26, 2023.

Note 2: Due to term expired of Board, newly appointed after re-election of new term of Directors at the shareholders meeting on May 26, 2023.

Note 3: The Company’s independent directors have met the following independence criteria in accordance with the Securities and Exchange Act:

1. Not an employee of the company or any of its affiliates.

2. Not a director or supervisor of the company or any of its affiliates. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

3. Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate of one percent or more of the total number of issued shares of the company or ranking in the top 10 in holdings.

4. Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of a managerial officer under subparagraph 1 or any of the persons in the preceding two subparagraphs.

5. Not a director, supervisor, or employee of a corporate shareholder that directly holds five percent or more of the total number of issued shares of the company, or that ranks among the top five in shareholdings, or that designates its representative to serve as a director or supervisor of the company under Article 27, paragraph 1 or 2 of the Company Act. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

6. If a majority of the company's director seats or voting shares and those of any other company are controlled by the same person: not a director, supervisor, or employee of that other company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

7. If the chairperson, general manager, or person holding an equivalent position of the company and a person in any of those positions at another company or institution are the same person or are spouses: not a director (or governor), supervisor, or employee of that other company or institution. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

8. Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or institution that has a financial or business relationship with the company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent, if the specified company or institution holds 20 percent or more and no more than 50 percent of the total number of issued shares of the public company.

9. Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides auditing services to the company or any affiliate of the company, or that provides commercial, legal, financial, accounting or related services to the company or any affiliate of the company for which the provider in the past 2 years has received cumulative compensation exceeding NT$500,000, or a spouse thereof; provided, this restriction does not apply to a member of the remuneration committee, public tender offer review committee, or special committee for merger/consolidation and acquisition, who exercises powers pursuant to the Act or to the Business Mergers and Acquisitions Act or related laws or regulations.

10. Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.

11. Not been a person of any conditions defined in Article 30 of the Company Law.

12. Not a governmental, juridical person or its representative as defined in Article 27 of the Company Law.

d. Board Diversity and Independence

(1) Diversity Policy of the Board

• a. In accordance with the Company's "Code of Corporate Governance Practices", the composition of the Board shall take into account diversity. In

22

addition to the fact that the number of directors who are also managers of the Company should not exceed one-third of the total number of directors, the Company shall formulate appropriate diversity policies with respect to its operation, business model and development needs, including but not limited to the following two major criteria:

i.Basic qualifications: gender, age, etc.

• ii. Professional knowledge and skills: professional background, professional skills and industrial experience, etc.

• (2) Diversity Objectives of the Board

Board members should generally possess the knowledge, skills, and education necessary to perform their duties. In order to achieve the desired goals of corporate governance, the Board as a whole should possess the following competencies:

i. Operation judgment.

ii.Accounting and financial analysis skills.

iii.Management skills.

iv.Management ability of crisis.

v.Industry knowledge.

vi.International market perspective.

vii.Leadership skills viii.Decision-making ability.

• (3) Condition of implementing Diversity of Board members

The company has established a " Procedures for the Election of Board of Directors" system, which follows a " The Candidate Nomination System for Electing " All director candidates are nominated and undergo qualification review. After approval by the board of directors, they are presented for election by the shareholders' meeting. At the shareholders' general meeting held on May 26, 2023, the resolution was passed to elect Mr. PHACHARAPON PHAIBOONSUNTORN, Mr. SARAYUTH MUNGCHITVITSAVAKORN, Ms. LIN, CHIU-I, Mr. LIN, CHIN-SAN, Mr. GUAN, JYH-LIANG, Mr. LEE, TSUNG-PEI, and Mr. LIN, CHUNG-CHING as directors of the 6[th] term of the company, with a three-year term (from May 26, 2023, to May 25, 2026).

Mr. PHACHARAPON PHAIBOONSUNTORN, the reappointed chairman of the company, specializes in production and R&D technology. Director Mr. SARAYUTH MUNGCHITVITSAVAKORN has 30 years of experience in jewelry manufacturing. Director Ms. LIN, CHIU-I is a female director with over 20 years of expertise in jewelry marketing and business development. Director Mr. LIN, CHIN-SAN also possesses more than 10 years of experience in business development and production management within the jewelry industry.

23

Continuing as an independent director, Mr. GUAN, JYH-LIANG has taught for many years in the Department of Applied Economics and Management at National Yilan University, specializing in Strategic management, business models, international business management. Independent director Mr. LEE, TSUNG-PEI has extensive experience teaching in the Department of Finance and International Business at Fu Jen Catholic University, with expertise in financial economics and finance.

The newly appointed independent director, Mr. LIN, CHUNG-CHING, holds a Master of Eminent Public Administrator, College of Social Sciences, National Chengchi University, Passed the general examination and college entrance examination in financial business. He has held positions at Auditor, Specialist, Audit and Inspection Section Chief of the Financial Bureau of the Ministry of Finance and Special Member and Deputy Leader of the Agricultural Finance Bureau of the Committee of Agriculture. With his rich experience in financial accounting, he brings fresh insights to the company's board of directors.

Items for Diversification Title		Basic Composition	Basic Composition	Basic Composition				Professional knowledge and skills	Professional knowledge and skills	Professional knowledge and skills	Professional knowledge and skills
	Nationality Or place of registration	Gender	As employee of the Company	Age(Note 1)	Length of service as Independent Director	Operation judgment.	Accounting and financial analysis skills.	Management skills.	Management ability of crisis.	.Industry knowledge.	International market perspective.	Leadership skills	Decision-making ability.
Solar Jewelers Group Corp. Representative: PHACHARAPON PHAIBOONSUNTORN	Thailand	M	yes	51-60	0								
Hyperion Trading Co., Ltd. Representative: SARAYUTH MUNGCHITVITSAVAKORN	Thailand	M	yes	51-60	0								
Orlog Global Co., Ltd. Representative: LIN, CHIU-I	Republic of China	F	None. (Note 2)	41-50	0								

24

Items for Diversification Title	Basic Composition	Basic Composition	Basic Composition	Basic Composition	Basic Composition	Professional knowledge and skills	Professional knowledge and skills	Professional knowledge and skills	Professional knowledge and skills	Professional knowledge and skills	Professional knowledge and skills	Professional knowledge and skills	Professional knowledge and skills
	Nationality Or place of registration	Gender	As employee of the Company	Age(Note 1)	Length of service as Independent Director	Operation judgment.	Accounting and financial analysis skills.	Management skills.	Management ability of crisis.	.Industry knowledge.	International market perspective.	Leadership skills	Decision-making ability.
Unique Global Investment Inc. Representative: LIN, CHIN-SAN	Republic of China	M	None.	41-50	0								
GUAN, JYH-LIANG	Republic of China	M	None.	51-60	7								
LEE, TSUNG-PEI	Republic of China	M	None.	61-70	7								
YEH, KUANG-CHOU(Note 2)	Republic of China	M	None.	51-60	7								
LIN, CHUNG-CHING(Note 3)	Republic of China	M	None.	61-70	0		✓		✓			✓	✓

Note 1 : The board members’ age is based on the year in which the annual report is released (2023).

Note 2: Due to term expired of Board, dismissed after re-election of new term of Directors at the shareholders meeting on May 26, 2023.

Note 3: Due to term expired of Board, newly appointed after re-election of new term of Directors at the shareholders meeting on May 26, 2023,therefore, the term of office of independent directors is less than 1 year.

25

(4) Specific Management Objectives and Achievement of the Diversity Policy

The percentage of directors with employee status is 29%, two directors is aged 61-70, three are aged 51-60, and two are aged 41-50. Specific Management Objectives of the Diversity Policy: The Company focuses on gender equality of Board members and aims to have at least one female Board member. Currently, the percentage of female directors is 14%, and the

target has been achieved.

target has been achieved.
Management Objective	Achievement
Diversityof independent directors, the expertise has to include economics, business or law	Achieved
The qualifications of independent directors must comply with the related regulations of the Securities and Futures Bureau of Financial SupervisoryCommission	Achieved
At least one female director on the Board of Directors	Achieved

26

1. General manager, deputy general managers, deputy assistant general managers, and the supervisors of all the Company's divisions and branch units

branch units	branch units	branch units	branch units	branch units
							March 29,2024 Unit: Share;%
Title	Nationality	Name	Gender	Date Effective	Shareholding		Spouse & Minor Shareholding		Shareholding by Nominee Arrangement		Education & Experience	Current Position with Other Company	Managers are Spouse or within 2 Degrees of Consanguinity Each Other
					Shares	%	Shares	%	Shares	%			Title	Name	Relation
CEO/ General Manager	Republic of China	LIN, JU-YING	F	2018/05	324,800	0.85%	-	-	1,655,203	4.31%	M.D., Business Management, Beijing Institute of Economic & Management Manager, Sales, Regal Jewelry Manufacture Co., Ltd.	CEO/ General Manager, Regal Jewelry Manufacture Co., Ltd Chairman,Reunite Inspiring Creation Co., Ltd. (Note 3)	sales consultant of Regal Jewelry Manufactu re Co., Ltd.	Lin, CHIU-I	second-de gree relative
Deputy General Manager, R&D	Thailand	PHACHARAPON PHAIBOONSUNTO RN	M	1991/02	925,800	2.41%	-	-	2,549,559	6.64%	EMBA, National Taipei University of Technology Thailand Special Program Manager of Production Division, Regal Jewelry Manufacture Co., Ltd.	Chairman/ Deputy General Manager, R&D, Regal Jewelry Manufacture Co., Ltd. Chairman, Regal Plating Co., Ltd. Directors, Solar Jewelers Group Corp.	None.	None.	None.
Deputy General Manager, Production	Thailand	SARAYUTH MUNGCHITVI TSAVAKORN	M	1996/10	284,800	0.74%	-	-	1,463,682	3.81%	Diploma in Management Courses, Management & Psychology Institute, Thailand Suankularb high school, Thailand Manager, Production, Regal Jewelry Manufacture Co.,Ltd.	Director/ Deputy General Manager, Production, Regal Jewelry Manufacture Co., Ltd. Director,Regal Plating Co., Ltd. Director,Hyperion Trading Co., Ltd.	None.	None.	None.
sales consultant of Regal Jewelry Manufacture Co.,Ltd.	Republic of China	LIN, CHIU-I	F	2018/05	294,800	0.77%	-	-	889,117	2.32%	Bachelor, International Business Management, Mahidol University Deputy General Manager, Sales, Regal Jewelry Manufacture Co., Ltd.	Director and Sales Consultant, Regal Jewelry Manufacture Co., Ltd. (Note4) Director, Orlog Global Co., Ltd.	General Manager	LIN, JU-YING	second-de gree relative
Finance/ Accounting Supervisor	Thailand	NARISSARR ANEE KEATBHOO NYARRITH ( Note 5)	F	2020/12	－	－	-	-	-	-	M.D., Business Management, Ramkhamhaeng University Accounting specialist, Chorkitthawornpanit Limited Partnership	Accounting Supervisor, Regal Jewelry Manufacture Co., Ltd.	None.	None.	None.

27

Title	Nationality	Name	Gender	Date Effective	Shareholding	Shareholding	Spouse & Minor Shareholding	Spouse & Minor Shareholding	Shareholding by Nominee Arrangement	Shareholding by Nominee Arrangement	Education & Experience	Current Position with Other Company	Managers are Spouse or within 2 Degrees of Consanguinity Each Other	Managers are Spouse or within 2 Degrees of Consanguinity Each Other	Managers are Spouse or within 2 Degrees of Consanguinity Each Other
					Shares	%	Shares	%	Shares	%			Title	Name	Relation
Auditor Supervisor	Malaysia	WONG, HON-FEI	M	2016/01	-	-	-	-	-	-	Bachelor, Accounting, Universiti Tunku Abdul Rahman Audit Supervisor, JPP Holding Company Limited Senior Auditor, Genting Group Senior Auditor, KPMG Malaysia Kuala Lumpur Branch	Auditor Supervisor, Regal Jewelry Manufacture Co., Ltd.	None.	None.	None.
General Manager, Regal Holding Co., Ltd. Taiwan Branch	Republic of China	LI, WEN-HSIUN G	M	2016/03	-	-	-	-	-	-	Bachelor, Engineering, National Formosa University Sales Manager, Sales, Discover Consultant Co., Ltd. Manager, Sales, Wedian Technology Co., Ltd.	Corporate Governance Officer	None.	None.	None.
General Manager, Regal Plating Co., Ltd.	Republic of China	WANG, CHUN-CHIN	M	2013/08	-	-	-	-	-	-	Bachelor, Computer Information System, Business, Arizona State University, U.S.A. Deputy General Manager, Regal Plating Co., Ltd. Sales Manager, Europe Area, Yei Shien Enterprise Co., Ltd. Sales Representative, KOAN HAO TECHNOLOGY CO., LTD. Sales Representative, KING LAI HYGIENIC MATERIALS CO.,LTD.	General Manager, Regal Plating Co., Ltd.	None.	None.	None.

Note 1: Mainly are the effective dates in Regal Jewelry Manufacture Co., Ltd. Note 2: If the chairman of the Board of Directors and the general manager or the person with equivalent position (the top manager) are the same person, each other's spouse or relatives, the related information about reason, rationality, necessity and corresponding measures should be stated in the remark column (for example, increase the number of independent directors, and half of the directors should not be employees or managers, etc.) : The company has no such circumstances, so it is not applicable.

Nots 3 : The Board of Directors approved for the dissolution and liquidation of subsidiary Reunite Inspiring Creation Co., Ltd. in November 2023, and the cancellation procedure is in progress. Note 4: Finance & Accounting Supervisor who changed English name form NARISSA KIEATBUNYARIT to NARISSARRANEE KEATBHOONYARRITH on Augt,2023.

28

C. Remuneration paid to Directors, Supervisors, General Manager, and Deputy General Manager in the most recent fiscal year

1. Remunerations of Directors

																December 31, 2023 Unit: NT$000	December 31, 2023 Unit: NT$000	December 31, 2023 Unit: NT$000	December 31, 2023 Unit: NT$000	December 31, 2023 Unit: NT$000	December 31, 2023 Unit: NT$000	December 31, 2023 Unit: NT$000
Title	Name			Compensation of Directors						Total amount of A, B, C and D and their proportion to the net income (%)		Relevant remunerat				ion as an employee				Total amount of A, B, C, D, E, F and G and their proportion to the net income (%)		Is there any remuneration from other invested businesses apart from subsidiaries?
		Remunerations (A)		Retirement allowance (B)		Remuneration from distribution(C)		Business execution expenses (D)				Salary, bonus, and special (E)		Retirement allowance (F)		Employees’ Profit-Sharing Bonus (G)
		The Company	All consolidated companies	The Company	All consolidated companies	The Company	All consolidated companies	The Company	All consolidated companies	The Company	All consolidated companies	The Company	All consolidated companies	The Company	All consolidated companies	The Company		All consolidated companies		The Company	All consolidated companies
																Cash	Stock	Cash	Stock
Director Director	Solar Jewelers Group Corp. Hyperion Trading Co., Ltd. Representative: PHACHARAPON PHAIBOONSUNTORN	0 0 0	0 0 0	0 0 0	0 0 0	0 0 0	0 0 0	0 0 0	0 0 0	0 0 0	0 0 0	0 0 2,200	0 0 5,765	0 0 0	0 0 478	0 0 87	0 0 0	0 0 87	0 0 0	0 2,287	0 6,330	N/A N/A N/A
																				1.18% 0	3.28% 0
	Representative: SARAYUTH MUNGCHITVITSAVAKORN	0	0	0	0	0	0	0	0	0	0	1,758	4,360	0	300	87	0	87	0	1,845	4,747	N/A
																				0.95%	2.46%
Director	Orlog Global Co., Ltd.	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	N/A
	Representative: LIN, CHIU-I	600	600	0	0	0	0	40	40	640	640	425	1,592	0	0	0	0	0	0	1,065	2,232	N/A
				0	0	0	0			0.33%	0.33%									0.55%	1.15%
Director	Unique Global Investment Inc	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	0	N/A
	Representative: LIN, CHIN-SAN	600	600	0	0	0	0	40	40	640	640	0	0	0	0	0	0	0	0	640	640	N/A
										0.33%	0.33%									0.33%	0.33%
Independent Director	GUAN, JYH-LIANG	600	600	0	0	0	0	40	40	640	640	0	0	0	0	0	0	0	0	640	640	N/A
										0.33%	0.33%									0.33%	0.33%
Independent Director	LEE, TSUNG-PEI	600	600	0	0	0	0	40	40	640	640	0	0	0	0	0	0	0	0	640	640	N/A
										0.33%	0.33%									0.33%	0.33%
Independent Director	YEH, KUANG-CHOU(NOTE 3)	250	250	0	0	0	0	20	20	270	270	0	0	0	0	0	0	0	0	270	270	N/A
										0.14%	0.14%									0.14%	0.14%
Independent Director	LIN, CHUNG-CHING(NOTE 4)	350	350	0	0	0	0	30	30	380	380	0	0	0	0	0	0	0	0	380	380	N/A
										0.20%	0.20%									0.20%	0.20%

NOTE 1: Please state the policy, system, standard and structure of the remuneration payment for independent directors, and state the relevance to the amount of remuneration based on the responsibilities, risks, time and other factors: Please refer to P33 of the Annual Report. NOTE 2: Except as disclosed in the above table, the remuneration received by the directors of the company for providing services to all companies in the financial report (such as serving as a consultant for non-employees, etc.) in the most recent year: None.

NOTE 3:After the election of directors and independent directors on May 26, 2023, dismissal occurred. NOTE 4:After the election of directors and independent directors on May 26, 2023, they assumed office.

29

2. Remunerations of Supervisors: The Company has established the Audit Committee; therefore, no supervisor is needed.

3. Remunerations paid to general managers and deputy managers in the most recent year (2023)

Dec. 31, 2023；Unit: NT$000

==> picture [730 x 298] intentionally omitted <==

----- Start of picture text -----

Total amount of A, B, C
Money award and
Retirement Earning distribution as dividends for and D and their
Salary (A) special payment
allowance (B) personnel (G) proportion to the net
etc.(C)
income (%)
Title Name All consolidated
The Company
companies
Cash Stock Cash Stock
CEO/ 2,130 5,530
LIN, JU-YING 1,666 4,113 0 111 377 1,219 87 0 87 0 N/A
General Manager 1.10% 2.86%
Deputy General PHACHARAPON 2,287 6,330
1,800 4,474 0 478 400 1,291 87 0 87 0 N/A
Manager, R&D PHAIBOONSUNTORN 1.18% 3.28%
Deputy General SARAYUTH 1,845 4,747
1,427 3,342 0 300 331 1,018 87 0 87 0 N/A
Manager, Production MUNGCHITVITSAVAKORN 0.95% 2.46%
General Manager 0 5,786
WANG CHUN-CHING 0 3,242 0 0 0 2,544 0 0 0 0 N/A
Electro-plating 0.00% 2.99%
Director 486 1,824
PENG KUAN-FENG 455 1,674 0 0 31 150 0 0 0 0 N/A
Manufacturing 0.25% 0.94%
companies companies companies companies
The Company The Company The Company The Company
All consolidated All consolidated All consolidated All consolidated
Is there any remuneration from other invested businesses apart from subsidiaries?
----- End of picture text -----

Note 1: It is the amount of provision for retirement pension expenses.

30

4. The individual remuneration paid to each of the Company’s top five management personnel

Dec. 31, 2023；Unit: NT$000

==> picture [730 x 300] intentionally omitted <==

----- Start of picture text -----

Total amount of A, B, C
Money award and
Retirement Earning distribution as dividends for and D and their
Salary (A) special payment
allowance (B) personnel (G) proportion to the net
etc.(C)
income (%)
Title Name All consolidated
The Company
companies
Cash Stock Cash Stock
CEO/General 2,130 5,530
LIN, JU-YING 1,666 4,113 0 111 377 1,219 87 0 87 0 N/A
Manager 1.10% 2.86%
Deputy General PHACHARAPON 2,287 6,330
1,800 4,474 0 478 400 1,291 87 0 87 0 N/A
Manager, R&D PHAIBOONSUNTORN 1.18% 3.28%
Deputy General SARAYUTH 1,845 4,747
1,427 3,342 0 300 331 1,018 87 0 87 0 N/A
Manager, Production MUNGCHITVITSAVAKORN 0.95% 2.46%
General Manager 0 5,786
WANG CHUN-CHING 0 3,242 0 0 0 2,544 0 0 0 0 N/A
Electro-plating 0.00% 2.99%
Director 486 1,824
PENG KUAN-FENG 455 1,674 0 0 31 150 0 0 0 0 N/A
Manufacturing 0.25% 0.94%
companies companies companies companies
The Company The Company The Company The Company
All consolidated All consolidated All consolidated All consolidated
Is there any remuneration from other invested businesses apart from subsidiaries?
----- End of picture text -----

Note 1: It is the amount of provision for retirement pension expenses.

31

5. Employee profit sharing granted to managers:

Dec. 31, 2023；Unit: NT$000

	Title	Name	Stock	Cash	Total	Proportion of the total compensation of managers to net profit aftertax
Managers	General Manager	LIN, JU-YING	-	352	352	0.18%
	Deputy General Manager, R&D	PHACHARAPON PHAIBOONSUNTORN
	Deputy General Managers, Production	SARAYUTH MUNGCHITVITSAVAKORN
	Finance/ Accountant Supervisor	NARISSARRANEE KEATBHOONYARRITH (Note)
	Auditor Supervisor	WONG, HON-FEI
	Corporate Governance Officer	LI,WEN-HSIUNG

Note : Finance & Accounting Supervisor who changed English name form NARISSA KIEATBUNYARIT to NARISSARRANEE KEATBHOONYARRITH on Augt,2023.

1. Analysis of the proportion of the total remuneration of directors, supervisors, general managers and vice general managers of the Company paid by the Company and all companies in the consolidated financial statement to net profit after tax in individual financial statements of the recent two years and explanation of the compensation policy, standards, and makeup, the procedure for setting compensations, and the relevance with business performance and future risk. (The Company needs no supervisors)

2. a. The proportion of the total remuneration of directors, supervisors, general managers and vice general managers of the Company paid by the Company and all companies in the consolidated financial statement to net profit after tax in individual financial statements of the recent two years

	Unit: NT$000;%	Unit: NT$000;%	Unit: NT$000;%	Unit: NT$000;%
	Year 2022		Year 2023
	The Company	All consolidated companies	The Company	All consolidated companies
Total remuneration of directors	0	0	0	0
Proportion of the total compensation of directors to net profit after tax (%)	0%	0%	0	0%
Total remuneration of managers	7,922	22,001	6,748	24,217

32

Proportion of the total compensation of managers to netprofit after tax(%)	18.18%	50.51%	3.44%	12.53%

(1)Analysis of variation

The comparison of total remuneration and net income in 2023 will decrease in 2022,which is due to the decrease in net income in 2023.

• b. The compensation policy, standards, and makeup, the procedure for setting compensations, and the relevance with business performance and future risk

• (1) Policy, criteria and composition of compensation：

  • A. Directors and Supervisors (The Company has an Audit Committee and does not need to have a supervisor)

In accordance with Article 38.3 of the Company's Articles of Association, the compensation of directors may be determined by the Board of Directors with reference to the recommendations of the Remuneration Committee and other general standards in the industry but may only be paid in cash.

In accordance with Article 14.4 of the Company's Articles of Association, the Company shall set aside not less than one percent (1%) of its net profit before tax as compensation to its employees and not more than three percent (3%) of its net profit before tax as compensation to its directors if the Company makes a profit in the year.

• B. General Manager and Vice President

The Company has set manager's compensation, various allowances and bonuses to show compassion and reward employees for their hard work, and the related bonuses are granted according to the Company's annual operating performance, financial status, operational status and individual performance. Apart from a fix bonus, there is also a profit-sharing program based on the achievement rate of key performance indicators for profit sharing, and the distribution of quarterly incentive. In addition, if the Company makes a profit in the current year, the Company shall set aside not less than one percent (1%) of the net profit before tax as employee compensation in accordance with Article 14.4 of the Company's Articles of Association.

The Company's compensation package, as defined in the "Remuneration Committee Organizational Procedures," includes cash compensation, stock options, stock dividends, retirement benefits or severance pay, allowances and other tangible incentives; the scope of which should be consistent with the guidelines for directors' and managers' compensation in the Annual Report of the Company.

(2) Procedures for setting compensation：

• A. The Chairman's performance is measured based on the results of annual operating indicators related to operation, governance, and financial results, and is evaluated using net income before tax, credit rating or the four indicators in corporate governance evaluation. The members of the Board of Directors shall use the evaluation results performed by the "Board of Directors' Performance Evaluation Method" as one of the performance measurement bases. The performance evaluation of the general manager includes the following performance targets: operation safety management, supervising the execution of financial plans, revenue management, strengthening internal control, and implementing quality assurance.

• B. The Company's directors and managers are evaluated and reviewed by the Remuneration Committee and the Board of Directors in order to determine the reasonableness of their

33

performance and remuneration, taking into account their performance and contribution to the Company, the Company's overall operating performance, future risks and development trends of the industry, as well as the actual operating conditions and relevant laws and regulations. The actual amount of compensation for directors and managers for the year 2022 will be reviewed by the Remuneration Committee and submitted to the Board of Directors for approval.

• (3) Correlation with operating performance and future risks：

• A. The Company's compensation policy is reviewed based on the Company's overall operating conditions, and the payment standards are approved based on the performance achievement rate and contribution level, in order to enhance the effectiveness of the Board of Directors and the management team as a whole. In addition, the Company makes reference to industry salary standards to ensure that the management's salary is competitive in the industry and to retain outstanding management personnel.

• B. The performance objectives of the Company's managers are integrated with "risk management" to ensure that possible risks within the scope of duties and responsibilities are managed and prevented, and the results of the actual performance evaluation are connected to the relevant human resources, related salary, and compensation policies. The important decisions of the Company's management teams are made after balancing various risk factors. The performance of the relevant decisions is reflected in the profitability of the Company, so the compensation of the management is related to the performance of risk management.

• C. The compensation paid to the directors, general manager and vice president by the Company and its subsidiaries includes long-term bonuses, restricted stock, and employee stock options, which are not paid in full in the year of earnings and whose actual value is related to the future stock price, which means that the Company shares the risk of future operations.

34

• D. The state of the Company's implementation

• The state of the Board of Directors’ implementation

Five meetings were held by the Board of Directors in the most recent year (2023) with their

attendance shown as follows (A)

Title	Name	Actual Attendances (B)	By Proxy	Actual Attendance Rate (%) (B/A)	Remarks
Chairman (Convener)	Solar Jewelers Group Corp. Representative: PHACHARAPON PHAIBOONSUNTORN	5	0	100%	(Note1)
Director	Orlog Global Co., Ltd. Representative: LIN,CHIU-I	5	0	100%
Director	Hyperion Trading Co., Ltd. Representative: SARAYUTH MUNGCHITVITSAVAKORN	5	0	100%
Director	Unique Global Investment Inc. Representative: LIN,CHIN-SAN	5	0	100%
Independent Director	GUAN, JYH-LIANG	5	0	100%
Independent Director	LEE, TSUNG-PEI	5	0	100%
Independent Director	YEH, KUANG-CHOU	2	0	100%	(Note 2)
Independent Director	LIN, CHUNG-CHING	3	0	100%	(Note 3)
Note 1: Following the director and independent director elections on May 26, 2023, subsequent reappointment. Note 2: Following the director and independent director elections on May 26, 2023, removal after reappointment, with a requirement to attend 2 sessions in 2023. Note 3: Following the director and independent director elections on May 26, 2023, assumption of office after reappointment, with a requirement to attend 3 sessions in 2023. Note 4: The 6thboard of directors serves a term of three years, from May 26, 2023, to May 25, 2026.

a. Other noteworthy matters:

State the Board Meeting’s date, session, proposal contents, all Independent Directors’ opinions and the Company’s actions in response to the opinions if any of the following occurred:

(1) Matters specified in Article 14.3 of Taiwan’s Securities and Exchange Act:

35

Meeting Sessions and Dates	Proposal contents	Independent Directors have expressed opposition or withhold opinions
2023.02.23 18thBoard meeting in 5thTerm	1.The Company's 2022 business report, financial report and 2023 business plan.	None
	2. The Company's compensation proposal for directors in 2022.	None
	3. The Company's compensation proposal for employees in 2022.	None
	4.The2022surplus distributionproposal.	None
	5. The 2022 internal control statement proposal.	None
	6. The formulation of the Company’s” General Principles for Pre-Approval of Non-confirmationServicePolicy”.	None
	7. The” Pre-Approval of Non-Confirmation Servicein 2023”provided byKPMGTaiwan.	None
	8. The 2023 public accountant audit fee of the Company andits subsidiaries.	None
	9. The proposal to nominate a list of candidates for the 6th Term of directors and independent directors.	None
	10. About removal of the Company's new directors’ restriction against business strife limitation clause.	None
	11. The proposal of convening the Company's 2023 shareholders meeting.	None
	12. The proposal to accept more than one percent ofshareholders'proposals.	None
	13. The proposal to accept more than one percent of shareholders' nominating directors (including independent directors) related matters.	None
	14. Partial amendments to some provisions of the Company’s”Articles of Association”.	None
	15. Partial amendments to some provisions of the Company’s” Code of Corporate GovernancePractices”.	None.
	16. Partial amendments to some provisions of the Company’s” Code of Practice for Sustainable Development”.	None.
	17. Partial amendments to some provisions of the Company’s” Rules for Financial and Business Operations between Related Parties and Related Companies”.	None.
	18. The adjustment of organization structure of Regal Holding Co., Ltd.	None.
	19. The capital reduction to make up for losses in subsidiary Reunite Inspiring Creation Co., Ltd. (RIC).	None.
	20. The proposal of increasing investment in subsidiary Reunite Inspiring Creation Co., Ltd. (RIC).	None.
	Independent Directors’Opinions: None.
	The resolution the Companyhandles the independent directors’ opinions: None.

36

Meeting Sessions and Dates	Proposal contents	Independent Directors have expressed opposition or withhold opinions
	Resolution (2023.02.23): The Board unanimously approved the proposal.
2023.05.12 19thBoard meeting in 5thTerm	1. The Company's proposal of the consolidated financial reports of 2023Q1.	None.
	2. The formulation of the company’s” Organization Procedures of Sustainable Development Committee”.	None.
	3. The formulation of the company’s” Organization Procedures of Risk Management Committee”.	None.
	4. The solar panel construction project of important subsidiary Regal Jewelry Manufacture Co., Ltd. (RJM)	None.
	IndependentDirectors’Opinions: None.
	The resolution the Company handles the independent directors’opinions: None.
	Resolution (2023.05.12): The Board unanimously approved the proposal.
2023.05.26 1stBoard meeting in 6thTerm	1. The election of Chairman of 6th Board of Directors.	None
	2. The membership of Company's 5th Remuneration Committee.	None
	3. The membership of the Company's 5th Audit Committee.	None
	4. The establishment of the Company's Sustainable Development Committee and the appointment of the membership of 1st Sustainable Development Committee.	None
	5. The establishment of the Company's Risk Management Committee and the appointment of the membership of 1st Risk Management Committee.	None
	Independent Directors’Opinions: None.
	Theresolutionthe Companyhandles theindependent directors’opinions: None.
	Resolution (2023.05.26): The Board unanimously approved the proposal.
2023.08.26 2ndBoard meeting in 6thTerm	1. The Company's proposal of the consolidated financial reports of 2023Q2.	None.
	2. Partial amendments to some provisions of the Company’s” Rules for Financial and Business Operations between RelatedParties”.	None.
	3. The important subsidiary Regal Jewelry Manufacture Co., Ltd. (RJM) apply for the renewal of the credit line for the solar panel construction project from United Overseas Bank Thailand (UOB).	None.
	4. The Company's proposal to apply for the renewal of the credit line from Taishin International Bank.	None.
	5. The proposal of increasing investment in subsidiary Regal Management Solution Co., Ltd. (RMS)	None.
	Independent Directors’Opinions: None.
	Theresolutionthe Companyhandles theindependent directors’opinions: None.
	Resolution(2023.08.26): The Board unanimouslyapproved theproposal.

37

Meeting Sessions and Dates	Proposal contents	Independent Directors have expressed opposition or withhold opinions
2023.11.13 3rdBoard meeting in 6thTerm	1.The Company's proposal of the consolidated financial reports of 2023Q3.	None.
	2.The Company's2024audit plan.	None.
	3. The amendment of some provisions of the Company's”Code of Practices on Corporate Governance”.	None.
	4. The amendment of some provisions of the Company's”Rules of Procedures for Shareholders'Meetings”.	None.
	5. The Company's proposal to dissolve and liquidate its subsidiary Reunite Inspiring Creation Co., Ltd. (RIC).	None.
	6. The Company's proposal to dissolve and liquidate its subsidiary Regal Management SolutionCo.,Ltd. (RMS).	None.
	7. The Company's proposal to dissolve and liquidate its sub-subsidiary Linden Integrated Co., Ltd. (Linden).	None.
	IndependentDirectors’Opinions: None.
	The resolution the Company handles the independent directors’opinions: None.
	Resolution(2023.11.13): The Board unanimouslyapproved theproposal.

• (2) In addition to the aforementioned matters, if there is any written or otherwise recorded resolution on which an Independent Director has a dissenting opinion or qualified opinion: None.

• (3) The recusals of Directors due to conflicts of interests: state the directors’ name, proposals, reasons of recusals, and the state of voting: None.

38

b. The Evaluation on the Performance of the Board of Directors

On November 13, 2019, the Third Meeting of the Fourth Session of the Board of Directors of the Company approved the establishment of the "Rules Governing the Performance Evaluation of the Board of Directors" and on August 13, 2020, the Second Meeting of the Fifth Session of the Board of Directors amended and approved some amendments to the provisions. The internal evaluation time point shall be at the end of each year. The company's board of directors shall conduct a performance evaluation of the board of directors, board members and functional committees at least once a year. The evaluation results are as follows and will be reported to the board of directors on February 26th, 2024.

Evaluation Period	Evaluation Time	Scope of Evaluation	Evaluation Method	Evaluation Content	Evaluation Results / Improvement Measures
once a year	January 01,2023 to December 31, 2023	Board of Directors	Internal self-evaluation	Seven major aspects: 1. Degree of participation in operation of the Company 2. Improve the quality of Board decisions 3. Composition and structure of the Board of Directors 4. Election of directors and continuing education 5. Internal control 6. Focus on sustainable management (ESG) 7.Other projects	Evaluation Result: The average score is 99.64out of 100. Improvement Measures: Among the company's three independent directors who will be elected in May 2023, a new independent director will join. The overall performance evaluation result of the board of directors is excellent and it can properly perform its functions.

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Evaluation Period	Evaluation Time	Scope of Evaluation	Evaluation Method	Evaluation Content	Evaluation Results / Improvement Measures
once a year	January 01,2023 to December 31, 2023	Members of the Board of Directors	Self-evaluation by directors	Seven major aspects: 1. Degree of understanding of the Company's goals and tasks 2. Awareness of directors' responsibilities 3. Degree of participation in Company's operations 4. Internal relationship management and communication 5. Profession of directors and continuing education 6. Internal control 7. Focus on sustainable management (ESG)	Evaluation Result: The average score is 98.82out of 100. Improvement Measures: Strengthen the directors' understanding of the company's goals and tasks and hire professional lecturers to provide further training courses for directors. The overall performance evaluation results of the directors are excellent and they can properly perform their functions.

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Evaluation Period	Evaluation Time	Scope of Evaluation	Evaluation Method	Evaluation Content	Evaluation Results / Improvement Measures
once a year	January 01,2023 to December 31, 2023	Audit Committee	Internal self-evaluation	Five major aspects: 1. Degree of participation in the Company's operation 2. Awareness of the responsibilities of functional committee 3. Enhancement of decision quality of functional committee 4. Composition of functional committee and selection of its members 5. Internal control	Evaluation Result: The average score is 100 out of 100. Improvement Measures: The overall evaluation of the performance of the functional committee is excellent and it is able to perform its functions properly.

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Evaluation Period	Evaluation Time	Scope of Evaluation	Evaluation Method	Evaluation Content	Evaluation Results / Improvement Measures
once a year	January 01,2023 to December 31, 2023	Remuneration Committee	Internal self-evaluation	Five major aspects: 1. Degree of participation in the Company's operation 2. Awareness of the responsibilities of functional committee 3. Enhancement of decision quality of functional committee 4. Composition of functional committee and selection of its members 5. Internal control	Evaluation Result: The average score is 100 out of 100. Improvement Measures: The overall evaluation of the performance of the functional committee is excellent and it is able to perform its functions properly.

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Evaluation Period	Evaluation Time	Scope of Evaluation	Evaluation Method	Evaluation Content	Evaluation Results / Improvement Measures
once a year	May 26,2023 to December 31, 2023	Sustainable Development Committee (Note 1)	Internal self-evaluation	Six major aspects: 1. Degree of participation in the Company's operation 2. Awareness of the responsibilities of functional committee 3. Enhancement of decision quality of functional committee 4. Composition of functional committee and selection of its members 5. Internal control 6.Overall rating	Evaluation Result: The average score is 99.11out of 100. Improvement Measures: Lecturers were hired to conduct special training courses for directors to strengthen and introduce the sustainable governance function; in addition, the overall performance evaluation results of the Sustainability Development Committee were excellent and it was able to properly perform its functions.

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Evaluation Period	Evaluation Time	Scope of Evaluation	Evaluation Method	Evaluation Content	Evaluation Results / Improvement Measures
once a year	May 26,2023 to December 31, 2023	Risk Management Committee (Note 2)	Internal self-evaluation	Six major aspects: 1. Degree of participation in the Company's operation 2. Awareness of the responsibilities of functional committee 3. Enhancement of decision quality of functional committee 4. Composition of functional committee and selection of its members 5. Internal control 6.Overall rating	Evaluation Result: The average score is 93.93out of 100. Improvement Measures: Professional lecturers are hired to provide training courses for risk committee members to strengthen the functions of the risk committee and introduce sustainable development of the enterprise. The overall performance evaluation result of the risk committee is excellent and it can properly perform its functions.

Note 1: Sustainable Development Committee was established on May 26, 2023.

Note 2: Sustainable Development Committee was established on May 26, 2023.

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• c. Assessment of the current and most recent year's goals for enhancing the functions of the Board (e.g., establishing Audit Committee, enhancing information transparency, etc.) and their Implementation:

• (1) In addition to providing the relevant regulations for directors, the Company will report the status of the Company's financial operations at each quarterly board meeting for the directors.

• (2) Provide information on various continuing education programs for directors and encourage them to actively participate in corporate governance programs to enhance their role as Board members.

• (3) Arrange ESG-related refresher courses, focusing on sustainable development and risk management issues, and specially hire professional lecturers to teach to strengthen the sustainable governance functions of board members.

• (4) The Company purchases liability insurance for the directors every year, and the insured unit is AIG Asia Pacific Insurance Pte. Ltd., and the insured amount is US$3 million.

• The state of the Audit Committee’s implementation

• a. In accordance with Taiwan’s Securities and Exchange Act and relevant administrative orders, the Audit Committee shall consist of all independent directors and its number shall not be less than three. The establishment of Regal Holding's Audit Committee fully complies with the requirements of the above regulations.

The purpose of the Audit Committee is to assist the Board of Directors in fulfilling its role in overseeing the quality and integrity of the Company's accounting, auditing, financial reporting processes and financial controls. Members’ professional qualifications and experience are as follows:

			Feb. 29,2024 Independence situation Number of being Independent Directors of other Public Audit Committee	Feb. 29,2024 Independence situation Number of being Independent Directors of other Public Audit Committee
Title	Name	Professional & Experience	Independence situation	Number of being Independent Directors of other Public Audit Committee

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Independent Director/ The Audit Committee Member (convener)	GUAN, JYH-LIANG	Education Experience - Ph.D., Business Administration, National Chengchi University Expertise - Strategic management, business models, international business management Main Working - Associate Professor, Department of Applied Economics and Management, National Yilan University Think Tank, Center of Brand Innovation Acceleration Service, General Chamber of Commerce of the Republic of China Internationalization Consultant of Franchising Service Industry, Taiwan External Trade Development Council Member of Quality Assessment of Transnational Manpower Agency Services, Ministry of Labor, Executive Yuan Concurrent positions in the Company and other companies - Independent director of Donpon Precision Inc. Independent director of LinkCom Manufacturing Co., Ltd. Independent director of SUN MAX TECH LIMITED	Compliant with the independence criteria under the Securities and Exchange Act(Note 3)	3
Independent Director/ The Audit Committee Member	LEE, TSUNG-PEI	Education Experience - Ph. D., Economics, National Chengchi University Expertise - Economy Main Working - International and Resource Development CEO,Fu Jen Catholic		2

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		University Associate dean of College of Management, Fu Jen Catholic University Associate Professor, Department of Finance and International Business, Fu Jen Catholic University Associate Professor of Ph.D. Program in Business Administration, School of Management, Fu Jen Catholic University Resident Committee of the Affiliated Hospital of Fu Jen Catholic University Concurrent positions in the Company and other companies - Independent director of Powertech industrial Co., Ltd. Independent director of Ibase Solution Co.,Ltd.
Independent Director/ The Audit Committee Member	YEH, KUANG-CHOU (Note 1)	Education Experience - Ph. D., Law, National Chengchi University Expertise - Law Main Working& Concurrent positions in the Company and other Companies - Attorney, Formosan Brothers Attorneys-at-Law Advisory Head of Xingwang Consulting Co. Chung Yuan University Board Advisor		0
Independent Director/ The Audit Committee	LIN, CHUNG-CHING (Note 2)	Master of Eminent Public Administrator, College of Social Sciences, National Chengchi University, Passed thegeneral examination and		0

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Member		college entrance examination in financial business Expertise - Finance and Economics Main Working – Audit, Specialist, Audit and Inspection Team Section Chief, Financial Bureau of the Ministry of Finance Special member and deputy leader of the Agricultural Finance Bureau of the Committee of Agriculture Concurrent positions in the Company and other companies - Currently not holding positions in other companies.
Note 1: Due to term expired of Board, dismissed after re-election of new term of Directors at the shareholders meeting on May 26, 2023. Note 2: Due to term expired of Board, newly appointed after re-election of new term of Directors at the shareholders meeting on May 26, 2023. Note 3:The Company’s independent directors have met the following independence criteria in accordance with the Securities and Exchange Act: (1) Not an employee of the company or any of its affiliates. (2) Not a director or supervisor of the company or any of its affiliates. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent. (3) Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate of one percent or more of the total number of issued shares of the company or ranking in the top 10 in holdings. (4) Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of a managerial officer under subparagraph 1 or any of the persons in the preceding two subparagraphs. (5) Not a director, supervisor, or employee of a corporate shareholder that directly holds five percent or more of the total number of issued shares of the company, or that ranks among the top five in shareholdings, or that designates its representative to serve as a director or supervisor of the company under Article 27, paragraph 1 or 2 of the Company Act. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent. (6) If a majority of the company's director seats or voting shares and those of any other company are controlled by the same person: not a director, supervisor, or employee of that other company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent. (7) If the chairperson, general manager, or person holding an equivalent position of the company and a person in any of those positions at another company or institution are the same person or are spouses: not a director (or governor), supervisor, or employee of that other company or institution. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent. (8) Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or institution that has a financial or business relationship with the company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent, if the specified company or institution holds 20 percent or more and no more than 50 percent of the total

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number of issued shares of the public company.

• (9) Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides auditing services to the company or any affiliate of the company, or that provides commercial, legal, financial, accounting or related services to the company or any affiliate of the company for which the provider in the past 2 years has received cumulative compensation exceeding NT$500,000, or a spouse thereof; provided, this restriction does not apply to a member of the remuneration committee, public tender offer review committee, or special committee for merger/consolidation and acquisition, who exercises powers pursuant to the Act or to the Business Mergers and Acquisitions Act or related laws or regulations.

(10) Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.

(11) Not been a person of any conditions defined in Article 30 of the Company Law.

• (12) Not a governmental, juridical person or its representative as defined in Article 27 of the Company Law.

• b. The work priorities of the Audit Committee in 2023 include:

• (1) Select the convener of the fifth Audit Committee

• (2) Monitoring and reviewing the fair presentation of the Company's financial statements

• (3) Monitoring the Company's compliance with legal requirements

• (4) Monitoring and evaluating the effective implementation of the internal control system

• (5) Evaluate and monitor the company's risk management status

• c. The Audit Committee held Five meetings in 2023. (A) The qualifications and attendance of the Audit members are shown as follows:

Title	Name	Actual Attendances (B)	By Proxy	Actual Attendance Rate (%) (B/A)	Remarks
Independent Director/ The Audit Committee Member (convener)	GUAN, JYH-LIANG	5	0	100%	(Note 1)
Independent Director/ The Audit Committee Member	LEE, TSUNG-PEI	5	0	100%
Independent Director/ The Audit Committee Member	YEH, KUANG-CHOU	2	0	100%	(Note 2)
Independent Director/ The Audit Committee Member	LIN, CHUNG-CHING	3	0	100%	(Note 3)

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Note 1: Following the director and independent director elections on May 26, 2023, subsequent reappointment.

Note 2: Following the director and independent director elections on May 26, 2023, removal after reappointment, with a requirement to attend 2 sessions in 2023.

Note 3: Following the director and independent director elections on May 26, 2023, assumption of office after reappointment, with a requirement to attend 3 sessions in 2023.

Note 4: The 5[th] Audit Committee serves a term of three years, from May 26, 2023, to May 25, 2026.

d. Other noteworthy matters:

State The Audit Committee Meeting’s date, session, proposal contents, all Committee member’ opinions and the Company’s actions in response to the opinions if any of the following ccurred:

(1) Matters specified in Article 14.5 of Taiwan’s Securities and Exchange Act:

Meeting Sessions and Dates	Proposal contents and follow-up	Resolutions which was not approved by the Audit Committee but was approved by two thirds or more of all directors
2023.02.23 18thThe Audit Committee meeting in 4th Term	1. The Company's 2022 business report, financial report and 2023 businessplan.	None
	2. The 2022 surplus distribution proposal.	None
	3. The 2022 internal control statement proposal.	None
	4. The formulation of the Company’s” General Principles for Pre-Approval of Non-confirmation Service Policy”.	None
	5. The” Pre-Approval of Non-Confirmation Service in 2023” provided by KPMG Taiwan.	None
	6. The 2023 public accountant audit fee of the Company and its subsidiaries.	None
	7. Partial amendments to some provisions of the Company’s” Articles of Association”.	None
	8. Partial amendments to some provisions of the Company’s” Code of Corporate Governance Practices”.	None
	9. Partial amendments to some provisions of the Company’s” Code of Practice for Sustainable Development”.	None
	10. Partial amendments to some provisions of the Company’s” Rules for Financial and Business Operations between Related Parties and Related Companies”.	None
	11. The capital reduction to make up for losses in subsidiary Reunite Inspiring Creation Co., Ltd. (RIC).	None

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Meeting Sessions and Dates	Proposal contents and follow-up	Resolutions which was not approved by the Audit Committee but was approved by two thirds or more of all directors
	12. The proposal of increasing investment in subsidiary Reunite InspiringCreation Co.,Ltd.(RIC).	None
	Resolution (2023.02.23): Approved.
	The resolution the Company handles the Audit Committee’s opinions: Approved.
2023.05.12 19thThe Audit Committee meeting in 4th Term	1. The Company's proposal of the consolidated financial reports of 2023Q1.	None
	2. The solar panel construction project of important subsidiary Regal Jewelry Manufacture Co., Ltd. (RJM)	None
	Resolution (2023.05.12): Approved.
	The resolution the Company handles the Audit Committee’s opinions: Approved.
2023.05.26 1stThe Audit Committee meeting in 5th Term	1. Election of the Convener for the 5thAudit Committee.	None
	Resolution (2023.05.26): Approved.
	The resolution the Company handles the Audit Committee’s opinions: Approved.
2023.08.26 2ndThe Audit Committee meeting in 5th Term	1. The Company's proposal of the consolidated financial reports of 2023Q2.	None
	2. Partial amendments to some provisions of the Company’s” Rules for Financial and Business Operations between Related Parties”.	None
	3. The proposal of increasing investment in subsidiary Regal Management Solution Co., Ltd. (RMS)	None
	Resolution (2023.08.26): Approved.
	The resolution the Company handles the Audit Committee’s opinions: Approved.
2023.11.13 3rdThe Audit Committee meeting in 5th Term	1. The Company's proposal of the consolidated financial reports of 2023Q3.	None
	2. The Company's 2024 audit plan.	None
	3. The amendment of some provisions of the Company's”Code of Practices on Corporate Governance”.	None
	4. The amendment of some provisions of the Company's ”Rules of Procedures for Shareholders' Meetings”.	None
	5.Tthe Company's proposal to dissolve and liquidate its subsidiaryReunite InspiringCreation Co.,Ltd.(RIC).	None

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Meeting Sessions and Dates	Proposal contents and follow-up	Resolutions which was not approved by the Audit Committee but was approved by two thirds or more of all directors
	6. The Company's proposal to dissolve and liquidate its subsidiary Regal Management Solution Co., Ltd. (RMS).	None
	7. The Company's proposal to dissolve and liquidate its sub-subsidiary Linden Integrated Co., Ltd. (Linden).	None
	Resolution (2023.11.13): Approved.
	The resolution the Company handles the Audit Committee’s opinions: Approved.

• (2) In addition to the aforementioned matters, if there is any written or otherwise recorded resolution on which an Independent Director has a dissenting opinion or qualified opinion: None.

• (3) The communications between the independent directors, the internal auditors, and the independent auditors (which should include the material items, channels, and results of the audits on the Company’s finance and/or operations, etc.):

• At least once a year, a separate meeting is held between the accountant and the internal audit supervisor to discuss the completed external audit opinions of the internal audit supervisor and the accountant, as well as to communicate based on the audit deficiencies for the year, so that the independent directors can fully understand the current regulations and enforcement directions. In order to enable the independent directors to understand the risks and improvements of the Company's operations in a timely manner, the Company has established an internal control system and related management practices that comply with the "Guidelines Governing the Establishment of Internal Control Systems by Public Companies" and to ensure the effective implementation of the internal control system, the Company has set up an audit unit under the Board and established an audit plan in accordance with the regulations of the competent authorities. The internal audit supervisor submits audit reports and audit deficiency improvement reports to each independent director after the completion of monthly audits and presents the implementation status to the Board.

The internal audit supervisor reports regularly to the Audit Committee about annual internal audit plan, annual professional training plan for auditors, and regularly reports to the Audit Committee about the implementation of internal audit operations.

The accountant will participate in the Audit Committee at least once annually to report the results of the annual audit.

Other: In the event of significant abnormalities, or when the independent directors, internal audit supervisor and accountants deem it necessary to communicate with each other independently, they may convene a meeting at any time from time to time to communicate.

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Independent Directors, Internal Audit Supervisors and Accountants' Communication Theme/Content and Results:

Date	Meeting	Object	Issues to communicate	Results
2023.02.23	The Audit Committee	Audit Supervisor	1.Report the Internal Audit Report. 2.Proposal to 2022 Internal Control Statement.	No objections.
		Accountant	Proposal to 2022 operating report, financial report auditresults.	No objections.
2023.05.12	The Audit Committee	Audit Supervisor	Report the Internal Audit Report	No objections.
		Accountant	Proposal to the results of the financial report review for the first quarter of 2023	No objections.
2023.08.26	The Audit Committee	Audit Supervisor	Report the Internal Audit Report	No objections.
		Accountant	Proposal to the results of the financial report review for the Second quarter of 2023	No objections.
2023.11.13	The Audit Committee	Audit Supervisor	Report the Internal Audit Report	No objections.
		Accountant	Proposal to the results of the financial report review for the third quarter of 2023	No objections.

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3.The state of the Company's implementation of corporate governance, any departure of such implementation from the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such difference:

Items	Implementation Status	Implementation Status	Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
A. Does the Company set and disclose corporate governance code of practice according to corporate governance practice principles for TWSE/GTSM-Listed companies?			A. The Company has set "Code of Corporate Governance Practices", and the relevant provisions were subsequently amended six times to comply with the international trends of corporate governance and the government laws. The Company has also disclosed the latest version of the code on the Market Observation Post System and the Company's official website for public inspection.	No major differences
B. Equity structure and shareholder rights 1. Has the Company set internal operating procedures to deal with shareholder proposals, doubts, disputes and litigation matters, and does it implement these in accordance with its procedures? 2. Does the Company have a list of those who ultimately control the major shareholders of the Company? 3. Has the Company built and executed a risk management system and “firewall” between the Company and its affiliates?	  		1. The Company has set Spokesman and Deputy Spokesman as a communicate channel to represent the Company. The Company also designated the share transfer agency to handle the stock affairs and have had the stock affair specialists. The official website has a special section to deal with shareholders’ proposal and disputes. 2. The Company has a list of major shareholders and who ultimately controls them provided by the share transfer agency. 3. The Company and its affiliates have independent businesses and finances. The Company has also set up the "Rules for Financial and	No major differences No major differences No major differences

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Items			Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
4. Has the Company established internal rules prohibiting insider trading on undisclosed information?			Business Operations between Related Parties", and the relevant provisions have also been amended a number of times to meet the latest requirements. The Company implement the risk assessment process accordingly to establish appropriate firewalls in dealings with its affiliates.. 4. The Company has established the "Regulations for the Prevention of Insider Trading" and approved by the Board of Directors, which is not only prohibiting insiders from trading securities using undisclosed information in the market, but also the Company's insiders are prohibited from trading their shares during the closed period of 30 days before the announcement of annual financial reports, and 15 days before the announcement of quarterly financial reports. Implementation condition in 2023: (1)In June 2023, the Company had training course on "Prevention of Insider Trading", which consisted of 3 hours and 45 minutes and trained for a total of 6 participants. The content included the elements of insider trading, insider trading	No major differences

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Items			Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			regulations, definition of material internal information, and penalties for violation of insider trading, etc. The course was supplemented by a short video on "Prevention of Insider Trading" of the Taiwan Stock Exchange to enhance the understanding for directors, managers and employees on insider trading and to avoid violations of the law. (2)The Company notified the Board directors by email in August 2023 that the Board meeting will be held in August 2023, and there will be a closed period before the announcement of 2023Q2 financial report, so as to avoid the Board directors from accidentally violating the regulation. (3)The Company notified the Board directors by email in October 2023 that the Board meeting will be held in November 2023, and there will be a closed period before the announcement of 2023Q3 financial report, so as to avoid the Board directors from accidentally violating the regulation.

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Items			Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			(4)The Company notified the Board directors by email in January 2024 that the Board meeting will be held in February 2024, and there will be a closed period before the announcement of the annual financial report of 2023, so as to avoid the Board directors from accidentally violatingthe regulation.
C. Composition and Responsibilities of the Board of Directors
1.Has the Board of Directors formulated a diversity policy for the composition of it, specific management objectives and implemented them accordingly?			1. In accordance with the "Code of Corporate Governance Practices" of the Company, in addition to stipulating that the composition of the Board of Directors should be diversified, it is also stipulated that the number of Board directors who are also managers should not exceed one-third of the total number of Board directors, and various diversification policies have also been formulated with respect to the Company's operation, business model and development needs, including but not limited to the following two major criteria: A. Basic qualifications and values: gender, age, etc. B. Professional knowledge and skills:professional background,	No major differences

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Items			Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			professional skills and industrial experience, etc., to ensure the diversity and independence of the Board members. Implementation situation: (1)The Company has established the "Procedures for the Election of Board of Directors" system, which follows the "Candidate Nomination System for Election". All Board director candidates are nominated and undergo qualification review. After approval by the Board of Directors, they are presented for election by the Shareholders' Meeting. At the Shareholders' Meeting of the Company held on May 26, 2023, the resolution was passed. Mr. PHACHARAPON PHAIBOONSUNTORN, Mr. SARAYUTH MUNGCHITVITSAVAKOR N, Ms. LIN, CHIU-I, Mr. LIN, CHIN-SAN, Mr. GUAN, JYH-LIANG, Mr.

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Items			Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			LEE, TSUNG-PEI, and Mr. LIN, CHUNG-CHING are Board directors of the 6th term of the Company, with a three-year term (from May 26, 2023 to May 25, 2026). Mr. PHACHARAPON PHAIBOONSUNTORN, the reappointed Chairman of the Company, specializes in production and R&D technology. Mr. SARAYUTH MUNGCHITVITSAVAKOR N has 30 years of experience in jewelry manufacturing. Ms. LIN, CHIU-I is a female Board director with over 20 years of experience in jewelry marketing and business development. Mr. LIN, CHIN-SAN also possesses more than 10 years of experience in business development and production management within the jewelry industry. Continuing as the independent director, Mr. GUAN, JYH-LIANG has taught for many years in the

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Items			Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			Department of Applied Economics and Management at National Ilan University, specializing in international business management and corporate diagnosis. Independent director Mr. LEE, TSUNG-PEI has extensive experience teaching in the Department of Finance and International Business at Fu Jen Catholic University, with expertise in financial economics and finance. The newly appointed independent director, Mr. LIN, CHUNG-CHING, hold a Master of Eminent Public Administrator in College of Social Sciences, National Chengchi University. He has held positions at Audit, Specialist, Audit and Inspection Team Section Chief, Financial Bureau of the Ministry of Finance Special member and deputy leader of the Agricultural Finance Bureau of the

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Items	Implementation Status	Implementation Status	Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			Committee of Agriculture. With his rich experience in financial accounting and internal control, he will bring fresh insights to the Company's Board of Directors. (2)Objectives and Condition of achievement: currently, 29% of the Company's Board directors are also employees. Two Board directors are aged 61-70, three are aged 51-60, and two are aged 41-50. The specific management objective of the Company's diversity policy is to emphasize gender equality among Board members, with at least one female Board director. Currently, the percentage of female Board director is 14%, so the target has been achieved.
2. Other than the Remuneration Committee and the Audit Committee which are required by law, does the Company plan to set up other Board committees?			2. The Company established the Remuneration Committee and the Audit Committee in 2015, in accordance with the regulation. In addition, in May 2023, in order to	No major differences

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Items	Implementation Status	Implementation Status	Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			implement the concept of corporate sustainability, manage the risks and impacts of the Group's subsidiaries on the economy, environment and society, and fully disclose relevant and reliable sustainability-related information in order to enhance the transparency of information, the Company formulated "Organization Procedures of Sustainability Committee" and established the Sustainable Development Committee, which serves as the guideline for the Company to promote sustainable development and engage in ESG activities. In addition, in order to improve and strengthen the risk management function and monitor the operation mechanism related to risk management, the Company has also formulated "Organization Procedures of Risk Management Committee" in accordance with "Code of Practice on Risk Management" and "Code of Practice for Risk Management of Listed and Overseas Stock Exchange Companies", and established the Risk Management Committee to appropriately manage the operation, finance, procurement, personnel management, environment safety

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Items	Implementation Status	Implementation Status	Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
3. Has the Company formulated a performance evaluation method for the Board of Directors and conducts performance evaluation on an annual and regular basis, and reported results of the performance evaluation to the Board of Directors as a reference for individual director's remuneration and nomination for reappointment?			and information security of the Group's subsidiaries. 3. On November 13, 2019, the Third Meeting of the Fourth Session of the Board of Directors of the Company approved the establishment of the "Rules Governing the Performance Evaluation of the Board of Directors" and on August 13, 2020, the Second Meeting of the Fifth Session of the Board of Directors amended and approved some amendments to the provisions. The Board of Directors shall conduct a performance evaluation to the Board, the members of the Board of Directors, all functional committees at least once a year. The time of internal evaluation shall be at the end of each year in accordance with these Regulations. The performance evaluation of the Company's Board of Directors: the evaluation period of the Board of Directors, Board members, Audit Committee, and Remuneration Committee is from January 1, 2023 to December 31, 2023, with an overall score ranging from 98.82 to 100, which is considered to be excellent;the evaluationperiod of	No major differences

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Items			Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			the Sustainable Development Committee and the Risk Management Committee is from May 26, 2023 to December 31, 2023, with an overall score of 99.11 and 93.93 respectively, which are also considered to be excellent. The relevant assessments were submitted to the Board on February 26, 2024 for reporting.
4. Does the Company regularly evaluate the independence of the CPA?			4. Before deciding to hire CPAs, first, the Company shall review the independence and require the declarations of impartiality and independence from auditors. Also, the Company shall confirm the CPAs have no other affairs about financial interests and business relations except the attestation and the non-audit fees, are not shareholders of the Company, do not perform concurrently routine work for the Company and receiving a regular salary, do not have served a term of more than seven years as the Company’s auditors, do not have punishments, or any affair to damage the independence. The Audit Committee is charged with the responsibility of overseeing the independence of the accounting firm to ensure the integrityof the	No major differences

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Items			Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			financial statements. In general, the accounting firm is prohibited from providing services to the Company other than tax-related services or specially approved items. All services provided by accounting firm must be approved by the Audit Committee to ensure the independence and competence of the accounting firm: (1)The Audit Committee formulated the independence evaluation form with reference to Article 47 of the "Accountants Act" and "Statement of Ethics" No. 10, "Integrity, Impartiality, Objectivity and Independence" of the Code of Ethics for Accountants, and also referred to the Audit Quality Indicators (AQIs) to evaluate the independence and suitability of CPAs based on 13 indicators on five major components of professionalism, quality control, independence, supervision and innovation. And the result was approved by the 4th Audit Committee in 5thTerm and the 4th Board of Directors in 6thTerm on February 26th, 2024. (2)As a result of the foregoing review, both CPA CHANG, CHUN-I and CPA CHAO,MIN-JU of KPMG

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Items	Implementation Status	Implementation Status	Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			meet the independence and suitability assessment criteria and are qualified to serve as the Company's financial and tax accountants.
D. Does the company have an adequate number of corporate governance personnel with appropriate qualifications based on the size of the company, business situations and management needs, and to appoint a Corporate Governance Officer to be in charge of corporate governance affairs (including but not limited to providing Board directors and supervisors with information necessary for the execution of their business, assisting Board directors and supervisors in complying with regulations, handling matters related to the Board Meetings/Shareholders' Meetings in accordance with regulations, and preparing meeting minutes of the Board Meetings/Shareholders' Meetings)?			The Company has designated Li, Wen-Hsiung, head of stock affairs, as the Corporate Governance Officer and approved by the Board of Directors on November 14, 2022. Mr. Li has more than three years of experience as the supervisor of stock affairs or business affairs of a public company, has enough experience and qualifications in corporate governance. The responsibility of the Company’s Corporate Governance Officer is to conduct Board of Directors and shareholders' meetings, preparing minutes of Board of Directors and shareholders' meetings, assisting directors in their appointment and continuing education, providing information necessary for directors to perform their duties, assisting directors in complying with laws and regulations, and also need to protect shareholders' rights and interests and strengthen the functions of the Board of Directors. From January 1, 2023 to December 31, 2023,Mr. Li,Wen-Hsiung,the	No major differences

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Items	Implementation Status	Implementation Status	Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			Corporate Governance Officer, has taken a total of 26 hours of training at the Taiwan Institute for Sustainable Energy Research and Taiwan Investor Relations Institute. The training information is as follows: (1) Taiwan Institute for Sustainable Energy Research: "Training Course for Climate Action Managers of Listed Company" (20 hours) (2) Taiwan Investor Relations Institute: "Domestic and Foreign ESG Trends and Specifications" (3 hours) (3) Taiwan Investor Relations Institute: "Domestic and International ESG Regulation Trends and Analysis of Current Events" (3 hours)
E. Has the Company established communication channels with stakeholders (including but not limited to shareholders, employees, customers and suppliers, etc.), set up a special section for stakeholders on the Company's website, and appropriately responded to important CSR issues of concern to stakeholders?			In addition to establishing communication channels with shareholders, employees, customers, suppliers and other stakeholders through shareholders' meetings, investor conferences, ad hoc meetings, grievance system and investor hotline, the Company has also set up "Interested Parties" and "Investors" area on the Company's website, with dedicated staff to manage and maintain information about Company's finance, business, and corporate governance for the reference of shareholders and stakeholders, and to respond	No major differences

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Items	Implementation Status	Implementation Status	Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			appropriately to important CSR issues that are of concern to stakeholders. The Company's communication with each stakeholder in 2023 was reported to the Board of Directors on November 13, 2023. The information was disclosed on the Company's website and annual report after the meeting for the convenience of view of each stakeholder.
F. Has the company appointed a professional stock affairs agency for shareholders affairs?			The Company authorized "SinoPac Securities Co., Ltd." as the stock service agency to handle shareholder transactions and affairs of shareholders meetings.	No major differences
G. Disclosure of information 1. Does the Company set up website to disclose financial operations and corporate governance information? 2. Has the Company adopted other measures (such as English website, a designated person responsible for the collection and disclosure of information, implementation of the spokesman system,the legal entities	 		1. The Company has placed finance, business, and corporate governance information on the Company’s official website as well as on the MOPS. Moreover, after the investors’ conferences, the link of complete conferences’ videos will be uploaded on the same day for the reference. 2. Besides Chinese version website, the Company has also established the English version website and designated dedicated personnel responsible for the collection and disclosure of information related to	No major differences No major differences

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Items			Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
announcements uploaded to website, etc.) to disclose information?			Company’s finance, business and corporate governance. The Company also fulfilled the implementation of the spokesman system to strengthen the timeliness and quality of information disclosure.
3. Has the Company published and reported its annual financial report within two months after the end of a fiscal year, and publish and report its financial reports for the first, second and third quarter as well as its operating status for each month before the specified deadline?			3. The Company's annual financial report, quarterly financial reports, and monthly operating reports were all filed in accordance with the deadlines set by the competent authorities: (1)The Company's 2022 annual financial report has completed the declaration by February 24, 2023. (2)The Company's 2023Q1 financial report has completed the declaration by May 12, 2023. (3)The Company's 2023Q2 financial report has completed the declaration by August 31, 2023. (4)The Company's 2023Q3 financial report has completed the declaration by November 14, 2023. (5)The Company's 2023 annual financial report has completed the declaration byFebruary	No major differences

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Items	Implementation Status	Implementation Status	Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			28, 2024. The Company meets the deadline set by the competent authorities for reporting monthly operations and completes the declaration of the previous month's operations on the 10thof each month.
H. Does the Company have other important information for better understanding the Company’s corporate governance system (including but not limited to interests and rights of employees, care for employees, relation with investors, relation with suppliers, relation with interested parties, continuing education of directors and supervisors, execution of risk management policies and risk measuring standards, execution of customer policies, liability insurance for the Company’s directors and supervisors)?			1. Interests and rights of employees: The Company’s employee rights and benefits are set forth in the employee handbook and the Company's welfare policy in accordance with the law, and specified the rights, duties, and benefits of employees to defend the rights of them. 2. Care for employees: In addition to following the local laws and regulations, the Company has also host diner parties and recreation activities to adjust employees' mind and body. 3. Rights of relations with investors, with suppliers, with interested parties: The Company’s communication with investors, suppliers, and other interested parties are smooth and the deserved legal rights and interests to each party are well-maintained. 4. Continuing education of directors and supervisors: All the directors of the Company regularly attend curriculums related to corporate	No major differences

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Items	Implementation Status	Implementation Status	Implementation Status	Difference from Corporate Governance Practice Principles for TWSE/GTSM Listed Companies and reasons
	Yes	No	Description
			governance to strengthen their functions and responsibilities. And the Company needs no supervisors. 5. Execution of risk management policies and risk measuring standards: The Company has established the "Code of Practice for Risk Management" and related management methods. The management team is composed of senior executives who identify, measure, analyze and propose strategies and management plans for various types of risks in accordance with the relevant methods, in order to reduce or prevent various possible risks. In addition, to strengthen the overall risk management effectiveness of the Group, the Company established the "Risk Management Committee" which belongs to functional committee level in 2023 to serve as the highest guideline for the Group's risk management affairs. 6. Execution of customer policies: The Company has designated dedicated department for the inquiry and appeal of clients. 7. Liability insurance for the Company’s directors and supervisors: The Company insures liability insurance for the directors and supervisors every year to enhance risk management and

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Implementation Status
Items
Yes No Description
protect shareholders' rights.
I. Please specify the measures adopted by the Company to improve the items listed in the corporate
governance review result from Taiwan Stock Exchange's Corporate Governance Center and the
improvement plans for items yet to be improved.
(1) Improved Items:
1. Established the position of Corporate Governance Officer in November 2022 to serve as a bridge between
the Board of Directors, the various business units and the authorities. And arrange continuing education for
Corporate Governance Officer.
2. Report performance evaluation of Board of Directors, Members of Board and all functional committees to
the Board of Directors at least once a year.
3. Held Shareholders’ Meeting in May 2023.
4. The information related to Shareholders' Meeting in both Chinese and English version (including Meeting
Notice, Meeting Handbook, Meeting Minutes, and Annual Report) has been uploaded to Market
Observation Post System (MOPS) in accordance with the scoring guidelines of Corporate Governance
Evaluation on a regular basis, and has been posted on the Company's official website at the same time.
5. In addition to physical convening of 2023 Shareholders’ Meeting, an online broadcast was also provided
for all shareholders and investors to watch live in real time.
6. The Chairman, more than half of Board directors, members of Audit Committee, and Members of
Remuneration Committee attend in person the Shareholders' Meeting on May 26, 2023.
7. Added diversity objectives of the Board, specific management objectives and achievement status of the
Diversity Policy.
8. Added explanation of independence of independent directors.
9. Disclosed the professional knowledge and independence of members of Audit Committee, their work
priorities, and the state of Audit Committee’ implementation in the annual report and official website.
10. Disclosed the communications between independent directors, internal audit supervisor, and accountants
in the annual report and official website.
11. Disclosed the professional knowledge and independence of members of Remuneration Committee, the
state of Remuneration Committee’ implementation, and important resolutions over the years.
12. In addition to formulating the independence evaluation form with reference to Article 47 of the
"Accountants Act" and "Statement of Ethics" No. 10, "Integrity, Impartiality, Objectivity and
Independence", the Audit Committee also refers to the Audit Quality Indicators (AQIs) to evaluate the
independence and suitability of the hired accountants, and approved by the 18 [th] Audit Committee in 4 [th]
Term and the 18 [th] Board of Directors in 5 [th] Term on February 23, 2023.
13. In 2022 and 2023, the attendance rate of all Board directors was more than 85%, and all independent
directors were present in person in the Board Meeting.
Listed Companies and reasons
Practice Principles for TWSE/GTSM
Difference from Corporate Governance
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Implementation Status
Items
Yes No Description
14. Disclosed the Intellectual Property Management Program in the annual report and official website.
15. 2022 annual financial statements certified by certified public accountants were filed on February 24, 2023
(within two months of the fiscal year end). And 2023 annual financial statements certified by certified
public accountants were filed on February 28, 2024 (within two months of the end of the fiscal year).
16. The quarterly English version financial report has completed the declaration within two months after the
announcement of Chinese version financial report.
17. Regularly report changes in insider stockholdings by the 10 [th] of each month.
18. The English version official website is set up to disclose monthly revenue, quarterly financial report,
product introductions, and Shareholders’ Meeting information, according to the scoring guidelines of
Corporate Governance Evaluation.
19. During 2022 to 2023, the organization regulations of risk management committee and sustainable
development committee were established, and the Risk Management Committee and the Sustainable
Development Committee were also established on May 26, 2023.
20. Established an information security team, and regularly produce information security assessment reports
to the Board of Directors.
21. The Chinese version website updates and regularly discloses information about corporate governance,
sustainable development (ESG), stakeholders, monthly revenue, financial reports, Shareholders’ Meetings,
etc., in recent years, so that shareholders and investors can better understand the Company's present
condition and prospects.
22. Plan and establish succession plans for Board directors and important managements.
(2) Future Improvement Items:
1. Prepare a Sustainability Report in accordance with international standards.
Listed Companies and reasons
Practice Principles for TWSE/GTSM
Difference from Corporate Governance
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List 1: Continuing education of directors

Title	Name	Date	Organizer	Course	Hours
Chairman	PHACHARAPON PHAIBOONSUNTORN	2023.06.01	TIRI (Taiwan Investor Relations Association)	Domestic and foreign ESG trends and specifications	3
		2023.10.19		Domestic and International ESG Regulation Trends and Analysis of Current Events	3
Director	SARAYUTH MUNGCHITVITSAVAKORN	2023.06.01	TIRI (Taiwan Investor Relations Association)	Domestic and foreign ESG trends and specifications	3
		2023.10.19		Domestic and International ESG Regulation Trends and Analysis of Current Events	3
Director	LIN, CHIN-SAN	2023.06.01	TIRI (Taiwan Investor Relations Association)	Domestic and foreign ESG trends and specifications	3
		2023.10.19		Domestic and International ESG Regulation Trends and Analysis of Current Events	3
Director	LIN, CHIU-I	2023.06.01	TIRI (Taiwan Investor Relations Association)	Domestic and foreign ESG trends and specifications	3
		2023.10.19		Domestic and International ESG Regulation Trends and Analysis of Current Events	3
Independent Director	GUAN, JYH-LIANG	2023.06.01	TIRI (Taiwan Investor Relations Association)	Domestic and foreign ESG trends and specifications	3
		2023.10.19		Domestic and International ESG Regulation Trends and Analysis of Current Events	3
Director		2023.06.01	TIRI (Taiwan	Domestic and foreign ESG trends and specifications	3
Independent	LEE, TSUNG-PEI	2023.10.19	Investor Relations Association)	Domestic and International ESG Regulation Trends and Analysis of Current Events	3

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Title	Name	Date	Organizer	Course	Hours
		2023.11.10	Securities and Futures Institute	Advanced Practice Seminar for Directors and Supervisors (including Independent Directors) and Corporate Governance Officers - Trends in Sustainable Finance and Investments towardESG	3
Independent Director	YEH, KUANG-CHOU (Note 1)	2023.05.26	TIRI (Taiwan Investor Relations Association)	Observe point of ESG development trends from shareholder activism	3
Independent Director	LIN, CHUNG-CHING (Note 2)	2023.06.01	TIRI (Taiwan Investor Relations Association)	Domestic and foreign ESG trends and specifications	3
		2023.09.04	Financial Supervisory Commission Republic of China (Taiwan)	The 14th Taipei Corporate Governance Forum	6
		2023.10.19	TIRI (Taiwan Investor Relations Association)	Domestic and International ESG Regulation Trends and Analysis of Current Events	3
		2023.12.04	Accounting Research and Development Foundation of Consortium	Analysis of Common Internal Control Management Deficiencies and Practical Cases	6

Note 1: Due to term expired of Board, dismissed after re-election of new term of Directors at the shareholders meeting on May 26, 2023.

Note 2: Due to term expired of Board, newly appointed after re-election of new term of Directors at the shareholders meeting on May 26, 2023. Mr. LIN, CHUNG-CHING holds the new position of Independent Director and actively participated in training courses. The number of hours of advanced study within one year exceeds the limit of 12 hours.

List 2: Liability insurance for the Company’s directors and supervisors

Insurant	Insurance Company	Amount	Period
All directors and important staff	AIG Asia Pacific Insurance Pte. Ltd.	US$3 million	Nov. 15, 2023 ~ Nov. 15, 2024

List 3: Liability insurance for the Company’s directors and supervisors

Title	Name	Date	Organizer	Course	Hour s
Finance/Accountan t Supervisor	NARISSARRANEE KEATBHOONYARRIT H (Note1)	2023.08.2 3	IIA (The Institute of Internal Auditors-Chines e Taiwan)	【Oline Class】 Regulations and Practice Analysis Loaning of Funds,Making	6

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Title	Name	Date	Organizer	Course	Hour s
				of Endorsements, and the Acquisition and Disposal of Assets.
		2023.10.2 0		【Oline Class】 Policy Analysis of " Self-compiled financial report" and "Sustainability Report" and Key Discussions on Internal Audit and Internal Control Practice	6
		2023.12.1 4 - 2023.12.1 5	Accounting Research and Development Foundation of Consortium Legal Person	Continuing Education Course for Accounting Supervisors of Issuers, Securities Dealers and Stock Exchanges	12
Auditor Supervisor	WONG, HON-FEI	2023.11.1 7	Accounting Research and Development Foundation of Consortium	【Oline Class】 Analysis of Common Internal Control Management Deficiencies and Practical Cases	6
		2023.12.2 5	IIA (The Institute of Internal Auditors-Chines e Taiwan)	【Oline Class】 Business Contract Management and Audit Practices	6

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Title	Name	Date	Organizer	Course	Hour s
General Manager, Regal Holding Co., Ltd. Taiwan Branch	LI, WEN-HSIUNG	2023.04.2 5	IIA (The Institute of Internal Auditors-Chines e Taiwan)	Practical Discussion and Solutions about “Insider trading” and “ False financial report”	6
		2023.11.0 2		Policy Analysis for Enterprises to Improve Ability to Prepare Financial Reports by Themselves and Key Discussions on Internal Audit and Internal Control Practices	6
Corporate Governance Officer (Note 2)	LI, WEN-HSIUNG	2022.11.1 6	GCSF (Global Corporate Sustainability Forum)	Now or Never : Net Zero Transformatio n	3
		2022.11.1 7		Carbon Rights, Carbon Tariffs and Carbon Trading Forum	3
		2022.11.1 7		Zero: Co-Create a Carbon-Free and Sustainable Ecosystem	3
		2022.11.1 8		New Energy	3
		2022.12.2 1	TIRI (Taiwan Investor Relations Association)	Challenge about Business Secret Protection	3
		2023.03.2 0 -	GCSF (Global Corporate Sustainability	Training course for climate action	20

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Title	Name	Date	Organizer	Course	Hour s
		2023.03.2 2	Forum)	managers of listed company - TaipeiSession
		2023.06.0 1	TIRI (Taiwan Investor Relations Association)	Domestic and foreign ESG trends and specifications	3
		2023.10.1 9		Domestic and International ESG Regulation Trends and Analysis of Current Events	3

Note 1: Finance & Accounting Supervisor who changed English name form NARISSA KIEATBUNYARIT to NARISSARRANEE KEATBHOONYARRITH on Augt,2023. Note 2 : After Nov. 14,2022, Mr. Li, Wen-Hsiung holds the position of Corporate Governance Officer and actively participated in training courses. The number of hours of advanced study within one year exceeds the limit of 18 hours.

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Note 1: The independent assessment of the Company's Certified Public Accountants. Refer to Article 47, Certified Public Accountant Act and The Bulletin of Norm of Professional Ethics for Certified Public Accountant of the Republic of China No.10

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• (2) The Audit Quality Indicators (AQIs) are used to assess the independence and suitability of the appointed accountants with reference to Section 30 of the Company's "Code of Corporate Governance Practices":

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Note 3: Accountancy firm’s declaration

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4. Organization, responsibilities and operation status of the Remuneration Committee

a. The resolution of establishing the Remuneration Committee had been passed by the B.O.D. of the Company on Aug. 28, 2015 and the members of the Remuneration Committee are the three independent directors of the Company. The “Organizations and Regulations of Remuneration Committee” had also been passed and the responsibilities of the committee are to professionally and objectively evaluate the compensation policies and systems of the Company’s directors and managers in accordance with the laws and regulations and submit suggestions to the board of directors for its reference in decision making. The operation of Remuneration Committee is also in accordance with the Article 14-6, Securities and Exchange Act and Remuneration Committee Charter of a Company Whose Stock is Listed on the Stock Exchange or Traded Over the Counter.

Professional knowledge and independence of member of the Remuneration Committee

Feb.29[th] ,2024

				Feb.29th,2024
Title	Name	Professional & Experience	Independence situation	Number of being Independent Directors of other Public Remuneration Committee
Independent director / The Remuneration Committee Member (convener)	GUAN, JYH-LIANG	Education Experience - Ph.D., Business Administration, National Chengchi University Expertise - Strategic management, business models, international business management Main Working - Associate Professor, Department of Applied Economics and Management, National Yilan University Think Tank, Center of Brand Innovation Acceleration Service, General Chamber of Commerce of the Republic of China Internationalization Consultant of Franchising Service Industry, Taiwan External Trade Development Council Member of Quality Assessment of Transnational Manpower Agency Services, Ministry of Labor, Executive Yuan Concurrent positions in the Company and other companies - Independent director of Donpon Precision Inc. Independent director of LinkCom	Compliant with the independence criteria under the Securities and Exchange Act(Note 4)	3

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		Manufacturing Co., Ltd. Independent director of SUN MAX TECH LIMITED
Independent director/ The Remuneration Committee Member	LEE, TSUNG-PEI	Education Experience - Ph. D., Economics, National Chengchi University Expertise - Economy Main Working - International and Resource Development CEO, Fu Jen Catholic University Associate dean of College of Management, Fu Jen Catholic University Associate Professor, Department of Finance and International Business, Fu Jen Catholic University Associate Professor of Ph.D. Program in Business Administration, School of Management, Fu Jen Catholic University Resident Committee of the Affiliated Hospital of Fu Jen Catholic University Concurrent positions in the Company and other companies - Independent director of Powertech industrial Co., Ltd. Independent director of Ibase SolutionCo.,Ltd.		2
Independent director / The Remuneration Committee Member	YEH, KUANG-CHOU (Note1)	Education Experience - Ph. D., Law, National Chengchi University Expertise - Law Main Working& Concurrent positions in the Company and other Companies - Attorney, Formosan Brothers Attorneys-at-Law Advisory Head of Xingwang Consulting Co. Chung Yuan University Board Advisor		0
Independent director / The Remuneration	LIN, CHUNG-CHING (Note2)	Master of Eminent Public Administrator, College of Social Sciences, National Chengchi University, Passed thegeneral		0

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Committee examination and college entrance
Member
examination in financial business
Expertise - Finance and
Economics
Main Working –
Audit, Specialist, Audit and
Inspection Team Section Chief,
Financial Bureau of the Ministry
of Finance
Special member and deputy leader
of the Agricultural Finance
Bureau of the Committee of
Agriculture
Concurrent positions in the
Company and other companies -
Currently not holding positions in
other companies.
Note 1: Due to term expired of Board, dismissed after re-election of new term of Directors at the shareholders meeting on May 26, 2023.
Note 2: Due to term expired of Board, dismissed after re-election of new term of Directors at the shareholders meeting on May 26, 2023.
Note 3: The 5 [th] Remuneration Committee serves a term of three years, from May 26, 2023, to May 25, 2026.
Note 4: The Company’s independent directors have met the following independence criteria in accordance with the Securities and Exchange Act:
1. Not an employee of the company or any of its affiliates.
2. Not a director or supervisor of the company or any of its affiliates. Not apply to independent directors appointed in accordance with the
Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or
subsidiary or a subsidiary of the same parent.
3. Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person
under others' names, in an aggregate of one percent or more of the total number of issued shares of the company or ranking in the top
10 in holdings.
4. Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of a managerial officer
under subparagraph 1 or any of the persons in the preceding two subparagraphs.
5. Not a director, supervisor, or employee of a corporate shareholder that directly holds five percent or more of the total number of issued
shares of the company, or that ranks among the top five in shareholdings, or that designates its representative to serve as a director or
supervisor of the company under Article 27, paragraph 1 or 2 of the Company Act. Not apply to independent directors appointed in
accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and
its parent or subsidiary or a subsidiary of the same parent.
6. If a majority of the company's director seats or voting shares and those of any other company are controlled by the same person: not a
director, supervisor, or employee of that other company. Not apply to independent directors appointed in accordance with the Act or
the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a
subsidiary of the same parent.
7. If the chairperson, general manager, or person holding an equivalent position of the company and a person in any of those positions at
another company or institution are the same person or are spouses: not a director (or governor), supervisor, or employee of that other
company or institution. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the
local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.
8. Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or institution that
has a financial or business relationship with the company. Not apply to independent directors appointed in accordance with the Act or
the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a
subsidiary of the same parent, if the specified company or institution holds 20 percent or more and no more than 50 percent of the total
number of issued shares of the public company.
9. Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or
institution that, provides auditing services to the company or any affiliate of the company, or that provides commercial, legal, financial,
accounting or related services to the company or any affiliate of the company for which the provider in the past 2 years has received
cumulative compensation exceeding NT$500,000, or a spouse thereof; provided, this restriction does not apply to a member of the
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remuneration committee, public tender offer review committee, or special committee for merger/consolidation and acquisition, who exercises powers pursuant to the Act or to the Business Mergers and Acquisitions Act or related laws or regulations.

1. Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.

2. Not been a person of any conditions defined in Article 30 of the Company Law.

3. Not a governmental, juridical person or its representative as defined in Article 27 of the Company Law.

4. b. Organization and Responsibilities of the Remuneration Committee

The Committee shall faithfully perform the following duties and responsibilities with the attention as a good administrator and submit its recommendations to the Board of Directors for discussion.

• (1)To regularly review and propose amendments to the regulations.

• (2)To establish and regularly review the performance evaluation standards, annual and long-term performance goals, and policies, systems, standards and structures for compensation of directors and managers of the Company, and to disclose the contents of the performance evaluation standards in the annual report.

• (3)To periodically evaluate the achievement of the performance goals of directors and managers and set the content and amount of their individual compensation based on the evaluation results obtained from the performance evaluation standards.

• (4)The annual report shall disclose the results of individual performance evaluation of directors and managers, and the relevance and reasonableness of the content and amount of individual compensation to the results of performance evaluation, and report in the shareholders' meeting.

• c. The company's Remuneration Committee has 3 members.

d. Term of the committee member: From May 26, 2023 to May 25, 2026, and there are two meetings of the Remuneration Committee in year 2023. The qualifications and attendance of members are as follows:

Title	Name	Actual Attendances (B)	By Proxy	Actual Attendance Rate (%) (B/A)(Note1, Note2)	Remarks
The Committee Member (convener)	GUAN, JYH-LIANG	2	0	100	(Note 3)
The Committee Member	LEE, TSUNG-PEI	2	0	100
The Committee Member	YEH, KUANG-CHOU	1	0	100	(Note 4)
The Committee Member	LIN, CHUNG-CHING	1	0	100	(Note 5)
Note 1: If a member of the Remuneration Committee has left the Company before the end of the year, he/she should indicate the period of absence in the remarks column, and the actual attendance rate (%) is calculated based on the number of Remuneration Committee meetings and his/her actual attendance during his/her employment. Note 2: If there is a re-election of the Remuneration Committee before the end of the year, both new and existing independent directors should be listed, and the date of re-election of the independent director should be indicated in the remarks column. The actual attendance rate (%) is calculated based on the number of meetings of the Remuneration Committee and his/her actual attendance during his/her employment. Note 3: Following the director and independent director elections on May 26, 2023, subsequent reappointment. Note 4: Following the director and independent director elections on May 26, 2023, removal after reappointment, with a requirement to attend 2 sessions in 2023. Note 5: Following the director and independent director elections on May 26, 2023, assumption of office after reappointment, with a requirement to attend 3 sessions in 2023.

e. Other noteworthy matters:

• (1) State The Remuneration Committee Meeting’s date, session, proposal contents, all

89

Committee members’ opinions and the Company’s actions in response to the opinions if any of the following occurred:

The main proposals and the summary of the resolutions are as follows:

Meeting Sessions and Dates	Proposal contents and follow up	The Remuneration Committee have expressed opposition or withhold opinions
2023.02.23 5thThe Remuneration Committee meeting in 4thTerm	1. The Company's compensation proposal for directors in 2022.	None
	2. The Company's compensation proposal for employees in 2022.	None
	Resolution (2023.02.23): Approved.
	The resolution the Company handles the Remuneration Committee’ opinions: Approved.
2023.05.26 1stThe Remuneration Committee meeting in 5thTerm	1. Election of the Convener for the 5th Remuneration Committee.	None
	Resolution (2023.05.26): Approved.
	The resolution the Company handles the Remuneration Committee’ opinions: Approved.

• (2)If the Board of Directors does not adopt or amend the recommendations of the Remuneration Committee, it shall state the date of the Board of Directors, the term, the content of the proposal, the results of the resolutions of the Board of Directors, and the company's handling of the opinions of the Remuneration Committee (if the compensation approved by the Board of Directors is better than the recommendation of the Remuneration Committee , the differences and reasons should be stated): None.

• (3)If the members of the Remuneration Committee have objections or reservations and have records or written declarations to the resolutions, the Remuneration Committee should state the date, term, proposal content, all members' opinions and the handling of members' opinions: None.

• Organization, responsibilities, and operation status of the Sustainable Development Committee

• The Sustainable Development Committee was established on May 26, 2023, chaired by Chairman PHACHARAPON PHAIBOONSUNTORN. The Chairman and the Sustainable Development Committee understand the details of the group and can integrate environment (E), society (S) and corporate governance (G) Issues are integrated into operational decision-making and management process categories. The responsibilities of the Sustainable Development Committee are to assist the Board of Directors in promoting the sustainable development of the company and its subsidiaries, including:

• (1) Formulate sustainable development policies.

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• (2) Guide, track and review the implementation effectiveness of sustainable development activities and report to the board of directors.

• (3) Other matters that should be handled by the committee as directed by the board of directors

• (4) After the previous affairs are formulated by the committee and reported to the board of directors, the resulting execution plan at the implementation level can be discussed and collaborated with the relevant units of the company or subsidiaries by the chairman or members of the committee, and the collaboration model and implementation organization The structure must be designed based on practical conditions

Professional and Experience of member of the Sustainable Development Committee

Title	Name	Professional & Experience
Chairman/ The Sustainable Development Committee Member (convener)	Solar Jewelers Group Corp. Representative: PHACHARAPON PHAIBOONSUNTORN	Education Experience - EMBA, National Taipei University of Technology Thailand Special Program Expertise - Has mastered the core technology of production and has more than 40 years of experience in key management positions such as production manager or general manager. Main Working - Manager of Production Division, Regal JewelryManufacture Co.,Ltd.
Director/ The Sustainable Development Committee Member	Hyperion Trading Co., Ltd. Representative: SARAYUTH MUNGCHITVITSAVAKORN	Education Experience - Diploma of Management courses in Management & Psychology Institute, Thailand Expertise - Had more than 30 years of experience in jewelry manufacturing. Main Working - Manager of Production Dept., Regal Jewelry Manufacture Co.,Ltd.
Director/ The Sustainable Development Committee Member	Orlog Global Co., Ltd. Representative: LIN, CHIU-I	Education Experience - Bachelor, International Business Management, Mahidol University Expertise - Had more than 20 years of experience in jewelry marketing and business development. Main Working - Deputy General Manager,Sales,Regal Jewelry

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Manufacture Co., Ltd.

a. The company's Sustainable Development Committee has 3 members.

b. Term of the Sustainable Development Committee: From May 26, 2023 to May 25, 2026, and there are once meetings of the Sustainable Development Committee in year 2023(A). The qualifications and attendance of members are as follows:

Title	Name	Actual Attendances (B)	By Proxy	Actual Attendance Rate (%) (B/A) (Note1, Note2)	Remarks
The Sustainable Development Committee Member (convener)	PHACHARAPON PHAIBOONSUNTORN	1	0	100
The Sustainable Development Committee Member	SARAYUTH MUNGCHITVITSAVAKORN	1	0	100
The Sustainable Development Committee Member	LIN, CHIU-I	1	0	100
Note 1: If a member of the Sustainable Development Committee has left the Company before the end of the year, he/she should indicate the period of absence in the remarks column, and the actual attendance rate (%) is calculated based on the number of Sustainable Development Committee meetings and his/her actual attendance during his/her employment. Note 2: If there is a re-election of the Sustainable Development Committee before the end of the year, both new and existing independent directors should be listed, and the date of re-election of the independent director should be indicated in the remarks column. The actual attendance rate (%) is calculated based on the number of meetings of the Sustainable Development Committee and his/her actual attendance duringhis/her employment.

c. Other noteworthy matters:

(1) State The Sustainable Development Committee Meeting’s date, session, proposal contents, all Committee members’ opinions and the Company’s actions in response to the opinions if any of the following occurred:

The main proposals and the summary of the resolutions are as follows:

Meeting Sessions and Dates	Proposal contents and follow up	The Sustainable Development Committee have expressed opposition or withhold opinions
2023.05.26 1stThe Sustainable Development Committee meeting in 1thTerm	1. Election of the Convener for the 1stSustainable Development Committee.	None
	Resolution (2023.05.26): Approved.
	The resolution the Company handles the Sustainable Development Committee’ opinions: Approved.

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• (1) If the Board of Directors does not adopt or amend the recommendations of the Sustainable Development Committee, it shall state the date of the Board of Directors, the term, the content of the proposal, the results of the resolutions of the Board of Directors, and the company's handling of the opinions of the Sustainable Development Committee (if the compensation approved by the Board of Directors is better than the recommendation of the Sustainable Development Committee , the differences and reasons should be stated): None.

• (2)If the members of the Sustainable Development Committee have objections or reservations and have records or written declarations to the resolutions, the Sustainable Development Committee should state the date, term, proposal content, all members' opinion and the handling of members' opinions: None.

• Organization, responsibilities and operation status of the Risk Management Committee

• The Risk Management Committee was established on May 26, 2023, chaired by Chairman PHACHARAPON PHAIBOONSUNTORN. The Chairman and the Risk Management Committee understand the details of the group and can integrate them into operational decision-making and management processes.

• The responsibilities of the Risk Management Committee are to assist the board of directors in promoting risk management matters of the company and its subsidiaries, including: (1) Formulate risk management policies

• (2) Guide, track and review the implementation effectiveness of risk management activities and report to the board of directors

• (3) Other matters that should be handled by the committee as directed by the board of directors

• (4) After the previous affairs are formulated by the committee and reported to the board of directors, the resulting execution plan at the implementation level can be discussed and collaborated with the relevant units of the company or subsidiaries by the chairman or members of the committee, and the collaboration model and implementation organization The structure must be designed based on practical conditions

Professional and Experience of member of the Risk Management Committee

Title	Name	Professional & Experience
Chairman/ The Risk Management Committee Member (convener)	Solar Jewelers Group Corp. Representative: PHACHARAPON PHAIBOONSUNTORN	Education Experience - EMBA, National Taipei University of Technology Thailand Special Program Expertise - Has mastered the core technology of production and has more than 40 years of experience in key management positions such as production manager or general manager. Main Working - Manager of Production Division, Regal JewelryManufacture Co.,Ltd.

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Director/ The Risk Management Committee Member	Hyperion Trading Co., Ltd. Representative: SARAYUTH MUNGCHITVITSAVAKORN	Education Experience - Diploma of Management courses in Management & Psychology Institute, Thailand Expertise - Had more than 30 years of experience in jewelry manufacturing. Main Working - Manager of Production Dept., Regal Jewelry Manufacture Co.,Ltd.
Director/ The Risk Management Committee Member	Unique Global Investment Inc. Representative: LIN, CHIN-SAN	Education Experience - Bachelor of Business Administration & Management, Pepperdine University Expertise - Had more than 10 years of experience in business development and production management. Main Working - Director of Formosa Marketing Co., Ltd. Chairman, Linden Integrated Co., Ltd. Director, Unique Global Investment Inc.

a. The company's Risk Management Committee has 3 members.

b. Term of the Risk Management Committee: From May 26, 2023 to May 25, 2026, and there are once meetings of the Risk Management Committee in year 2023(A). The qualifications and attendance of members are as follows:

Title	Name	Actual Attendances (B)	By Proxy	Actual Attendance Rate (%) (B/A) (Note1, Note2)	Remarks
The Risk Management Committee Member (convener)	PHACHARAPON PHAIBOONSUNTORN	1	0	100
The Risk Management Committee Member	SARAYUTH MUNGCHITVITSAVAKORN	1	0	100
The Risk Management Committee	LIN, CHIN-SAN	1	0	100

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Member

Note 1: If a member of the Risk Management Committee has left the Company before the end of the year, he/she should indicate the period of absence in the remarks column, and the actual attendance rate (%) is calculated based on the number of Risk Management Committee meetings and his/her actual attendance during his/her employment. Note 2: If there is a re-election of the Risk Management Committee before the end of the year, both new and existing independent directors should be listed, and the date of re-election of the independent director should be indicated in the remarks column. The actual attendance rate (%) is calculated based on the number of meetings of the Risk Management Committee and his/her actual attendance during his/her employment.

c. Other noteworthy matters:

(1) State The Risk Management Committee Meeting’s date, session, proposal contents, all Committee members’ opinions and the Company’s actions in response to the opinions if any of the following occurred:

The main proposals and the summary of the resolutions are as follows:

Meeting Sessions and Dates	Proposal contents and follow up	The Risk Management Committee have expressed opposition or withhold opinions
2023.05.26 1stThe Risk Management Committee meeting in 1thTerm	1.Election of the Convener for the 1stRisk Management Committee.	None
	Resolution (2023.05.26): Approved.
	The resolution the Company handles the Risk Management Committee’ opinions: Approved.

(2)If the Board of Directors does not adopt or amend the recommendations of the Risk Management Committee, it shall state the date of the Board of Directors, the term, the content of the proposal, the results of the resolutions of the Board of Directors, and the company's handling of the opinions of the Risk Management Committee (if the compensation approved by the Board of Directors is better than the recommendation of the Risk Management Committee , the differences and reasons should be stated): None.

(3)If the members of the Risk Management Committee have objections or reservations and have records or written declarations to the resolutions, the Risk Management Committee should state the date, term, proposal content, all members' opinion and the handling of members' opinions: None.

1. Implementation of Sustainable Development and differences from the "Code of Practice for Sustainable Development of Listed and OTC Companies" and the reasons for such differences.

Implement Items	Implementation Situation (Note 1) a	bl e D e v

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	Yes	No	Summary
1. Has the Company established a governance structure to promote sustainable development and set up a special (part-time) unit to promote sustainable development, which is authorized by the Board of Directors to be handled by senior managements, and is supervised by the Board of Directors?			1.In March 2022, the Company's 12thMeeting of the 5th Session of Board of Directors approved the amendment of some provisions of the "Code of Practice for Sustainable Development", and the Company established "Sustainable Development Committee" which belongs to functional committee level in May 2023. The senior management of each subsidiary was assigned to form a team to promote sustainable development to form a team to promote sustainable development in order to improve the Company's governance structure for sustainable development, implement and systematically manage the Group's investment in sustainable development issues, and to ensure that it responds to the growing attention of sustainable development globally. 2.The Company regularly reports to the Board of Directors each year about the current status of the implementation of sustainable development and the achievement of thegoals.	No significant differences
2. Does the Company conduct risk assessment on environmental, social and corporate governance issues related to its operations in accordance with the principle of materiality, and establish relevant risk management policies or strategies? (Note 2)			1.The Company has established "Code of Practice for Risk Management" in the internal control system, which was approved by the Board of Directors in November, 2022. The relevant workflow is to first classify the Company's risk factors according to the ESG framework and set the maximum risk that can be borne in order to achieve the Company's operational objectives. Then, based on the known maximum risk, the tolerable limits are graded in case of discrepancies in the process of achieving the operational objectives. After that, the Company assigns different levels of resources and priorities according to the differences between low tolerance level, medium tolerance level, and high tolerance level, in order to complete the	No significant differences

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
			measurement and analysis, implementation of countermeasure strategies, monitoring, and post-event reporting of each risk factor. 2.The Company also regularly reviews the compliance with international standards on environment protection, human rights, responsible procurement, and corporate governance through external independent institutions every year, and issue audit reports for stakeholders’ review and communicate with them. The Company also assess whether the risks are effectively controlled with respect to the Company's deficiencies in the above issues, and present the results of its risk assessment to the managements for approval.
3. Environment Issues (1) Has the Company established an appropriate environmental management system according to its industrial characteristics?			In the "Code of Practice for Sustainable Development", the Company specifies that when establishing an environment management system, the adequacy and timeliness of information on operation activities, the measurability and sustainability of sustainable development goals, and the effectiveness of all action plans must be considered, and regularly review related systems and measures. The international certification related to environment management which passed by the Company are as follows: (1) Green Industry 17thNovember, 2021 to 16thNovember, 2023 (2) Responsible Jewelry Council 16thSeptember 2023 to 2026 In addition, the Company plans to obtain ISO 14001 certification to continuously strengthen environmental management system, and the related process are undergoing currently.	No significant differences
(2) Is the Company committed to improvingenergyefficiency			The Company has set goals of developing sustainable use of resources in the "Code of Practice for Sustainable	No significant

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
and using recycled materials that have a low impact on the environment?			Development" and is actively implementing related plans. In order to strengthen energy management system and the efficiency of energy use of the Company, the Board of Directors approved the establishment of Regal Precious Metal Innovation Co., Ltd. to produce recycled silver products in March 2022, and the Company also plans to obtain ISO 50001 certification, and the related process are undergoing currently. In addition, the Company promotes waste separation in the Group's main production base in Thailand to raise employees' awareness of waste separation, and bans the use of disposable tableware in employee canteens to minimize the burden and impact of the Company's operations on the environment.	differences
(3) Has the Company assessed the potential risks and opportunities of climate change for the Company now and in the future, and taken relevant measures in response?			The Company records historical greenhouse gas emissions, water consumption and total weight of various types of waste to use as a reference for developing the Company's plans about energy saving and carbon reduction, water consumption and waste reduction to reduce the impact of climate change on the Company. Furthermore, the Company also established the "Risk Management Committee" in May 2023, with a risk management team comprised of senior managements, which will progressively measure and analyze various climate risk factors, formulate and implement climate risk response strategies, and conduct regular reviews to reduce the Company's climate risk.	No significant differences
(4) Has the Company compiled statistics on greenhouse gas emissions, water consumption and total weight of waste for the past two years, and formulated policies on greenhouse gas reduction,			The Company's has set out relevant regulations in the "Code of Practice for Sustainable Development". The Company compiles annual statistics on greenhouse gas emissions, water consumption and total weight of waste, and the managements use the relevant data to formulate environment protection policies for greenhouse gas reduction, water consumption reduction or other waste	No significant differences

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
water consumption reduction or other waste management?			management, and regularly reviews the effectiveness of the implementation of relevant policies. The related data of greenhouse gas emissions, water and electricity usage, and total weight of waste of the Company are as follows: Data Source: (1) Carbon Footprint Report 2021 (2) Carbon Footprint Report 2022 (3) The data for 2023 was sent to external certified institution for certification, and the certification was in progress now. Greenhouse gas emissions: (1) The Company's 2021 operations generated 4,101 ton-CO2e. (2) The Company's 2022 operations generated 3,203 ton-CO2e. (3) The Company’s data for 2023 was sent to external certified institution for certification, and the certification was in progress now. Water and Electricity usage: (1) In 2019, the Company used 121,403 cubic meters of water and 6,847,400 kilowatt hours (kWh) of electricity for its operations. (2) In 2020, the Company used 117,941 cubic meters of water and 6,843,013 kilowatt hours (kWh) of electricity for its operations. (3) In 2021, the Company used 144,930 cubic meters of water and 7,617,187 kilowatt hours (kWh) of electricity for its operations.

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
			(4) In 2022, the Company used 119,292 cubic meters of water and 7,163,720 kilowatt hours (kWh) of electricity for its operations. (5) In 2023, the Company used 107,692 cubic meters of water and 5,595,778 kilowatt hours (kWh) of electricity for its operations. Waste weight: (1) The Company's 2019 operations generated 172,355 kilograms (kg) of waste. (2) The Company's 2020 operations generated 224,959 kilograms (kg) of waste. (3) The Company's 2021 operations generated 249,238 kilograms (kg) of waste. (4) The Company's 2022 operations generated 195,593 kilograms (kg) of waste. (5) The Company's 2023 operations generated 181,036 kilograms (kg) of waste. The Company’s annual statistics cover all the plants and subsidiaries. In 2021, the Company obtained external certification by VGREEN Thailand, and replace it with certification from Thailand Greenhouse Gas Management Organization(TGO)since 2022.
4. Social Issues (1) Has the Company established management policies and procedures in accordance with relevant laws and regulations and international human rights conventions?			The Company's "Code of Practice for Sustainable Development" and the Company's "Human Rights Policy" both set forth relevant regulations, and the managements make reference to international human rights conventions such as the《Universal Declaration of Human Rights》to establish policies and implementation procedures that meet relevant human rights standards, and set up an anonymous report mailbox. The Company also regularly conducts annual audits byindependent external companies in	No significant differences

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
			accordance with international standards and issues audit reports for review by stakeholders.
(2) Has the Company established and implemented reasonable employee benefit measures (including salaries, vacations and other benefits, etc.), and appropriately reflected operation performance or results in employee compensation?			The content and implementation status of the Company's policies on employee compensation, employee benefit measures and other related matters are as follows: 1.Employee compensation: Article 14.4 of the Company's Articles of Incorporation stipulates that the Company shall set aside not less than one percent of its net profit before tax as employee compensation in the event that the Company makes a profit in the year. And the Company also pays extra allowance to each employee every month according to their productivity and language ability, and has an annual employee appraisal system to evaluate the performance of each employee in the past year and adjust their salary. 2.Employee benefit measures: The Company's "Code of Practice on Sustainable Development" specifies that in order to ensure the recruitment, retention and encouragement of human resources, the Company provides employee benefits such as year-end bonuses, birthday gifts, and wedding and funeral subsidies. And the Company also provides annual health checkups to take care of employees' health. In addition, in order to help the employees plan for their retirement and enhance their future protection, the Company and the employees jointly contribute monthly to a dedicated trust account, which not only achieves the goal of retaining talents, but also helps employees accumulate their wealth. 3.Workplace diversity and equality: The Companyspecifies in the "Human Rights Policy"	No significant differences

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
			that there is no discrimination in hiring, compensation, access to training, promotion, termination or retirement based on race, caste, national origin, religion, age, disability, gender, marital status, sexual orientation, union membership or political affiliation. In addition, since the establishment of the Company, the great emphasis on the workplace equality have been placed, so there is no "glass ceiling" issue and women currently make up approximately 50% of the Company's management. 4.Appropriately reflected operational performance or results in employee compensation: The Company's salary is based on the market salary, the Company's operation and the general economic situation, and the competitiveness of the Company's future development, and the Company's operating performance or results are reflected in the employees' salary as appropriate. In addition, the Company's performance bonuses are paid based on the Company's operating performance and after evaluating the performance of individual employees, in order to reward their contributions and motivate them to continue their efforts.
(3) Does the Company provide a safe and healthy working environment for employees and implement regular safety and health education for employees?			1.In order to create a hygienic and comfortable working environment, the Company regularly maintains and repairs all equipment and carries out design and decoration from time to time, and regularly implements daily environment cleaning and sanitization, and implements a garbage sorting system to ensure a hygienic office environment. 2.The Company complies with national laws and regulations to provide regular training on employee’s working safetyaccordingto the scope and attributes of the work,	No significant differences

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
			including the safe use of chemicals, the use of equipment that can generate free radiation, the use of furnaces, the use of power punching and shearing machines, and the investigation and handling of occupational accidents. 3.The Company obtained the following certifications related to employee safety and working environment protection: (1) RJC: 16th September, 2023 to 2026 (2) Amfori BSCI: 24thMarch, 2023 to 2025 (3) Disney ILS: 7thAugust, 2023 to 2024 The validation covers: (1) freely chosen employment relationships, (2) respect for freedom of association and the right to collective bargaining, (3) occupational health and safety, (4) no child labor, (5) payment of living wages, (6) no excessive working hours, (7) prohibition of discrimination, (8) proper employment relations, (9) no harsh and inhumane treatment of workers, (10) protection of young workers, (11) protection of the environment, (12) ethical business practices. 4.During 2023, the Company has not experienced any occupational disasters, and the historical related improvement and prevention measures were fully recorded in the occupational accident investigation report.
(4) Has the Company established an effective career development training program for employees?			Each year, the Company provides new employee training for the new employees, and on-the-job training or professional development for current employees. Through the development of both soft and hard skills, the Company establishes an effective career growth strategy for employees and lays the foundation for their future advancement.	No significant differences

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
(5) Does the Company comply with relevant laws and regulations and international standards on issues such as customer health and safety, customer privacy, marketing and labeling of products and services, and has it established relevant policies and complaint procedures to protect the rights of consumers or clients?			The Company's "Code of Practice for Sustainable Development" clearly stipulates that the Company is responsible for its own products or services. In addition to ensuring the quality of products or services in accordance with government regulations and industry-related standards, the Company has also established a consumer rights protection policy to implement the principles of fairness and honesty in contracting, truthfulness in advertising, professionalism of Company's sales staff, and protection of consumer privacy. On the grievance protection system, the Company has set up an online customer service mailbox on the official website, and also has the customer service system and service hotline to fully protect the rights of customers.	No significant differences
(6) Has the Company formulated a supplier management policy requiring suppliers to comply with relevant regulations on issues such as environment protection, occupational safety and health, or labor and human rights, and its implementation situation?			The Company has set supply chain policy that requires suppliers to comply with the Company's guidelines for protecting labor rights, eliminating bribery and fraud, or combating money laundering. The Company also set up risk assessment standards for suppliers, and requires major raw material suppliers to obtain international certificates or update independent verification reports on CSR issues at least annually.	No significant differences
5. Has the Company referred to international standards or guidelines for the preparation of reports such as Sustainability Report to disclose non-financial information about the Company? Has the foregoing report been confirmed or			1.With reference to the "Code of Corporate Social Responsibility Practices for Listed and OTC Companies", the Company passed the resolution of the Board of Directors on June 23, 2015 to formulate the "Code of Corporate Social	No significant differences

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
assured by a third-party certifier?			Responsibility Practice". And the amendments of some provisions were approved by the Board of Directors on December 15, 2016 and March 13, 2020. On March 11, 2022, the 12thMeeting of 5thSession of the Board of Directors, and on 2022 Shareholders' Meeting, the Code's name was changed into the “Code of Practice for Sustainable Development” to manage the Company's economic, environmental and social risks and impacts. 2.The Company has not yet prepared a Sustainability Report with reference to international standards.
6. If company has its own code of practice for sustainable development in accordance with the “Code of Practice for Sustainable Development of Listed Companies”, please describe the differences between its operation and the code: In accordance with the "Code of Practice for Sustainable Development of Listed and OTC Companies", the Company has formulated the "Code of Practice for Sustainable Development" and announced it on its official website. The "Code of Practice for Sustainable Development of Listed Companies" emphasizes that the Company should fulfill the corporate social responsibility and promote balanced and sustainable development of the economy, society and the environment and ecology,and the Companywill implement it in agradual manner.
7. Other important information for understanding the implementation of sustainable development: Corporate Social Responsibility (CSR) is a mixture of economic, legal and moral responsibility. Based on principles of integrity management, the Company starts from small efforts to respect human and employee rights, enhance financial information disclosure and transparency, strengthen relationships with stakeholders, protect consumer rights, maintain fair competition and strengthen anti-briberyand corruptionprevention. In recentyears, the Companyhas also actively

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Implement Items	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Implementation Situation (Note 1)	Differences from the “ Code of Practice on Sustainable Development of Listed Companies” and the Reasons
	Yes	No	Summary
sponsored charitable activities and donations to the community based on giving back to the community and caring for the underprivileged. In 2022, in response to the global emphasis on carbon reduction, and to promote care for ecological protection and environmental conservation, the Company is working with a professional company to promote the "Mangrove Afforestation Project" to contribute to the sustainable ecology of the Earth. The details of the "Mangrove Afforestation Project" are as follows: (1) Location: Salak3 Village, Tha Soms District, Khao Saming District, Trat Province, Thailand (2) Employer: Regal Jewelry Manufacturing Company Limited, the important subsidiary of the Company in Thailand (3) Contractor: Rolling Concept Innovation Company Limited (4) Contract date: 2022/11/08 (5) Planting period: 2023/2-2023/5 (6) Area: 10 Rai (Rai is a local unit in Thailand, 1 Rai is equivalent to 1600 square meters) (7) Contract period: 10 years (renewal or increase of planting area after the contract expires according to the prevailing regulations) (8) Monitoring: The project will work with experts to monitor, select tree species, planting coverage, planting survival rate, carbon credit calculation, etc. The tree species will be in accordance with the species native to the local area. (9) Carbon credit evaluation: The evaluation will be conducted once a year, and the evaluation will be conducted in the third year after planting. (10) Carbon dioxide absorption rate: Tree species Planting distance MM Number of trees/Rai Carbon dioxide absorption rate Tonnes/Rai/year KG/per unit/year mangrove 1.51.5 711 2.75 3.9 In 2023, in order to continue to strengthen the Group's commitment to ESG issues, as well as to reduce operating costs and enhance the Group's competitiveness, and in response to the growing attention of sustainability issues in the jewelry industry as a whole, the Company approved the installation of solar panels on parking lot and the roofs of the staff storage area of its important subsidiary, RJM, at the Board meeting in May. The construction started in August and completed installation by the end of January 2024. It is expected that upon completion, the solar power generation capacitywill reach 20% of RJM's totalplant electricityconsumption.

Note 1: If the "Yes" box is checked, please specify the important policies, strategies, measures and implementation status. If the "No" box is checked, please explain the differences and reasons for the differences in the "Differences from the "Code of Practice for Sustainable Development of Listed Companies" and the Reasons" column, and explain the future plans for the adoption of relevant policies, strategies and measures.

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Note 2: The principle of materiality refers to environmental, social and corporate governance issues that have a significant impact on the company's investors and other stakeholders.

8. Climate Related Information for the Company

1. Implementation of climate-related information

Item

Implementation

1. Describes the Board of Directors and management's oversight and governance of climate-related risks and opportunities. 2. Describe how the identified climate risks and opportunities affect the business, strategy and finances of the organization (in short, medium and long term).

1. The oversight and governance of climate-related risks and opportunities of the Board of Directors and management (1) Relevant regulations and organization A. On August 19, 2022, the Board of Directors approved the establishment of the "Management Regulations of Greenhouse Gas Inventory" and related forms, and will report the progress of implementation to the Board of Directors on a quarterly basis. B. The Board of Directors approved the establishment of the "Sustainable Development Committee" on May 26, 2023. The Sustainable Development Committee is the Group's highest-level organization for promoting ESG and is also the main platform for managing climate change issues. The Chairman of the Board is the convener of the Committee. The Committee has five functional groups, namely Corporate Governance, Environment Sustainability, Social Care, Product Responsibility and Employee Care. The members of each group are the heads of relevant functional departments, and the Group CEO is responsible for the overall management of related affairs. (2) Oversight and governance of climate-related risks and opportunities The Company's five functional groups under the Sustainable Development Committee are responsible formulating the Company's climate-related policies and plans, which are submitted to CEO for review and approval. Each working group meets on a regular basis to report to CEO to track and review the achievement of each goal and implementation plan. After summarizing the results of each group's work, the CEO submits a report to the Sustainable Development Committee at least once a year, to ensure the promotion, supervision, and management of climate-related risk (and opportunity) plans. 2. Identify how climate risks and opportunities affect business, strategy and finance (in short, medium and long term) In order to mitigate the impact of climate risk, the Company formulated the greenhouse gas reduction plan and divided it into short,medium and longterm,setting

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3. Describe the financial impact of extreme climate events and transformation actions. 4. Describe how climate risk identification, assessment and management processes are integrated into the overall risk management system.

up goals to be achieved at different stages. The goals of each stage are described as follows: (1) Short-term goals A. Inventory of greenhouse gas emissions of every Group's subsidiary (already conducted every year starting from 2021). B. Entrust independent verification organization to verify the results of the inventory (already been conducted annually since 2022). C. Set the base year for greenhouse gas emissions reduction at 2021. D. Plan various emission reduction strategies to achieve the greenhouse gas reduction targets, including increasing the proportion of renewable energy use, and gradually introducing ISO 14001 and ISO 50001 standards to strengthen the relevant management systems. (2) Medium-term goals Aim to achieve a 50% reduction in emissions by 2030, and an 85% reduction by 2035 compared to the baseline year. (3) Long-term goals To achieve net-zero emission by 2045. 3. Financial impact of extreme climate events and transformation actions With respect to the weather conditions in the Group's principal place of operation, the more likely weather-related risks are high temperature, drought, heavy rainfall, flooding, etc., which may directly or indirectly cause malfunctions, abnormalities or damages to machinery and equipment, or traffic disruptions, and lead to the limit of the Group's production capacity, or prevent staff from working at the plants and delay the delivery of goods. These situations may have a material adverse effect on the Group's operations. Although the Group has insured for fixed assets and inventories, such insurance may not provide adequate protection under certain circumstances. If the Group suffers losses as a result, the operations may be adversely affected. 4. Climate risk identification, assessment and management process under the overall risk management system The Company manages climate-related risks as follows: (1) Develop risk management regulations and organization

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A. On November 14, 2022, the Board of Directors approved the establishment of "Code of Practice on Risk Management" as the guideline for the Group's risk management. B. On May 26, 2023, the Board of Directors approved the establishment of "Risk Management Committee" as the highest level organization to manage the various risks of Group. C. The "Risk Management and Execution Unit" is comprised of department heads with relevant expertise or experience within the Group. It is responsible for identifying risk issues, evaluating and developing risk preference, summarizing identified risk items, formulating management plans and tracking program results in accordance with departmental objectives and plans, and reporting to the CEO. (2) Risk management process A. Risk identification: analyze the possible sources of risks in the Company's business, operation activities, and internal and external environments. B. Risk measurement and analysis: appropriate measurement methods are set for different risks. Quantifiable risks are analyzed by statistical methods, while risks that are more difficult to quantify are measured by qualitative methods, and risk levels (high, medium, and low) are determined. C. Risk response: formulate countermeasures against the risks faced, and must also describe the unit of implementation, resource requirements, implementation schedule, and assessment indicators. D. Risk monitor: after proposing countermeasures against risks, the results of subsequent management should be reported to CEO, who will then summarize the results and provide them to the Risk Management Committee for review. E. Risk disclosure and report: The Risk Management Committee measures and monitors the overall risk management quality of the reports submitted by the CEO first, and then summit the report to the Board of Directors. (3) Risk management scope A. Should include all the companies of the Group. B. At the Company's operation level, the entire life cycle of product manufacturing should be included, including raw material acquisition, design,

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5. If scenario analysis is used to evaluate the resilience of climate change risk, the scenarios, parameters, assumptions, analytical factors, and key financial impacts should be described. 6. If there is a transformation plan for managing climate-related risks, describe the plan, and the indicators and goals used to identify and manage entity and transformation risks.

manufacturing, transportation and delivery, consumer use, waste and disposal, design and process optimization. C. Review the entire operation process from a product lifecycle perspective, plan for and prevent negative impacts or unexpected risks to the environment, and consider whether there are unmet niches to explore opportunities. 5. Evaluation of resilience of climate change risk The Company always pays attention to the trend of climate change, collects the latest domestic and foreign regulations and technologies, and considers the degree of impact and likelihood of occurrence in order to evaluate the risk of climate change on operations, and make plans for response, but has not yet conducted a scneario analysis based on the model of SBTi 1.5°C. 6. Transformation plan for managing climate-related risks The Company's plans to manage climate-related risks can be categorized into "internal emission reduction" and "external business development", which are described below: (1) Internal emission reduction plan A. Introduce IoT system for more accurate monitoring of machines and equipment to ensure that equipment such as ovens are maintained in an ideal state and to avoid energy wastage. The related plan is described in the internal operation documents. B. Mangrove afforestation program, which is described in internal operation documents. C. Implement solar panel construction program to increase the use of renewable energy and reduce energy consumption. The related plan is described in internal operating documents. (2) External business development plan In March 2022, the Board of Directors approved the establishment of a company within the Group specializing in metal recycling and refining. In addition to supporting internal operating activities, the Group will also develop external supply opportunities that do not use metals newly extracted from mines in order to reduce carbon footprint. The related plan is described in the internal operating documents. (3) Key indicators and targets A. Continue greenhouse gas inventory covering all Groupcompanies to capture annual Scope 1,Scope

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7. If internal carbon pricing is used as a planning tool, the basis for price setting should be described. 8. If climate-related goals are set, information on the activities covered, the scope of greenhouse gas emissions, the schedule, and the annual progress of achievement should be described; if carbon offsets or renewable energy certificates (RECs) are used to achieve the relevant targets, the source and amount of carbon reduction credits offset or the amount of renewable energy certificates (RECs) should be described. 9. Status and reduction targets of greenhouse gas inventory and verification, strategies and specific action plans (also fill in 1-1 and 1-2)

2 and Scope 3 greenhouse gas emissions. B. Compare greenhouse gas emissions with monthly energy usage statistics to track and analyze the results of various internal emission reduction programs. C. For external business development programs, regularly compare the differences between actual performance and original estimates, and conduct follow-up analysis and improvement. 7. Description of using internal carbon pricing as a planning tool Up to date, the Company has not used internal carbon pricing as a tool for greenhouse gas emission reductions. 8. Setting climate-related goals (1) Activities covered by the Company's climate goals Include all internal and external activities within the Group. (2) Greenhouse gas emission scope of the Company's climate goals Include Scope 1 and Scope 2 greenhouse gas emissions from all Group companies. (3) The schedule of the Company's climate goals Based on the emissions in 2021, achieve a 50% reduction in 2030 in expectation. (4) Use of carbon offsets or renewable energy certificates (RECs) to achieve relevant targets A. Carbon sinks of forests. B. Self-built solar panel generation. 9. Situation of greenhouse gas inventory and verification Although the Group has not yet been included in the scope of industries subject to compulsory disclosure, it has conducted its own greenhouse gas inventory within the Group and regularly reports the results to the Board of Directors. Since only a small number of companies within the Group have completed the inventory and verification at the same time, "1-1 Status of Greenhouse Gas Inventory and Verification" below is the data for 2022 that is voluntarily collected and disclosed.

1-1Greenhouse Gas Inventory and Verification of the Company in the most recent two years 1-1.1Information on Greenhouse Gas Inventory

Describe the most recent two years of greenhouse gas emissions (tCO2e), intensity (tCO2e per million), and

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data coverage.

1. Greenhouse gas emissions in 2022

• (1) Scope 1 greenhouse gas emissions: total emissions of 163 tCO2e; data boundaries are:

• A. Important Subsidiary Regal Jewelry Manufacture Co., Ltd.

• B. Important Subsidiary Regal Plating Co., Ltd.

• C. Subsidiary Regal Management Solution Co., Ltd.

• (2) Scope 2 greenhouse gas emissions: total emissions of 3,583 tCO2e; data boundaries are: A. Important Subsidiary Regal Jewelry Manufacture Co., Ltd.

• B. Important Subsidiary Regal Plating Co., Ltd.

• C. Subsidiary Regal Management Solution Co., Ltd.

• (3) Scope 3 greenhouse gas emissions: total emissions of 6,602 tCO2e; data boundaries are:

• A. Important Subsidiary Regal Jewelry Manufacture Co., Ltd.

• B. Important Subsidiary Regal Plating Co., Ltd.

• C. Subsidiary Regal Management Solution Co., Ltd.

• Note 1：Direct emissions (Scope 1, i.e., emissions directly from sources owned or controlled by the company), indirect emissions from energy (Scope 2, i.e., indirect greenhouse gas emissions from inputs of electricity, heat, or steam), and other indirect emissions (Scope 3, i.e., emissions from the company's activities that are not indirect emissions from energy, but from sources owned or controlled by other companies).

• Note 2：The scope of direct emissions, and indirect emissions from energy sources shall be handled in accordance with the timeline set by the standard stipulated in Article 10, Paragraph 2 of the Guideline, and other indirect emissions information may be disclosed on a voluntary basis.

• Note 3：Greenhouse gas inventory standard: Greenhouse Gas Protocol (GHG Protocol) or ISO 14064-1 published by the International Organization for Standardization (ISO).

• Note 4：The intensity of greenhouse gas emissions can be calculated per unit of product/service or sales value, but at least the data in terms of sales value (NT$ million) should be stated.

1-1.2Information on Greenhouse Gas Verification

Describe the status of verification for the most two recent years ended on the date of printing Annual Report, including the scope of verification, the verification organization, the verification criteria and the opinion of the verification.

1. Greenhouse gas emissions in 2022

• (1) Verification scope: including Scope 1, Scope 2 and Scope 3 greenhouse gas emissions

• (2) Verification organization: Thailand Greenhouse Gas Management Organization

• Note 1：It should be done in accordance with the timeline stipulated in Paragraph 2 of Article 10 of the Guidelines. If the company does not obtain a complete greenhouse gas verification opinion by the printing date of the Annual Report, it should state that "complete verification information will be disclosed in the Corporate Sustainability Report"; or if the company does not prepare a corporate sustainability report, it should state that "complete verification information will be disclosed on Market Observation Post System", and disclose the complete verification information in the following year Annual Report.

• Note 2：The verification organization shall comply with the relevant requirements for Verification Organizations of Sustainability Reports established by the Taiwan Stock Exchange Corporation and the Over-the-Counter Securities Trading Center of the Republic of China.

• Note 3：The disclosure content can refer to the Best Practice Reference Sample on the website of the Center for Corporate Governance of the Taiwan Stock Exchange.

1-2Targets, Strategies, and Specific Action Plans of Greenhouse Gas Reduction

Describe the baseline year of greenhouse gas reduction and its data, reduction targets, strategies and specific action plans and achievement of targets.

1. Baseline year of greenhouse gas reduction: 2021

2. Baseline year data of greenhouse gas reduction: 7,205.62 tCO2e

3. Greenhouse gas reduction target: 50% by 2030, 85% by 2035, and net-zero by 2045

4. Greenhouse gas reduction strategy: (1) Introduce IoT system

5. (2) Mangrove afforestation program

(3) Solar panel construction program

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(4) Establishment of a company specializing in metal recycling and refining

Note 1：It should be done in accordance with the timeline stipulated in Paragraph 2 of Article 10 of the Guidelines. Note 2：The baseline year should be the year in which the inventory of consolidated financial reporting boundary is completed. For example, according to the order of Article 10, Paragraph 2 of the standard, a company with capital of over NT$10 billion should complete the inventory of consolidated financial reporting for year 2024 in year 2025, so the baseline year should be year 2024. And if the company has already completed the inventory of consolidated financial reporting in advance, it can use that earlier year as the baseline year, and the data in the baseline year can be calculated as the average of a single year or a number of years.

Note 3：The disclosure content can refer to the Best Practice Reference Sample on the website of the Center for Corporate Governance of the Taiwan Stock Exchange.

9. Status of Implementation of Integrity Operation

Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
A. Adopt integrity operation policy and scheme 1. Does the Company adopt integrity operation policy approved by the Board and clarify the integrity operation policy in its regulations and external documents and the commitment of board of directors and managers to active implementation? 2. Does the Company establish a risk assessment mechanism against unethical conduct, analyze and assess on a regular	 		1. The Company has set "Integrity Operation Principles" and resolved by the Board of Directors. The Principles specify that the Board directors and top managements levels, as well as managers need to issue the statements of compliance with the Principles, and the Company and each of its affiliates in the Group shall state their policies on integrity operation in their bylaws, external documents and corporate websites, and implement them in their internal management and business activities. 2. To implement the risk assessment of unethical conduct and prevent them, besides the "Integrity	No major differences No major differences

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Item			Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
basis business activities within their business scope which are at a higher risk of being involved in unethical conduct, and establish prevention programs accordingly at least include preventive measures against the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies Paragraph 2, Article 7? 3. Does the company establish and revise relevant policies which are duly enforced to prevent unethical conduct and provide implementation procedures, guidelines, consequence of violation and complaint procedures in such policies regularly?			Operation Principles", the Company has also established "Operating Procedures and Conduct Guidelines for Integrity Management". The Guidelines clearly state the procedures to prevent various types of unethical conduct, and cover the situations listed in the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies in Paragraph 2, Article 7; and the Company’s internal auditors will check the situation of implementation. 3. In addition to the "Operating Procedures and Conduct Guidelines for Integrity Management", the Company has also set out its operation procedures, which include a system of rewards, penalties and grievances, and clearly specify that the integrity management should be incorporated into employee performance appraisals and human resources policies, which serve as a reference for regular review and revision of the integrity-related policies and the operation procedures. In addition to arranging integrity-related courses for newcomer training, the Company also arranges an internalpromotion	No major differences

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
			once a year, in which the Chairman, general manager or senior management explains the Company's integrity-related regulations to Board directors and employees. The Company approved the re-election of Board directors at the Shareholders' Meeting held on May 26, 2023, and all seven newly appointed Board directors (including independent directors) have completed the signing of "Declaration of Compliance with the Policy of Integrity in Business Operation", with a signing rate of 100%. In addition, the two Board directors serving in important subsidiaries have also completed the signing of the "Commitment to Ethics in Business Operation", with a signing rate of 100% as well.
B. Implementing integrity management 1. Does the Company assess the integrity record of its business partners and set faithful conduct policies in the terms and conditions of its contracts?			1. The Company specifies in the "Operating Procedures and Conduct Guidelines for Integrity Management" that before setting a business relationship with another party, the Company must first assess the legality, integrity management policy and past integrity record of the target party, and ask to include the compliance	No major differences

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
2. Has the Company set up an exclusive unit under the Board of Directors to promote corporate integrity and report to Board of Directors on a regular basis (at least once a year) on its integrity management policies and programs to prevent dishonest behavior and supervise the implementation of such policies?			with the Company's integrity management policy in the terms of the contract when signing the contract, as well as the method of compensation for damages in the event of unethical conduct. 2. The Company has designated the Management Office, which is under the Board of Directors, as the specialized unit for corporate integrity management and actively promotes the Company's "Integrity Operation Principles". The annual plan and main duties of the Company's integrity management unit are as follows: (1) Assist in integrating values of integrity and ethical values into the Company's management strategy and formulate measures to ensure integrity management in accordance with laws and regulations. (2) Regularly analyze and assess the risk of unethical conduct in the business operation, and formulate plans to prevent unethical conduct, and establish standard operating procedures and behavioral guidelines for each plan. (3) Plan the internal organization, duties, and place mutual supervision and check mechanism on the business activities with higher risk of unethical conduct	No major differences

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
			within the business scope. (4) Promote and coordinate integrity policy promotion and training. (5) Plan the report system to ensure the effectiveness of implementation. (6) Assist the Board of Directors and managements in checking and evaluating the effectiveness of the preventive measures established to implement integrity management, and regularly evaluate and report on the compliance of the relevant business processes. Implementation situation: The Company's integrity management unit reported to the Board of Directors on relevant matters at least once a year, and the time for most recent report are as follows: (1) The 4thMeeting of the 4th Session of Board of Directors on March 13, 2020. (2) The 6thMeeting of the 5th Session of Board of Directors on March 9, 2021. (3) The 12thMeeting of the 5th Session of Board of Directors on March 11, 2022. (4) The 18thMeeting of the 5th Session of Board of Directors on February 23, 2023. (5) The 2ndMeeting of the 6th

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
3. Does the Company work out policies to prevent conflicts of interest and provide proper statement channels?			Session of Board of Directors on February 26, 2024. 3. a. The Company’s "Integrity Operation Principles" has listed the recusal system for Board directors. If a Board director or a juristic person that the director represents is an interested party in relation to an agenda item, when the relationship is likely to prejudice the interest of the Company, that Board director may express his/her opinion and inquiry, but may not participate in discussion or votingon that agenda	No major differences
			item, and shall recuse himself or herself from the discussion or the voting on the item and may not exercise voting rights as proxy for another Board director. b. For each department, it is implemented by each department’s responsibilities and scope, and report directly to the head of department via email.
4. Has the Company established an effective accounting system, internal control system and audit by internal auditors based on the results of assessment of the risk of involvement in unethical conduct, devise relevant audit plans and examine accordingly the compliance with the prevention programs or CPAs to put integrity operation into practice?			4. The Company's accounting system is in accordance with relevant regulations. In addition, the Company has established internal control methods such as "Procedures for Accounting Professional Judgment, Changes in Accounting Policies and Estimates" and "Written Accounting System" as guidelines	No major differences

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Item			Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
5. Does the company regularly organize internal and external training on integrity management?			for compliance. The Company is audited by an independent public accounting firm, and the internal auditors also audit the compliance with these guidelines in order to prevent any possible dishonest behavior. 5. The Company formulated the "Integrity Operation Principles", which was approved by the Board of Directors in June 2015, as a guideline for each enterprise and organization of the Group to follow in conducting business with integrity. It specifies the prohibitions and preventive measures for dishonest behaviors, such as anti-corruption and bribery, confidentiality mechanism, anti-monopoly and unfair competition, insider trading prohibition and supervision and reporting, etc. In March 2020, the Board of Directors approved the amendments to establish a mechanism for assessing the risk of dishonest behaviors, and specifies that the audit unit should draw up audit plans on the results of assessments of risk of dishonest behaviors, as well as the procedure of notifying results of the verification in order to enhance the corporate culture of operating business with integrity and the management mechanism. In order to facilitate the Company's Board directors, managers and employees to understand and	No major differences

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
			promote the Group's integrity and ethical standards and to follow them in practice, the Company formulated "Code of Ethical Conduct for Directors and Managers" and "Operating Procedures and Conduct Guidelines for Integrity Management" in June 2015, which included conflict of interest prevention and prohibition of part time, avoidance of profiteering or improper transfer of benefits, fulfillment of confidentiality obligations and prevention of insider trading, fair trade and anti-trust/anti-competitive practices, protection and proper use of company assets, compliance with laws and regulations, encouragement of reporting of any illegal or unethical behavior, prohibition of bribery or acceptance of bribes, creation of an equal opportunity employment environment, maintenance of the workplace environment and the health and safety of employees, and oversight of whistleblower reporting.
C. Report System operating status 1. Has the company set specific report and reward system to facilitate the report cannel and assign appropriate specialist accepting to spot the reported object?			1. The Company supports an open and transparent ethical culture and encourages internal employees and external personnel to report any non-compliance with laws and regulations or the Company's policies through relevant reporting channels,	No major differences

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
			and allows anonymous reporting (the name, ID card number, address, telephone number and email address of the person making the report are all anonymous). In addition, the Company has established the "Operating Procedures and Conduct Guidelines for Integrity Management", "Integrity Operation Principles", and "Code of Ethical Conduct for Directors and Managers", which describe the reporting system in detail; the specific reporting channels, reward system, and exclusive unit for receiving reports are as follows: 1. Reporting channels: (1) Physical suggestion box (in Thailand) (2) Online complaint channel: exclusive QR code for each department (food and beverage, health, personnel, etc.) (in Thailand) (3) Complaint mailbox: rh@regaljewelrygroup.com (in Taiwan) 2. Reward system: The Company encourages internal and external personnel to report unethical behavior or misconduct, and if the case is substantiated, the Company will give a reward to the

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
			whistleblower according to the reported incident. 3. Exclusive unit: The Company's exclusive unit shall handle whistleblowing cases in accordance with the following procedures: (1) If the report involves general employees, it has to be reported to the head of the department; and if the report involves Board directors or senior executives, it has to be reported to the independent directors. (2) The Company's exclusive unit and the officer or personnel receiving report in the preceding paragraph has to immediately ascertain the relevant facts and ask for assistance from regulatory compliance or other relevant departments if necessary. (3) If it is confirmed that the person being reported has violated the relevant laws and regulations or the Company's policies and regulations on integrity management, the Company has to immediately request the person being reported to cease the relevant conduct and dispose of it appropriately; and if necessary, report the matter to the authorities, refer it to the

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
2. Has the company set the standard operating procedures and related nondisclosure mechanisms to investigate reported matters?			judicial authorities for investigation, or seek compensation for damages through legal proceedings in order to protect the Company's reputation and rights. (4) Receipt of the report, investigation process, and investigation results should all be kept in written form and kept for five years, and the preservation can also be done electronically. Before the expiration of the storage period, if a lawsuit related to the content of the report occurs, the relevant data has to be kept until the conclusion of the lawsuit. (5) If a report is substantiated, the relevant unit of the Company has to review the relevant internal control system and operation procedures and propose improvement measures to prevent the recurrence of the same conduct. (6) The Company's exclusive unit has to report to the Board of Directors about the incident, its handling condition and subsequent review and improvement measures. 2. The Company's "Operating Procedures and Conduct Guidelines for Integrity Management" specify	No major differences

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
3. Has the Company set follow-up measures after investigations to protect whistleblowers do not suffer for which he or she reported?			that any unethical conduct found can be reported directly to the staff of the dedicated unit, and that relevant information is handled confidentially to protect the whistleblower. If the information is found to be true, the Company will punish it according to the internal regulations and relevant laws, and review the relevant internal control system and report to the Board of Directors afterwards. 3. The relevant personnel of the Company handling the reports must make a written statement to keep the identity of whistleblowers and the related content confidential; and the Company commits to protect whistleblowers from improper treatment of what he or she reported.	No major differences
D. Enhance information disclosure Does the company disclose the information of implementation and results of integrity management on its website and the MOPS?			The Company has disclosed the latest version of the "Integrity Operation Principles" and "Operating Procedures and Conduct Guidelines for Integrity Management" on the Company's website and on Market Observation Post System (MOPS) respectively. In addition, the Company has also disclosed the status of its fulfillment of the integrity operation on the Company's website for public inspection.	No major differences
E. If the company develops its own integrity operation rules according to the Integrity Operation Best Practice Principles for TWSE/GTSM-Listed Companies,please state the differences: No major difference.

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Item	Implementation Status	Implementation Status	Implementation Status	Difference from the Integrity Operation Practice Principles for TWSE/GTSM-Listed Companies and reasons
	Yes	No	Description
F. Other important information for better understanding of the integrity operation: In order to continue strengthening the corporate culture of integrity management and to improve the future development of the Company, besides the existing education and training programs for new employees and the internal propaganda of the Company's senior management staff, the Company also intends to normalize and standardize the external training programs which previously held on an irregular basis. By adjusting the training to be held regularly every year and requiring staff at certain level or above to participate in the whole process, the Company's managements will be able to comprehend the latest global concepts, norms and operational strategies related to integrity management, and then review and improve the Company's "Integrity Operation Principles" and "Operating Procedures and Conduct Guidelines for Integrity Management" in order to enhance the effectiveness of the Company's integrity management.

10. Other Company-established corporate governance rules and regulations:

Major rules and regulations

Query methods for disclosure

Memorandum of Association, Rules And Regulations of Shareholders Meetings, Rules of Procedure for Directors’ Meetings, Rules And Regulations of Assets Acquisition And Disposal, Procedures for Lending Funds to Others, Procedures for Endorsements and Guarantees, Audit Committee Charter, Remuneration Committee Charter, Codes of Corporate Governance, Codes of Sustainable Development (Note), Codes of Ethical Conduct, Ethical Corporate Management Best Practice Principles, Insider TradingRules, etc.

MOPS： https://mops.twse.com.tw/mops/web/t100sb04_1 Home > Summaries> Stock code 4807 Official Website: www.regaljewelrygroup.com Investors/ Corporate Governance/ Important Internal Regulations

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11. Other Important Corporate Governance Information:

a. The material stakeholders of the Company based on its operational attribute: employees, clients, suppliers, investors/shareholders The issues of concern to stakeholders, communication channels and communication situations in 2023 was reported to the Board of Directors on November 13, 2023.

Stakeholders	Issues of Concern	Communication Channels	Communication Conditions
Employees	•Salary and Welfare •Business Performance •Talent Recruitment and Retention •Talent Education	•Company Welfare Committee •Grievance System •Satisfaction Survey on Group Meals and Education Training	•Welfare Committee holds every three months •Grievances can be directed to top management via mail or email •Feedback and evaluation for education training via questionnaire
clients	•Innovation Management of Customer Service •Customers Privacy	•Regular Meetings for Communication and Discussion	•Monthly communication meetings for quality control and delivery date
investors/ shareholders	•Labor Relations •Corporate Governance •Sustainability Strategy •Ethics and Integrity	•Annual Shareholders’ Meeting •Financial Statements and Annual Reports •Investor's Hotline and Mailbox, with exclusive personnel to reply	•Add online live streaming service for shareholders and investors to watch and participate in the entire Shareholders' Meeting in real time •The Chairman and the General Manager attend the Shareholders' Meetings in person and respond to shareholders' questions on the spot •Disclosures are made at Shareholders' Meetings, annual reports, and on the Market Observation Post System •Information such as Shareholders' Meetings and Annual Reports are disclosed on the Company's website and on the Market Observation Post System (MOPS) •The Company has set an email address for investors to askquestions andget answers

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Stakeholders	Issues ofConcern	CommunicationChannels	CommunicationConditions
			via mail or telephone
suppliers	•Supply Chain Management •Compliance with Laws and Regulations	•Supplier Meetings and other Business Meetings •Project Meetings	•Regularly hold meeting to communicate via computer video or telephone
Communities	•Regulation Compliance •Occupational Health and Safety •Human Rights •Environment Management •Community Engagement and Public Welfare	•Exclusive Unit for the Communication between the Company and the Community Residents •Sponsor and Participation in Community Events	From January 2023 to present, the Company has dedicated in charitable activities of 131 man time in participation, and a total donation amount of more than 900,000 Thai Baht. Schools: Provide scholarships and various supplies for schools in Kanchanaburi Province and Phitsanulok Province to support school education in action. Environment: In support of the concept of environmental sustainability, the Company initiated mangrove planting activities in Ban Salak, Tha Som Sub-district, Khao Saming District, Trat Province, to green the environment in a practical way. Temples: Provide sponsorships to temples, such as supporting the construction of the Buddha statue at Saphan Hin Temple in Chaiyaphum Province Employee Involvement: The Company leads employees to participate in various charitable activities, such as supporting them to participate in landscape enhancement and environmental cleaning at Chaloem Phra Kiat Park, in order to fulfill the responsibilityofgivingback to

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Stakeholders	Issues ofConcern	CommunicationChannels	CommunicationConditions
			the community and the environment in a practical manner

• b. Please refer to List 1, List 2, List 3, of “ 3. The state of the company's implementation of corporate governance, any departure of such implementation from the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such difference” for continuing education of directors, liability insurance for the Company’s directors, and continuing education/training related to corporate governance of managers.

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1. Status of Implementation of Internal Control System

2. a. Statement on Internal Control

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• b. If accountant is engaged to review internal control, the reasons, the accountant's review opinion, the company's improvement measures, and the improvement status of the deficiencies should be listed: None.

• Regulatory Authorities’ Legal Penalties to the Company or Its Employees, and the Company’s Resulting Punishment on Its Employees for Violations of Internal Control System Provisions, Principal Deficiencies, and the State of Any Efforts to Make Improvements as of the Date of this Annual Report: None.

• Major Decisions of Shareholders’ Meeting and Board Meetings as of the Date of this Annual Report:

• a. Major Resolutions of Shareholders’ Meeting and Implementation Status:

  • (1) Important resolutions of Shareholders' Meetings and implementation status in May 26th, 2023：

    • •Approved the 2022 Business Report and Financial Report.

    • •Approved Distribution of 2022 Earnings.

    • Implementation status: The ex-dividend date was set as July 16th, 2023, and cash dividend distribution date was set as Aug. 1st, 2023, in accordance with the resolution of the shareholders' regular meeting. (Cash dividends per share were NT$ 0.44999999)

    • •Approved Partial Amendments of the Company’s “Articles of Association”.

    • Implementation status: The change was sent to the Cayman Islands for registration in June,2022, and announced on official website.

    • •Approved Re-election of the 6th term of Directors and Independent Directors.

    • •Approved Partial Amendments to some provisions of the Company’s” Rules and Regulations of Shareholders Meetings”.

    • •Approved Partial Amendments to some provisions of the Company’s” Rules and Regulations”.

    • •Approved Removal of Restriction about Business Strife Limitation Clause against the Company's new Directors.

b. Major Resolutions of the Board of Directors and Implementation Status:

Date	Major Resolutions	Implementation Status
2023.02.23 18thBoard meeting in 5th Term	1.The Company's 2022 business report, financial report and 2023 business plan.	Been listed in the Ratifications in general shareholders’ meeting in 2022
	2.The Company's compensation proposal for directors in 2022.	Been listed in the report items in general shareholders’ meeting in 2023
	3.The Company's compensation proposal for employees in 2022.	Been listed in the report items in general shareholders’ meeting in 2023
	4.The 2022 surplus distribution proposal.	Been listed in the Ratifications in general shareholders’ meeting in 2023
	5.The 2022 internal control statement proposal.	Approved and completed the announcement

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	6.The formulation of the Company’s” General Principles for Pre-Approval of Non-confirmation Service Policy”.	Approved and completed the announcement
	7.The” Pre-Approval of Non-Confirmation Service in 2023” provided by KPMG Taiwan.	Approved and completed the announcement
	8.The” Pre-Approval of Non-Confirmation Service in 2023”provided by KPMG Taiwan.Discuss and approve the 2023 public accountant audit fee of the Company and its subsidiaries.	Approved and completed the announcement
	9. The proposal to nominate a list of candidates for the 6thTerm of directors and independent directors.	Been listed in the Election items in general shareholders’ meeting in 2023
	10.About removal of the Company's new director’s restriction against business strife limitation clause.	Been listed in the other proposals in general shareholders’ meeting in 2023
	11. The proposal of convening the Company's 2023 shareholders meeting.	Approved and completed the announcement
	12.The proposal to accept more than one percent of shareholders' proposals.	Approved and completed the announcement
	13.The proposal to accept more than one percent of shareholders' nominating directors (including independent directors) related matters.	Approved and completed the announcement
	14.Partial amendments to some provisions of the Company’s” Articles of Association”.	Been listed in the discussion items in general shareholders’ meeting in 2023
	15.Partial amendments to some provisions of the Company’s” Code of Corporate Governance”.	Been listed in the report items in general shareholders’ meeting in 2023
	16.Partial amendments to some provisions of the Company’s” Code of Sustainable Development”.	Been listed in the report items in general shareholders’ meeting in 2023
	17.Partial amendments to some provisions of the Company’s” Rules for Financial and Business Operations between Related Parties and Related Companies”.	Approved and completed the announcement
	18.The adjustment of organization structure of Regal Holding Co., Ltd.	Approved and completed the announcement
	19.The capital reduction to make up for losses in subsidiary Reunite Inspiring Creation Co., Ltd. (RIC).	Approved and completed the announcement
	20.The proposal of increasing investment in subsidiary Reunite Inspiring Creation Co., Ltd. (RIC).	Approved and completed the announcement
2023.05.12 19thBoard meeting in 5th Term	1. The Company's proposal of the consolidated financial reports of 2023Q1.	Approved and completed the announcement
	2. The formulation of the Company’s” Organization Procedures of Sustainable Development Committee”.	Approved and completed the announcement
	3. The formulation of the Company’s” Organization Procedures of Risk Management Committee”.	Approved and completed the announcement
	4. The solar panel construction project of important subsidiary Regal Jewelry Manufacture Co., Ltd. (RJM)	Approved and completed the announcement.

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2023.05.26 1stBoard meeting in 6th Term	1. The election of Chairman of 6thBoard of Directors.	Approved and completed the announcement
	2. The membership of Company's 5thRemuneration Committee.	Approved and completed the announcement
	3. The membership of the Company's 5thAudit Committee.	Approved and completed the announcement
	4. The establishment of the Company's Sustainable Development Committee and the appointment of the membership of 1st SustainableDevelopment Committee.	Approved and completed the announcement
	5. The establishment of the Company's Risk Management Committee and the appointment of the membership of 1stRisk Management Committee.	Approved and completed the announcement
2023.08.26 2ndBoard meeting in 6th Term	1. The Company's proposal of the consolidated financial reports of 2023Q2.	Approved and completed the announcement
	2. Partial amendments to some provisions of the Company's “Rules for Financial and Business Operations between Related Parties”.	Approved and completed the announcement
	3. The important subsidiary Regal Jewelry Manufacture Co., Ltd. (RJM) apply for the renewal of the credit line for the solar panel construction project from United Overseas Bank Thailand (UOB).	Approved and completed the announcement
	4. The Company's proposal to apply for the renewal of the credit line from Taishin International Bank.	Approved and completed the announcement
	5. The proposal of increasing investment in subsidiary Regal Management Solution Co., Ltd. (RMS)	Approved and completed the announcement
2023.11.13 3rdBoard meeting in 6th Term	1 The Company's proposal of the consolidated financial reports of 2023Q3.	Approved and completed the announcement
	2. The Company's 2024 audit plan.	Approved and completed the announcement
	3. The amendment of some provisions of the Company's”Code of Practices on Corporate Governance”.	Approved and completed the announcement
	4. The amendment of some provisions of the Company's”Rules of Procedures for Shareholders' Meetings”.	Been listed in the discussion items in general shareholders’ meeting in 2024
	5. The Company's proposal to dissolve and liquidate its subsidiary Reunite Inspiring Creation Co., Ltd. (RIC).	1. Approved and completed the announcement. 2.The cancellation procedureinprogress.
	6. The Company's proposal to dissolve and liquidate its subsidiary Regal Management Solution Co., Ltd. (RMS).	1. Approved and completed the announcement. 2.The cancellation procedureinprogress.
	7. The Company's proposal to dissolve and liquidate its sub-subsidiary Linden Integrated Co., Ltd. (Linden).	1. Approved and completed the announcement. 2.The cancellation procedure inprogress.

15.Major Issues of Record or Written Statements Made by Any Director Dissenting to Important Resolutions Passed by the Board of Directors as of the Date of this Annual Report: None.

16.Resignation or Dismissal of Chairman, President, and Heads of Accounting, Finance, Internal Audit and R&D during 2023 and as of the Date of this Annual Report: None.

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E. Accountant Fee Information

1. Range of Accountants’ Fees

Unit: NT$000

Name of Accounting Firm	Name of Accountant	Accountants' audit period	Audit Fee	Non-audit Fee	Total	Note
KPMG	CHANG, CHUN-I	Jan. 01,2023 to Dec. 31,2023	3,960	-	3,960	Adjustment of positions within the accounting firm
	CHAO, MIN-JU

Please specify the non-audit services (e.g. tax visa, confirmation, or other financial consulting services): None.

Note: If the Company changes its accountant or accounting firm during the year, please list the audit period and state the reasons for the change in the remarks column, and disclose the information of audit and non-audit fees paid in order. The non-audit fees should be accompanied by a description of the services provided.

• 2.If the accounting firm has been changed or the audit fee paid in the year of changing accounting firm is less than the audit fee paid in the year before change, the amount of the audit fee before, the amount of the audit fee after the change, and the reasons for changes shall be disclosed: None.

• 3.If the audit fee has decreased by 10% or more from the previous year, the amount, percentage and reason for the decrease in audit fee shall be disclosed: None.

• F. Information of changing Accountant

• About Former Accountant : None.

• About Successor Accountant : None.

• G. The Company’s chairman, general manager, or any managerial officer in charge of finance or accounting matters has in the most recent year held a position at the accounting firm of its CPA or at an affiliated enterprise: None.

• H. Transfer & pledge of stock equity by directors, supervisors, managerial officers, and holders of 10% or more of company shares

• Changes in shares of Directors, supervisors, managerial officers, and major shareholders

Name	Year 2023	Year 2023	Year 2024 as of the Date ofthisAnnual Report	Year 2024 as of the Date ofthisAnnual Report
	Shareholding Increase/ Decrease	Pledged Shares Increase/ Decrease	Shareholding Increase/ Decrease	Pledged Shares Increase/ Decrease
Solar Jewelers GroupCorp.	－	－	－	－
Representative: PHACHARAPON PHAIBOONSUNTORN	－	－	－	－

133

Director / Deputy General Managers, Production	Hyperion Trading Co., Ltd.	－	－	－	－
	Representative:SARAYUTH MUNGCHITVITSAVAKORN	－	－	－	－
Director/ Deputy General Managers, Sales (Note 1)	OrlogGlobal Co.,Ltd.	－	－	－	－
	Representative: LIN, CHIU-I	－	－	－	－
Director	Unique Global Investment Inc.	－	－	－	－
	Representative: LIN,CHIN-SAN	－	－	－	－
Independent Director	LEE, TSUNG-PEI	－	－	－	－
Independent Director	YEH, KUANG-CHOU	－	－	－	－
Independent Director	GUAN, JYH-LIANG	－	－	－	－
General Manager	LIN,JU-YING	－	－	－	－
Finance/ Accounting Supervisor	NARISSARRANEE KEATBHOONYARRITH (Note)	－	－	－	－
Note : Finance & Accounting Supervisor who changed English name form NARISSA KIEATBUNYARIT to NARISSARRANEE KEATBHOONYARRITH on Augt,2023.

1. Share transfer with related parties: None.

2. Share pledges with related parties: None.

134

I. Information on relationships among the top ten shareholders

March 31, 2024; Unit: shares

Name	Shareholding	Shareholding	Spouse & Minor Shareholding	Spouse & Minor Shareholding	Shares Held through Other Parties Shares held	Shares Held through Other Parties Shares held	Name and Relationship between the Company's 10 largest shareholders	Name and Relationship between the Company's 10 largest shareholders	Remarks
	Shares	%	Shares	%	Shares	%	Name	Relationship with representative
Solar Jewelers Group Corp.	13,760,000	35.84%	─	─	─	─	(1) Arianna Investment Co., Ltd. (2)PHACHARAPON PHAIBOONSUNTORN (3) Profitable Investments Limited	(1) same person (2) same person (3) first-degree relative	─
Representative: PHACHARAPON PHAIBOONSUNTORN	925,800	2.41%	─	─	2,549,559	6.64%			─
Arianna Investment Co., Ltd.	2,549,559	6.64%	─	─	─	─	(1) Solar Jewelers Group Corp. (2)PHACHARAPON PHAIBOONSUNTORN (3) Profitable Investments Limited	(1) same person (2) same person (3) first-degree relative	─
Representative: PHACHARAPON PHAIBOONSUNTORN	925,800	2.41%	─	─	2,549,559	6.64%			─
Cordelia Global Investment Co., Ltd.	1,655,203	4.31%	─	─	─	─	(1) Olivia Global Marketing Co., Ltd. (2) Morning Star Group Corp. (3) Elemental Creation Inc. (4) Profitable Investments Limited	(1) first-degree relative (2) first-degree relative (3) second-degree relative (4) first-degree relative	─
Representative: LIN, JU-YING	324,800	0.85%	─	─	1,655,203	4.31%			─
Hyperion Trading Co., Ltd.	1,463,682	3.81%	─	─	─	─	─	─	─
Representative: SARAYUTH MUNGCHITVITSAVAKORN	284,800	0.74%	－	－	1,463,682	3.81%			─
Ausrine Marketing Corp.	1,276,800	3.33%	─	─	─	─	─	─	─
Representative: LAI, CHIN-HO	─	─	─	─	─	─			─

135

Name	Shareholding	Shareholding	Spouse & Minor Shareholding	Spouse & Minor Shareholding	Shares Held through Other Parties Shares held	Shares Held through Other Parties Shares held	Name and Relationship between the Company's 10 largest shareholders	Name and Relationship between the Company's 10 largest shareholders	Remarks
	Shares	%	Shares	%	Shares	%	Name	Relationship with representative
Olivia Global Marketing Co., Ltd.	1,276,800	3.33%	─	─	─	─	(1)Cordelia Global Investment Co., Ltd. (2) Elemental Creation Inc. (3) Morning Star Group Corp. (4) Profitable Investments Limited	(1) first-degree relative (2) first-degree relative (3) spouse (4) second-degree relative	─
Representative: LIN HUANG, A-YUAN	─	─	160,000	0.42%	1,276,800	3.33%			─
Morning Star Group Corp.	1,148,716	2.99%	─	─	─	─	(1)Cordelia Global Investment Co., Ltd. (2) Elemental Creation Inc. (3) Olivia Global Marketing Co., Ltd. (4) Profitable Investments Limited	(1) first-degree relative (2) first-degree relative (3) spouse (4) second-degree relative	─
Representative: LIN, PI-YUAN	160,000	0.42%	─	─	1,148,716	2.99%			─
Elemental Creation Inc.	989,123	2.58%	─	─	─	─	(1) Morning Star Group Corp. (2) Olivia Global Marketing Co., Ltd. (3)Cordelia Global Investment Co., Ltd.	(1) first-degree relative (2) first-degree relative (3) second-degree relative	─
Representative: LIN, CHIN-SAN	160,000	0.42%	─	─	989,123	2.58%			─
PHACHARAPON PHAIBOONSUNTORN	925,800	2.41%	─	─	2,549,559	6.64%	(1) Solar Jewelers Group Corp. (2) Arianna Investment Co., Ltd. (3) Profitable Investments Limited	(1) same person (2) same person (3) first-degree relative	─
Profitable Investments Limited	892,000	2.32%	─	─	─	─	(1) Solar Jewelers Group Corp. (2) Arianna Investment Co., Ltd. (3)Cordelia Global Investment Co., Ltd. (4) Olivia Global Marketing Co., Ltd. (5) Morning Star Group Corp. (6) Elemental Creation Inc.	(1) first-degree relative (2) first-degree relative (3) first-degree relative (4) second-degree relative (5) second-degree relative (6) first-degree relative	─
Representative: NATTHANISA PHAIBOONSUNTORN	─	─	─	─	892,000	2.32%			─

Note: If abovementioned juristic person is also a director, the representative of the juristic person is the director or its representative is the appointed man of its juristic-person of first meeting of Sixth-term B.O.D.; the rest of representatives are the authorized signatory of its own juristic person.

136

J.The total number of shares and total equity stake held in any single enterprise by the Company, its directors and supervisors, managers, and any companies controlled either directly or indirectly by the Company

. directors and supervisors, managers, Company	, and any companies controlled either directly or indirectly by the	, and any companies controlled either directly or indirectly by the	, and any companies controlled either directly or indirectly by the	, and any companies controlled either directly or indirectly by the	, and any companies controlled either directly or indirectly by the	, and any companies controlled either directly or indirectly by the
	Dec. 31,2023 Unit: share;%
Shift in investment	Investment by the Company		Investment by directors, supervisors, managers, direct or indirect controlgroups		Combined investment
	Shares	%	Shares	%	Shares	%
Regal Jewelry Manufacture Co., Ltd.	4,549,998	99.99%	2	0.01%	4,550,000	100.00%
Regal Plating Co., Ltd.	127,500	51.00%	-	-	127,500	51.00%
GIO VAN GOGH (INTERNATIONAL) JEWELRY LIMITED(Note 1)	-	-	-	-	-	-
Regal Management Solution Co., Ltd. (Note 2)	7,392,600	99.90%	7,400	0.10%	7,400,000	100.00%
Linden Integrated Co., Ltd. (Note 3)	392,000	49.00%	-	-	392,000	49.00%
Reunite Inspiring Creation Co., Ltd. (Note 4)	2,250,000	100.00%	-	-	2,250,000	100.00%
Regal Precious Metal Innovation Co., Ltd.	999,000	99.90%	1,000	0.10%	1,000,000	100.00%

Note 1：The Board of Directors approved for the cancellation of subsidiary GIO VAN GOGH (INTERNATIONAL) JEWELRY LIMITED in March 2022, and the cancellation process was completed in October 2023.

• Note 2：The Board of Directors approved for the dissolution and liquidation of subsidiary Regal Management Solution Co., Ltd. in November 2023, and the cancellation procedure is in progress.

• Note 3：The Board of Directors approved for the dissolution and liquidation of subsidiary Linden Integrated Co., Ltd. in November 2023, and the cancellation procedure is in progress.

Note 4：The Board of Directors approved for the dissolution and liquidation of subsidiary Reunite Inspiring Creation Co., Ltd. in November 2023, and the cancellation procedure is in progress.

137

IV. Information on Capital Raising Activities

A. Capital and shares

1. Sources of Capital

a. Process of Capital raising

Unit: 1,000 shares; NT$000

Year/Month	Issued price (NT$)	Authorized Capital Shares	Authorized Capital Shares	Paid-in Capital	Paid-in Capital	Remarks	Remarks
		Shares	Amount (NT$000)	Shares	Amount (NT$000)	Capital sources	Property other than cash offset by the number of shares	Others
Oct., 2014	10			0.001	0.000001	Established	Established	－
		0.001	0.000001
Dec., 2014	10	60,000	600,000	30,000	300,000	Share Exchange	Share Exchange	－
Feb., 2015	25	60,000	600,000	32,000	320,000	Capital increase bycash	－	－
Sept., 2016	83	60,000	600,000	33,920	339,200	Capital increase bycash	－	－
Apr., 2017	66	60,000	600,000	38,160	381,600	Capital increase bycash	－	－
Dec., 2018	0	60,000	600,000	38,500	385,000	new shares for employee restricted stocks	－	－
Aug., 2019	0	60,000	600,000	38,470	384,700	withdrawal new shares for employee restricted stocks	－	－
Mar., 2020	0	60,000	600,000	38,400	384,000	withdrawal new shares for employee restricted stocks	－	－
Aug., 2020	0	60,000	600,000	38,386	383,860	withdrawal new shares for employee restricted stocks	－	－
Nov., 2021	0	60,000	600,000	38,389	383,890	conversion of convertible corporate bond	－	－
Mar., 2022	0	60,000	600,000	38,396	383,960	conversion of convertible corporate bond	－	－

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Unit: 1,000 shares; NT$000

Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000	Unit: 1,000 shares;NT$000
Year/MonthIssued price (NT$) Authorized Capital Shares Paid-in Capital Remarks Shares Amount (NT$000)Shares Amount (NT$000) Capital sources Property other than cash offset by the number of shares Others Mar., 2023 0 60,000 600,000 38,396 383,960 conversion of convertible corporate bond － － Mar., 2024 0 60,000 600,000 38,396 383,960 conversion of convertible corporate bond － － b. Type of issued shares March 31,2024 Unit: sha Type AuthorizedCapitalShares Remarks Issued Outstanding Shares Non-issued Shares Total Registered Common Shares 38,396,032(Note 1) 21,603,698 60,000,000 － Note 1: Convertible corporate bonds convert into corporate stocks. c. Information on shelf registration system: Not applicable. Shareholder Structure March 31,2024
							March 31,2024 Unit: sha				re
		Type	AuthorizedCapitalShares						Remarks
			Issued Outstanding Shares		Non-issued Shares		Total
		Registered Common Shares	38,396,032(Note 1)		21,603,698		60,000,000		－
								March 31,2024
Shareholder Structure Amount			Governments	Financial institutions	Other institutions	Individuals		Foreign institutions & individuals		Total
Members			－	4	168	11,488		26		11,686
Total shares held			－	210,000	2,941,740	101,217,400		279,591,180		38,396,032
Percentage			－	0.05%	0.76%	26.36%		72.82%		100%

				March 31,	2024 Unit: share	2024 Unit: share
Type	AuthorizedCapitalShares Issued Outstanding Shares		Non-issued Shares	Total	Remarks
Registered Common Shares	38,396,032(Note 1)		21,603,698	60,000,000	－

2. Shareholder Structure

March 31, 2024

Note：None of the Company's shares are held directly or indirectly by Chinese investors.

3. Distribution of Shares

• a. Distribution of common shares

139

March 31, 2024

			March 31,2024
Shares	No. of shareholders	Total Share held	Percentage
1～999	10,641	37,041	0.10%
1,000～ 5,000	768	1,563,313	4.07%
5,001～ 10,000	123	957,131	2.49%
10,001～ 15,000	37	487,226	1.27%
15,001～ 20,000	21	397,000	1.03%
20,001～ 30,000	19	468,000	1.22%
30,001～ 40,000	16	564,733	1.47%
40,001～ 50,000	10	464,000	1.21%
50,001～ 100,000	21	1,419,388	3.70%
100,001～ 200,000	7	1,073,000	2.79%
200,001～ 400,000	11	3,379,400	8.80%
400,001～ 600,000	-	-	-
600,001～ 800,000	1	759,000	1.98%
800,001～ 1,000,000	4	3,696,040	9.63%
Over 1,000,001	7	23,130,760	60.24%
Total	11,686	38,396,032	100.00%

b. Preferred Shares: None.

4.List of major shareholders

March 31, 2024 Unit: share

Shares Name of majorshareholders	Shares Held	Shareholdings (%)
Solar Jewelers Group Corp.	13,760,000	35.84%
Arianna Investment Co., Ltd.	2,549,559	6.64%
Cordelia Global Investment Co., Ltd.	1,655,203	4.31%
Hyperion Trading Co., Ltd.	1,463,682	3.81%
Ausrine Marketing Corp.	1,276,800	3.33%
Olivia Global Marketing Co., Ltd.	1,276,800	3.33%
Morning Star Group Corp.	1,148,716	2.99%
Elemental Creation Inc.	989,123	2.58%

140

March 31, 2024 Unit: share

Shares Name of majorshareholders	Shares Held	Shareholdings (%)
PHACHARAPON PHAIBOONSUNTORN	925,800	2.41%
Profitable Investments Limited	892,000	2.32%

141

5. Information on Market Price, Net Worth, Earnings Per Share, Dividend, and relevant information

Unit: NT$; shares

					Unit: NT$;shares
Item	Year		Year 2022	Year 2023	Until March 31, 2024(Note 8)
Market Price Per Share (Note 1)	Highest		28.85	22.45	18.9
	Lowest		18.05	25.95	16.2
	Average		23.66	18.96	17.02
Net Worth Per Share (Note 2)	Before distribution		24.46	22.12	－
	After distribution		24.01	22.12	－
Earnings per share	Weighted average shares		38,396,032	38,396,032	38,396,032
	Earnings per share (Note 3)		0.85	-4.12	－
Dividends per share	Cash dividend		0.44999999 (Note 9)	0 (Note 10)	－
	Stock Dividends	Earnings allotment	－	－	－
		Capital reserve allotment	－	－	－
	Accumulated Unappropriated Dividends (Note4)		－	－	－
Investment return analyses	P/E ratio (Note5)		27.84	－	－
	Price-dividend ratio (Note 6)		46.1	－	－
	Cash dividend yield (Note 7)		2.17%	－	－

• *If shares are distributed in connection with a capital increase out of earnings or capital reserve, further disclose information on market prices and cash dividends retroactively adjusted based on the number of shares after distribution

• Note 1: State the highest and lowest market prices for the common stock and calculate the average market price for each year based on the turnover value and volume of each year.

• Note 2: Please apply the quantity of stock already issued at the end of the year and specify based on the allocation resolved by the shareholders’ meeting of next year.

• Note 3: If it is necessary to make adjustment retroactively due to distribution of bonus shares, please state the earnings per share before and after the adjustment.

• Note 4: If the equity securities issuance terms and conditions provide that the stock dividend unallocated in the year may be accumulated until the year in which earnings allocable are generated, please disclose the accumulated stock dividend remaining undistributed until the then year.

• Note 5: Price / Earnings Ratio = Average Market Price / Earnings per Share

Note 6: Price / Dividend Ratio = Average Market Price / Cash Dividends per Share

Note 7: Cash Dividend Yield Rate = Cash Dividends per Share / Average Market Price

Note 8: The information of net worth per share and earnings per share should be the latest quarter up to the date of publication of this annual report and reviewed and audited by the CPAs. The rest columns should be filled in annual data up to the date of publication of this annual report Note 9: Approved by the Board of Directors on Feb. 23[th] , 2023 Note10: Approved by the Board of Directors on Feb. 26[th] , 2024

6. Dividend Policy and Execution Status

Disclose the dividend policy adopted in the Company's Articles of Association, as well as the dividend distributions proposed at the most recent shareholders' meeting.

142

a. Dividend Policy in the Company's Articles of Association

The Company operates in a market for specific demands and customized products and is in the growth stage. The Board shall prepare the dividend proposal by taking into account the profit of the year, overall development, financial plans, capital need, projection of the industry and the Company's prospects and so on and submit the proposal for the Members' approval. For so long as the shares are traded on the ESM or listed on the TPEx or TSE, if there are profits, in making the profits distribution recommendation, the Board shall set aside out of the profits of the Company for each financial year:

• (1) a reserve for payment of tax for the relevant financial year;

• (2) an amount to offset losses incurred in previous years;

• (3) ten percent (10%) as reserve ("Statutory Reserve"); and

• (4) a special surplus reserve as required by the applicable securities authority of the R.O.C. under the Applicable Public Company Rules.

• If there should be any remaining profits, subject to the discretion of the Directors, after combining all or part of the accumulated undistributed profits in the previous years and the reversed special surplus reserve, the combined amount shall be allocated as dividends to the Members in proportion to their shareholdings. Subject to the Law and the Applicable Public Company Rules and unless otherwise resolved by the Board and the Members, and after having considered the financial, business and operational factors of the Company, the dividends shall not be less than fifty percent (50%) of profit after tax of the relevant year. The distribution may be made by way of cash dividends or by way of stock dividends or a combination thereof, provided that, the cash dividends shall not be less than thirty percent (30%) of the total amount of dividends payable.

• b. Dividend distribution planned (already) discussed this year：

The company's 2022 earnings distribution plan was proposed and approved by the board of directors on February 23, 2023. This case has been submitted to the shareholders' regular meeting for approval on May 26, 2023.

Unit: NT$

	Unit: NT$
Items	Year 2022
Earnings per share	0.85
Cashdividends pershare	0.44999999
Amount ofcashdividends	17,278,214
Dividend Payout Ratio	52.94%

• c. Forecast of the major change of dividends’ policy: None.

• Impact of planned issuance of bonus shares on the Company’s business performance and earnings per share:

• The company does not disclose financial forecast information for 2023, and there is no issuance of bonus shares this time, so it is not applicable.

• Remuneration to employees, directors, and supervisors (the Company needs no supervisors)

• a. Rate or range on remuneration to employees, directors, and supervisors, as set forth in the Company’s Articles of Association:

  • According to the Article 14.4 of the Articles of Association, if there is profit for the year, the Company shall set aside no less than one percent (1%) of the pre-tax profit as employee compensation and no more than three percent (3%) of the pre-tax profit as compensation for the Directors. However, if the Company has accumulated losses in previous years, it shall reserve an amount of the pre-tax profit for offsetting the accumulated losses. The employee compensation referred to in this Article 14.4 shall be distributed in the form of stock or cash and may be distributed to employees of the Company's Subsidiaries, if such employees

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satisfy certain qualifications as may be resolved by the Board from time to time.

• b. The estimation basis of the remuneration amount to employees, directors, and supervisors for the current period; the estimation basis of the number of shares of stock dividend to employees; and the accounting treatment of the discrepancy, if any, between the actual distributed amount of employees’ stock bonus and estimated figure thereof: The estimated compensation for employees and directors in the current period is consistent with the actual distribution. If there is any profit in the current year, no less than 1% shall be allocated for employees' remuneration, and no more than 3% shall be allocated for directors’ remuneration. However, when the company has accumulated losses, it shall reserve the compensation amount in advance. Remuneration for employees in the preceding paragraph can be paid in stocks or cash, and the recipients include employees of affiliated companies who meet certain conditions. If there is a difference between the actual distribution amount and the estimated amount, it shall be dealt with according to the accounting change, and the effect of the change shall be recognized as the profit or loss of the next year.

• c. Information on any approval by the board of directors of distribution of compensation:

• (1) The amount of any employee compensation distributed in cash or stocks and compensation for directors and supervisors. If there is any discrepancy between that amount and the estimated figure for the fiscal year these expenses are recognized, the discrepancy, its cause, and the status of treatment shall be disclosed: On Feb. 23, 2023, the company’s Board of Directors approved a cash payment of NT$ 43,300,773 for employees’ remuneration and NT$ 0 for directors’ remuneration. It is planned to be paid in cash after the report at the General Shareholders' Meeting. There is no difference between proposed amount and estimated amount of remuneration for employees and directors mentioned above.

• (2) The amount of any employee remunerations distributed in stocks, and the size of that amount as a percentage of the sum of the after-tax net income stated in the parent company only financial reports or individual financial reports for the current period and total employee remuneration:

No allotment of stocks to employees.

• d. Shareholders’ meeting reports on distribution of remuneration and results:

• (1) Report the final amount of cash, stock dividends and directors' remuneration to employees to the shareholders' meeting. If there is any discrepancy with the allocation determined by the board of directors, the discrepancy, reasons and handling should be disclosed:

The company's remuneration package for directors and employees in 2022 has been distributed in cash after passing the resolution of the board of directors on February 23, 2023 and submitting the report to the regular shareholders' meeting on May 26, 2023. The proposed amount of the remuneration for the above-mentioned employees and directors is to be distributed There is no difference from the estimated number.

• e. The actual distribution of the remuneration of employees, directors and supervisors (the company does not need to set up supervisors) in the previous year (including the number of shares distributed, the amount and stock price), and any differences between it and the recognized remuneration of employees, directors and supervisors should be reported Clearly explain the differences, reasons and treatment situations：

• The company distributed employee remuneration of RMB 2,819,258 and directors' remuneration of RMB 1,409,629 in 2021. After the board of directors passed the resolution on March 11, 2022 and submitted the report to the shareholders' regular meeting on June 10,

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2022, it has been distributed in cash. The actual distribution There is no difference in the estimates for the years in which expenses are incurred and recognized.

9. Share repurchases: None

B. Section on Corporate Bonds:

Situation of Corporate Bonds

. Section on Corporate Bonds: tuation of Corporate Bonds	. Section on Corporate Bonds: tuation of Corporate Bonds
Corporate Bond Type（Note 1）		handle in accordance with the company's “Issuance and Conversion Measures of Convertible Corporate Bond” （Note 4）
Issue (Execution)Date		109/12/02
Denomination		NT$100 thousand ofeachbond
Issuingand transaction location（Note 2）		Not applicable
Issue price		100.5(Issues atPremium)
Totalprice		NT$251,250 thousand
Coupon rate		0%
Tenor		Three yearsMaturity:Dec. 02,2020-Dec. 02,2023
Guarantee agency		None
Consignee		Taishin International BankCo.Ltd.
Underwritinginstitution		TaishinSecurities Co.,Ltd.
CertifiedLawyer		CHIU,YA-WEN
Certified Public Accountant		LU,LI - LY、KUAN,CHUN-HSIU
Repayment method		repaid in cash according to face value of the bond at maturity
OutstandingPrincipal		NT$887,000 thousand up to the date of Dec.02,2023
Terms of redemption or advance repayment		handle in accordance with the company's “Issuance and Conversion Measures ofConvertible CorporateBond”
Restrictive clause (Note 3)		None
Name of credit rating agency, rating date, rating of corporate bonds		None
Other rights attached	Converted amount of (exchange or stock warrant) Common Stocks, Global Depositary Receipts, or other securities up to the publication date of the annual report.	converted 10,032 shares as of the publication date of the annual report on Dec. 02, 2023
	Issuance and conversion method (exchange or stock warrant)	refer to the issuance and conversion measure of the first unsecured convertible corporate bonds in R.O.C.
Issuance and conversion, exchange or subscription method, issuing condition dilution, and impact on existing shareholders’ equity		As of the deadline on December 2, 2012, the principal amount of unconverted corporate bonds repaid amounted to NT$88,700. There is no possible dilution of equity and no impact on existing shareholders’ equity.
Transfer agent		Not applicable

Note 2：The number of fields will be adjusted according to the actual number of transactions.

Note 3：For those who belong to overseas corporate bonds

Note 4：Such as restricting the distribution of cash dividends, foreign investment or requiring the maintenance of certain assets, etc.

Note 5：If it is a private placement, it should be marked in a prominent way.

Note 6：For those belong to convertible corporate bonds, exchangeable corporate bonds, corporate bonds under helf registration or corporate bonds with warrants, they should be disclosed in a tabular format according to characteristics and then disclose relative information.

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Data of Convertible Bond

Types of Corporate Bonds（Note 1）	Types of Corporate Bonds（Note 1）	the first unsecured convertible corporate bonds	the first unsecured convertible corporate bonds	the first unsecured convertible corporate bonds	the first unsecured convertible corporate bonds
Iterm	Year	Year 2020	Year 2021	Year 2022	Current year until Dec. 2, 2023 (Note 4)
Price of Convertible Corporate Bonds （Note 2）	Highest	106.95	106	102.8	99.95
	Lowest	100.5	95	98.3	97.05
	Average	102.73	101.08	100.55	99.18
Conversion price		30.5	29.9	27.8	27.2
Issuance (transaction) date and conversion price at the time of issuance		Issued date：December 2nd, 2020 Conversion price when issued：30.5 NTD
Method of fulfilling the conversion obligation（Note 3）		by issuing new stocks	by issuing new stocks	by issuing new stocks	by issuing new stocks
Note 1：The number of fields will be adjusted according to the actual number of transactions. Note 2：If there are multiple trading locations for overseas corporate bonds, they will be listed separately according to the trading locations. Note 3：Delivery of issued shares or issuance of new shares Note 4：The data for the current year as of the publication date of the annual report should be filled in.

C. Preferred Share: None.

• D. Global Depository Receipts (GDR): None.

• E. Subscription of warrants for employees: None.

• F. Subscription of new shares for employee restricted stocks: None.

• G. Issuance of new shares due to acquisition of shares of another company: None.

• H. Implementation of fund usage plan: None.

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V. Overview of Business Operations

A. Description of the business

1. Description of the business

a. Scope of business

The Company is a holding company and the major subsidiary, Regal Jewelry Manufacture Co., Ltd., has the actual operating function. Regal Jewelry Manufacture Co., Ltd. focuses on the design, manufacture, and sales of jewelry and accessories. Regal Plating Co., Ltd. focuses on the jewelry plating. And the newly established Regal Precious Metal Innovation Co., Ltd. specializes in metal recycling and refining services.

b. Operational proportion

Unit: NT$000; %

perational proportion			Unit: NT$000; %	Unit: NT$000; %
Year Major products	Year 2022		Year 2023
	Amount	%	Amount	%
design, manufacture, and sales ofjewelryand accessories	1,557,921	94.37	1,078,151	93.86
Jewelry plating	92,985	5.63	70,579	6.14
Total	1,650,906	100.00	1,148,730	100.00

• c. Current product items

• (1) The jewelry design and manufacture service in brass, 925 silver, and 9K, 10K, 14K, to 18K gold or rose gold, including necklaces, pendants, earrings, brooches, bracelets, beads, rings and cufflinks, etc. In addition, we also provide related products such as metal sheets, findings, chains, accessories and wires.

• (2) The plating service for jewelry product, from 1-Tone plating for all kinds of precious metals, to 2-Tone plating and Multi-Tone plating service.

• (3) Metal recycling and refining services. Customers give us the silver scrap generated from production processes, and then we recycle them into silver grains of 99.99% purity for customers.

• d. New products and services to be developed

In the past, people used to use jewelries as products for their descendants, festivals, etc. The more valuable the jewelries are, the more significant they are to people, but with the changing trend of the times, jewelries are gradually evolving into personalized products that meet the trend of the generations and the expectations of the public. In addition to accumulating a lot of experience and knowledge in jewelry manufacturing, we also participate in major jewelry shows around the world every year and keep abreast of international market trends through the media such as news, newspapers, magazines, online

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media and professional databases in order to create trendy and personalized products.

The Company's future product development directions are summarized as below:

• i. Fashionable products: silver jewelry, pendants, rings, bracelets, earrings, bracelets and necklaces that meet the future trend of Europe and America. Develop convertible combination personalized jewelry, new metal jewelry style, and products of setting-stone-on-wax series.

• ii. Themed products like silver jewelry, earrings, necklaces, and bracelets.

• iii. Brand cooperation: jointly design and produce special jewelry products and distribute them in the Asian market through brand licensing.

• iv. Strategic cooperation: cooperate with different types of downstream clients to increase sales channels.

2. Overview of the Industry

• a. Current status and development of the industry

• (1) Overview of the jewelry industry

In early days, jewelry was positioned as a rare, precious and unique cultural attribute, symbolizing not only status and wealth, but also carrying human emotions and thoughts. However, through the evolution of time, it has become fashionable for modern consumers to beautify their lives with jewelry, and wearing jewelry is seen as a personal style, fashionable and trendy, as well as practical and aesthetic. With the recent rotation of the era wheel and the growing popularity of mobile technology, the jewelry industry is enjoying a booming market, and jewelry brands are making more of their profits from design-based products rather than purely high-value gemstone products. In today's jewelry market, brands need not only design, uniqueness and quality image, but also pricing power to appeal to the general consumer market. The global jewelry market is currently dominated by small players and major players competing with each other, major players ensure their long-term position in jewelry market through key strategies such as strategic acquisitions and mergers, product innovation, joint ventures through partnerships and geographical expansion. Among them, the main strategy is to build jewelry brands through partnerships or mergers and acquisitions to enhance added value.

(2) The Status of Jewelry Brand Development

• A. Definition of jewelry boutique industry

• According to the Global Industry Classification Standard (GICS) compiled by Morgan Stanley (MSCI) and Standard & Poor's (S&P), the full name of the boutique industry is "Apparel, Accessories & Luxury Goods", its main products include designer handbags, wallets, suitcases, jewelry and watches, etc. Among them, the fine jewelry products was defined as the products produced by the original unpolished gems, precious metals or

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other items are designed, processed, produced and packaged. In early days, jewelry not only symbolized status and wealth, but also carried human emotions and thoughts. However, through the evolution of time, for modern consumers, wearing jewelry is seen as an expression of personal style, fashion and trend, as well as practicality and aesthetics. In recent years, the use of technology has made jewelry more and more exquisite, and it has become a collector's item, like a work of art. The jewelry industry is no longer just a traditional handcrafted industry, but a boutique industry that brings jewelry to life through storytelling and offers a personal taste.

B. Luxury industry overview

According to the latest report released by Bain & Company at the beginning of 2024, the global luxury goods market is expected to grow by 11%-13% to 1.5 trillion euro in 2023 compared to 2022, with fixed exchange rates. Bain & Company divided the global luxury market into nine categories, including personal luxury goods, luxury cars, luxury hospitality, fine wines & spirits, gourmet food & fine dining, high-end furniture & housewares, fine art, private jets and yachts, and luxury cruise, of which luxury cars, luxury hospitality, and personal luxury goods together account for more than 80% of the total market.

The Scale of Worldwide Luxury Market

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Source：Bain & Company

Total personal luxury goods spending in 2023 will reach 362 billion euro, an increase of 8% compared to last year under the fixed exchange rate. Among the products in the personal luxury goods market in 2023, leather goods account for the highest market share, followed by apparels, beauty products, watches, jewelry and shoes. Among them, apparels and jewelry have the most outstanding growth rates, with both reaching 5%-6% growth in global market value compared to 2022.

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The Scale of Global Personal Luxury Goods Market

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Source：Bain & Company

Global Personal Luxury Goods Market, By Product Category

==> picture [411 x 212] intentionally omitted <==

Source：Bain & Company

In terms of global market regions, Europe will replace the Americas as the region with the highest proportion of personal luxury goods sales in 2023, accounting for 28% of the total, followed by Americas and China. Although local consumer purchases in Europe have declined due to general economic uncertainty, Europe has regained its

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position as the region with the highest sales of personal luxury goods due to a significant increase in tourist arrivals from the United States and the Middle East, with the growth of 250% and 170%, respectively. In the Americas, sales declined by 8% in 2023 compared to 2022 as part of sales shift to Europe through tourist spending. Elsewhere, China's growth is slowing from the beginning of 2023 due to the general economic environment, while Japan is the fastest growing region globally in 2023 due to the weakening of the Japanese yen, with a 17% increase in constant exchange rate; and the Middle East is also an important factor in the growth of the personal luxury goods market in 2023, with Dubai and Saudi Arabia at the heart of the region and still with strong market potential. However, with the recent impact of the war, there is likely to be greater uncertainty in the coming months.

Share of Global Personal Luxury Goods Market, By Region

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Source：Bain & Company

The year 2023 is an unsettling one for the luxury industry. After a remarkable double-digit growth rate rebound in the two years following the epidemic, growth has now tapered off into the lower single digits. While this normalization is predictable, not every company will be able to successfully navigate this trend. In 2023, only about two-thirds of companies will grow, compared to about 95% in 2021-2022. In this changing environment, the future trend in the luxury industry will be toward higher prices and developments in channels of higher profit margins. To achieve these goals, brands are expected to increase marketing spending to raise brand awareness, modernize their operations by investing in various digital technologies, remodeling their stores, and strengthening the quality and quantity of their staff. Looking forward, growth in the luxury market will be driven by increased consumer confidence, growth in travel spending, recovery in the United States, and accelerated growth in China and the Middle East. According to Bain & Company, the personal luxury goods market is

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expected to grow at an annual rate of 5%-7% through 2030, bringing the overall size of the luxury goods market to 540-580 billion euro by the end of 2030.

C. Jewelry market overview and development

Jewelry is one of the oldest personal adornments, whether it's a luxurious diamond necklace or a simple charm bracelet, it instantly adds style and confidence to the wearer. The market revenue of jewelry comes mainly from China, followed by the United States and India. According to Grand View Research, spending on jewelry for wedding ceremonies and celebrations continues to be an important factor in the growth of the jewelry market, especially in India. The growing acceptance of jewelry by men due to changing perceptions is also a driving force in the jewelry market. In terms of materials, gold jewelry continues to hold the largest share of the market, while diamonds are becoming increasingly popular among consumers. Both natural diamonds, and synthetic laboratory diamonds which are emerging as a result of global concerns about sustainability, have seen growth in market value. In addition, according to Polaris Market Research, the jewelry industry is expected to continue to grow steadily through 2030.

2018-2030 Global Jewelry Market Value

==> picture [383 x 179] intentionally omitted <==

Source：Polaris Market Research

In terms of product categories, jewelry products can be mainly divided into five categories: necklaces, rings, earrings, bracelets (chains) and others. According to the report of Grand View Research, in 2023, rings are the largest sales, with a market share of about 33.8%. According to analysis of Grand View Research, the growth in global ring sales is driven by increasing demand for wedding bands and a growing preference for dressing collocation. Although the youth generation of consumers has a less

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traditional view of marriage, they still tend to create a strong bond between love and ring. That's why rings are their first choice, whether it's an engagement ring or a proposal ring. In addition, ring sales among the male consumer segment have been on the rise in recent years due to improvements in men's jewelry designs and increased global awareness of men's fashion, which has also become a key trend in the market. In the bracelet market, the growing popularity of cross-cultural designs is one of the key factors contributing to the increase in demand for bracelet products globally, and it is expected that products inspired by Egyptian, European and Italian cultures have the opportunity to gain attention in the foreseeable future. Earrings, on the other hand, are generally considered to be the more eye-catching items of the jewelry, as they are one of the most commonly worn jewels due to their ease of use, and are often paired with other accessories such as necklaces or bracelets. Therefore, the growth in demand for other jewelry, such as necklaces and bracelets, is likely to translate into increased sales of earrings at the same time.

• b. the links between the upstream, midstream, and downstream segments of the industry supply chain

Fine jewelry industry is one of the industries with long history. The chain of industry is pretty mature and the supply chain can be divided into upstream: raw material and equipment suppliers that supply the precious metals and gems for jewelry production, and production of manufacturing equipment for stone setting; midstream: design and manufacturers, mainly focus on jewelry designs, components, and mold manufacturing, automated process equipment, and the follow-up production and sales; downstream: distributors, mainly through the global and regional brands to enter the retails in order to sale to consumers. The Company is a jewelry design, manufacture, and sales company that belongs to midstream. The Company introduced various materials from upstream raw material suppliers, such as gold, silver, and platinum and then after the process of designing, molding, casting, stamping, grinding, stone setting, soldering, polishing, plating, and packing, finish products will be delivered to the downstream distributors to sale products to customers in need. The relations between the up, middle and down streams of the Company's industry is shown as following:

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• c. Development trends of products

(1) Customized craft arts

For aspects of design and manufacture of products, the Company values various skills of jewelry manufacture. The nature of products is mainly based on metal casting and hand-set stone, including pendants, rings, wristbands, earrings, bracelets, necklaces, cufflinks, and pins. In the future, besides continuously accumulating experience and knowledge of jewelry manufacture, the Company will also make products more personalized and customized by combining aesthetic designs and craft art skills as a basis for constantly innovation.

(2) Focus on design features

With the change of consumption habits, the young people nowadays prefer personalized and refined products which are sophisticated, small, delicate, not over-designed, and complied with invigorating colors. The whole piece of jewelry that are more vivid and eye-catching simplified styles are more attracted to working women; while fashionable jewelry that emphasizes design senses and personal tastes cater to the mid and high-end consumer purchase intention. Therefore, the Company has been studying how to combine the design characteristics of jewelry with consumers' preferences, so that jewelry can give consumers a lively, interesting, fashionable and noble atmosphere while exuding their unique personal taste.

(3) Leading fashion trends

The prediction of fashion trends and the accuracy and immediacy of information acquisition are highly important in jewelry boutique industry. How to grasp the current

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trends and provide clients with the latest product choices; and further enhance the compactness between the supply and demand sides to maintain good relationship and interaction is an important issue for jewelry design manufacturers. Therefore, the Company collects and predicts international trend information through databases, various print media and online media, in order to grasp the future fashion information, design corresponding jewelry styles, and combine with different colors and styles to produce products that can lead the next generation of trends. Every year, the Company plans several new design collections and launch new products every season for our clients to sample. We uphold the principle of customization, stay ahead of the trend and feedback the latest information to our clients.

(4) Competition

The Company is in the fashion industry, the product changes quickly and the style is various. Although there are many manufacturers of jewelry, most of them are small processing factories, and most of them are based on imitating the products that cannot lead the trends. In light of that, the Company avoids highly competitive consumer markets, focusing in niche markets with small quantities and customization. In addition to producing refined jewelry for clients, the Company also provides customized service. The Company introduces design drawings for clients to choose and then produced by master craftsmen with exquisite craftsmanship. For example, the Company is favored by internationally renowned jewelry boutiques, and the rose-gold series and K-gold products are the best examples. It is not easy for a manufacturer to enter this market segment without having both forward-looking design capability, excellent craftsmanship and production flexibility. Therefore, for the Company, there is still room and the possibility for future growth.

1. Overview of the technologies and its research and development work

2. a. Technique level and research development of business

3. Tradition jewelry industry is an industry which is highly dependent on artificial technology, has complex procedures, long production time, and varying product quality and other characteristics. The process begins with designing, designers draw out the style images of ideas, manufacture the jewelry molds by handmade, and then are the processes of pressing, casting, stamping, grinding, stone setting, soldering, polishing, plating, and packing.

In order to satisfy clients’ requests, the Company combines traditional craftmanship and technology. From the initial design process, 3D models were created using advanced 3D graphics software to communicate with customers to reduce manual work time, and the

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Company also uses 3D printing technique to make jewelry wax molds before casting and other processes.

In terms of production process, the Company has also improved several production techniques to lead the industry, and at the same time, together with professional technicians, the Company is able to present beautiful and excellent quality jewelry products. Thanks to the above-mentioned techniques, the Company is therefore able to obtain cooperation opportunities with various international famous brands.

Currently, there are more than 200 personnel in the R&D department, of which about 100 designers and pattern makers related to product design and development. The Company has strong creative design energy, which is an important competitive niche for the Company to expand the market. In the future, the Company will continue to train designers to develop more distinctive products and continue to invest resources to research and improve production process technology and equipment as future continuous growth momentum.

b. R&D expenses during the current fiscal year as of the Date of this Annual Report

Unit: NT$000; %

		Unit: NT$000; %
Year Item	Year 2022	Year 2023
R&D Expenses	58,529	66,425
Revenue	1,650,906	1,148,730
R&D Expenses to Revenue %	3.55	5.78

• c. technologies and/or products successfully developed for recent years:

• In order to maintain innovation and strengthen our competitive advantage, the Company started to implement the Intellectual Property Management Plan in 2022 to encourage the employees to brainstorm and propose more design ideas for new technologies or new types of products. The Company's Intellectual Property Management Plan for 2022 was presented to the Board of Directors on November 14, 2022, and the Intellectual Property Management Plan for 2023 was then presented to the Board of Directors on November 13, 2023. During 2023, the Company did not apply for patents on new technologies or products. The Company will continue to strengthen product design and development and applications for related intellectual property rights. For more details on the Company's Intellectual Property Management Plan, please refer to P175 in Annual Report.

• Long- and short-term business development plans

• a. Short-term development plans

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• (1) Strategies:

• i. Expand sales team to serve more customers, continue to track market trends and enhance our responsiveness, and develop a wide range of specialty products in line with trends in the world.

• ii. Optimize the R&D team, improve the precision and level of design process to increase the added value of products.

• iii. Strengthen our customization capability to provide comprehensive and diversified customization needs to meet various client requirements and enhance clients' adhesion.

• iv. Adjust the allocation between core clients’ orders and factory manpower in order to maximize unit output and gross profit growth.

• v. Continuously strengthen the investment in ESG issues to enhance the Group's competitiveness and ability to manage ESG issues.

• (2) Operating targets:

• i. Fashionable products: continue developing a full range of jewelry that meets the trend of the future.

• ii. New materials products: prompt affordable luxurious, precious metal jewelry’s products.

• iii. Medium and high-end jewelry: adjust order allocation, strengthen the acquisition of orders for fine gold jewelry in line with the current trend of jewelry industry and with the Company's competitive advantages.

• iv. Green jewelry products: leverage RPM's ability to produce recycled silver that meets the RJC CoC international certification to actively develop customers and ESG-related opportunities.

• (3) Research and development plan:

• i. Increase product development abilities, combine aesthetic and craftsmanship skills to provide unique and more personalized products to satisfy the needs of different clients for one-stop service.

• ii. Continuously improve the design capabilities of more advanced products and more sophisticated molds to enhance product yield and diversification and to meet clients’ needs through advanced proofing equipment.

• iii. Upgrade the equipment related to the automated R&D process required for mid-end and high-end products to enhance the process technology, while shortening production hours, improving product quality, and reducing production costs.

• iv. Continue to invest in patent applications for various types of jewelry and related structural designs to develop high value-added intellectual properties.

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b. Long-term development plans

(1) Business plans:

Continue to keep abreast of market trends, strengthen our responsiveness, and combine our existing competitive advantages and strengths to develop products that meet the needs of our clients and consumers. In addition, the Company will move toward the goal of becoming the "Ultimate Jewelry Cooperation Partner" for clients, developing different models of cooperation according to their attributes, understanding their DNA, and truly providing them with value-added services. In terms of new client development, we will search for them in accordance with the pre-defined brand positioning types and expand our product ranges.

(2) Operation management:

• i. Continue to invest in automated machinery and equipment, and implement the Lean Project to continue to streamline unnecessary steps in process after the completion of the upgrade of the Group's ERP system, with a view to enhancing development efficiency.

• ii. On raw material procurement, in addition to maintaining relationships with existing suppliers, we are also actively preparing second or third sources of suppliers to prevent disruption of the existing supply chain. In addition, in response to the increasing emphasis on sustainability and human rights issues in the global jewelry industry in recent years, we have changed suppliers of raw materials from higher-risk regions and implemented risk management on our own.

• iii. In terms of personnel training, we continue to arrange various internal training and external education programs, from skill upgrading of production line workers to the development of management staff, to encourage employees to possess multiple skills in order to effectively strengthen the Group's competitiveness, and implement the KM Project to build the knowledge management framework and to achieve the Company's knowledge transfer. In addition, we also implement the performance management system to achieve the goal of lean corporate management.

• iv. In terms of finance, we have strengthened our risk control mechanism, formulated short-term, medium-term and long-term financial demand plans, and reviewed them in line with the Group's development strategy to ensure that liquidity is safe and secured. At the same time, we continue to use a conservative hedging strategy to adjust our positions dynamically to cope with the risk of fluctuations in international exchange rates and raw material prices.

• v. At the aspect of sustainability, we conduct carbon inventories and set benchmarks to reduce the Group's carbon footprint; increase the proportion of renewable energy sources used by the Company; and increase the transparency and traceability of

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materials used. At the same time, we are promoting the development of green habits among our employees.

• (3) Vertical integration:

• i. With the development of the jewelry and fashion industry, brand customers have gradually paid more attention to the environment issues caused by the production cycle, and have gradually started to use the terms of the "Responsible Jewelry Council (RJC)" as the criteria for supplier selection. In response to this industry trend, in March 2022, the Board of Directors approved the establishment of RPM, a company specializing in metal refining within the Group; and in 2023, the RPM obtained RJC COP and CoC international certifications. Besides reducing the cost of outsourced refining, we will continue to develop business opportunities about RJC-certified suppliers, to provide metal refining services to our customers.

Our management team and all employees will continue to work hard to implement our vision of being "The Most Valued Global Jewelry Enterprise", and combine our five values of "Passion, Achievement, Responsibility, Teamwork, and Inspiration" to overcome all possible challenges in the future business environment and continue to strengthen our systems, production processes, and business management. In the face of overall market changes in future, we will continue to focus on core technology of jewelry design and enhance the added value of our products in order to continue to improve our overall competitiveness, growth and profitability and create more returns for our shareholders.

「 We are a passionate and wise team, able to build an environment with joy and sustainable developments. Create fashionable and lovable luxury products that are used to cherish and commemorate touching moments in life. 」

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B. Analysis of the market and the production and marketing situation

1. Market analysis

a. Sales areas of major products

	Unit: NT$000;% Year 2022 Year 2023 Amount (%) Amount (%) 905,227 54.83 392,996 34.21 745,679 45.17 755,734 65.79 1,650,906 100.00 1,148,730 100.00	Unit: NT$000;% Year 2022 Year 2023 Amount (%) Amount (%) 905,227 54.83 392,996 34.21 745,679 45.17 755,734 65.79 1,650,906 100.00 1,148,730 100.00	Unit: NT$000;% Year 2022 Year 2023 Amount (%) Amount (%) 905,227 54.83 392,996 34.21 745,679 45.17 755,734 65.79 1,650,906 100.00 1,148,730 100.00	Unit: NT$000;% Year 2022 Year 2023 Amount (%) Amount (%) 905,227 54.83 392,996 34.21 745,679 45.17 755,734 65.79 1,650,906 100.00 1,148,730 100.00
Year Sales Area	Year 2022		Year 2023
	Amount	(%)	Amount	(%)
Domestic	905,227	54.83	392,996	34.21
Overseas	745,679	45.17	755,734	65.79
Total	1,650,906	100.00	1,148,730	100.00

• b. Market supply and demand and growth potential in future

In the process of branding, the jewelry industry has also been challenged by modern technology and changing consumer patterns (Van Gelder, 2005).

• (1) Technology convenience - Impact of modern virtual channels on jewelry market

• With the growing popularity of modern mobile technology and the Internet, the development of online virtual channels has made the jewelry market less limited to the offline physical channels of the past. In before, the offline physical market dominated because most consumers could only rely on them to purchase jewelry. With the advancement of time and technology, online virtual channels are growing rapidly. In addition to basic online payment functions, some jewelry brands have even introduced "virtual try-on" services that combine AR and VR technologies, allowing consumers to simulate how they would look wearing jewelry right in front of their computers. Nowadays, the boundaries between offline physical stores and online virtual channels have become increasingly blurred, with companies investing resources in creating "omni-channel marketing" that combines online and offline channels. By integrating all resources, consumers can have a consistent, harmonious and personalized consumer experience across all channels, which not only differentiate companies from their competitors and give them an important competitive advantage, but also enhances the competitiveness and brand equity of their brands.

• (2) Changing consumer patterns - Erosion of counterfeit products in jewelry market Counterfeit products are an important concern in the jewelry industry (Olsen, JE, Granzin, KL, 1992; Carty, 1994). When the supply side lowers the production cost, it

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naturally increases the price advantage of the product and makes it easier for consumers to obtain the desired goods to satisfy their interests. However, when counterfeit products or imitation brands appear at low prices but with sub-standard quality, it is difficult for consumers to differentiate in an asymmetric market. The fear of being cheated often leads to mistrust of jewelry products and reduces the amount of money consumers spend on jewelry and redirects it to other uses. As a result, the erosion of counterfeit products in the jewelry market cannot be undervalued.

• (3) Disadvantage of image of origin countries - Sorrow of emerging countries In the jewelry supply chain, products are often manufactured through OEM methods in emerging countries and then sold through brand owners, who in the long run make much larger profits than the OEM manufacturers. In order to generate more profits, OEM manufacturers need to build brands to create added value. However, in the past, products from emerging market countries were often perceived to be of poor quality or had the image of being counterfeit products. For OEM manufacturers seeking to build jewelry brands, the image of the country of origin not only puts them at a disadvantage when developing their brands, but may also hinder the growth of jewelry sales due to the preconceived notion that consumers have. Currently, most of the jewelry brands available in the market are from advanced countries with sophisticated craftsmanship and fashionable design. Consumers are assured of the quality, appearance and design of the products they purchase through the image of the brand country they perceive in their minds. Therefore, when constructing jewelry brands, OEM companies in emerging countries will face not only the impact of the image of the country of origin, the pressure of brand clients, but also the huge challenge from consumers’ skepticism.

c. Competitive niche

• (1) Quality and reputation: All products sold by the Company undergo strict verifications and rigorous safety and heavy metal content tests. In addition, our products are tested annually by third-party organizations appointed by our clients to obtain certifications for factory environment, production process and labor safety. With years of hard work in the market, the quality of our products and the reputation of us have been well recognized and certified by well-known customers and parties in Europe and in Americas.

• (2) Professional design and R&D team: Our main clients are mostly international brands, and each brand has different product characteristics, such as trendiness, practicality, personalization or diversity. Therefore, in order to meet the fashion trend and stay on the cutting edge of fashion, we not only focuses on development of marketing business,

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but also spares no effort in cultivating a professional design and research team, so that we have the ability to develop products independently. We have professional designers to design products, not only to achieve professional specialization of work, but also to follow the market trend more closely. In addition, we have been collecting market and customer information for a long time, and we actively participate in major jewelry exhibitions around the world every year to collect business information and grasp the trend of fashion. Therefore, our products are always in line with market trends and customer needs and preferences, and we have high capability of customization.

• (3) Exquisite craftsmanship: The Company not only grasps the market trend and designs all kinds of exquisite product types according to customer's preference, but also creates various kinds of products with artistic aesthetics and high quality through the skillful craftsmanship of many master craftsmen. And the quality is excellent, so they are deeply loved by customers around the world.

• (4) Flexible manufacture abilities: Compared to our competitors who produce in a single material, we have the ability to produce in a flexible way, so we can produce different kinds of jewelry according to different product attributes, whether it is silver, copper or Karat gold. In addition, we can also create different styles according to customer needs and market trends, which is a plus to our competitiveness.

• (5) Customized and fully integrated services: In addition to being able to provide customers with market trends at any time, we are also able to understand customers' needs at each stage and quickly complete customized design drawings for customers to select samples and make plates, and then quickly produce. The one-stop complete service is our advantage, so we can maintain long-term and excellent interaction with our customers, and the quality of our products is also trusted by them.

• d. Positive and negative factors for future development, and response to such factors

• (1) Positive factors

• i. One-stop complete service

The Company has a complete jewelry production capability, starting from design, to the process of molding, casting, stamping, grinding, gem-setting, soldering, polishing, plating and packaging, etc. We have all the relevant technologies, so we have greater flexibility to quickly complete the modification of customized design drawings and samplings and enter the production process, while taking into account the quality and customer time requirements, so we have become the supplier of internationally renowned brands.

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• ii. R&D staffs are familiar with industry skills and have strong R&D capabilities

As the jewelry industry is closely related to fashion, it is sensitive to the fashion, design and personalization of products. Therefore, we actively train our design staff for the product design, and at the same time, we collect a lot of business information and participate in major jewelry exhibitions around the world to keep abreast of market trends and customer information. In addition to enhancing our customization capabilities, we also offer a wide range of designs to meet the market trends and customer needs and preferences.

• iii. Maintain excellent relationships with internationally renowned brands through flexible service

Our major clients are internationally renowned jewelry brands or regional brands, and with our flexible services model, we are able to complete customized demands for our clients; therefore, we have established stable relationships with them to expand our business operations.

• (2) Negative factors and Responses

• i. Price fluctuation of raw materials

Since the main production materials of the jewelry industry are precious metals, their prices are easily affected by fluctuations in the international market, which can easily affect production costs and quotations, thus posing operational risks.

Response:

When we take orders from customers, we will refer to the most recent market price of raw materials before quoting to customers in order to reduce the risk of profit erosion due to changes in raw material costs. In addition, we also track the market price of raw materials and adjust the safety stock in accordance with the market trend in order to cope with the risk of the price fluctuation of raw material affecting the supply.

ii. Increase of labor costs

The jewelry industry is both labor-intensive and skill-intensive, and it is not easy to train skilled craftsmen. The basic wage in Thailand has been adjusted since 2019, and it has continued to adjust in recent years. As the Thailand economy continues to grow, the human resources are scattered across various industries, making it difficult to find new talent with a passion for the jewelry industry and putting pressure on the Company's operations.

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Responses:

Since the jewelry industry still emphasizes the quality of craftsmanship, we have divided the production process into eight parts and introduced automatic production for some processes and improved production procedures. We also use appropriate technique specialization to achieve the training of new personnel in a short period of time, to improve quality and speed, and to reduce the processing and manufacturing time, so as to reduce the risk of wages increases. For the rise of labor cost, we will reflect in the quotation of our clients in a timely manner, so that we can provide high quality and high workmanship products without compromising the Company's revenue.

iii. Sales are concentrated

The Company's biggest client is a leading brand in the jewelry market, whose products are well received by consumers and whose revenue has been increasing year after year. As an important supplier to this customer, the Company's orders continue to increase as the customer grows, resulting in a concentration of sales.

Response:

In addition to our biggest client, we also have long-term relationships with other major clients in Europe and US. With sufficient design capacity and comprehensive services, we are able to meet the various needs of our clients and have formed a regular supply chain due to the quality of our products. However, in order to reduce the risk of concentration of sales, we will continue to make efforts to develop new customers based on our pre-defined brand positioning type and expand our product range to accessories and other processing services. In addition, we will also continue to enhance our ODM business and actively focus on evaluating the possibility of cross-industry cooperation. We will strengthen our relationship with our various customers through different strategic business models and continue to increase the number of customers in order to achieve the goal of diversifying the dependence of customers.

1. Major usage and manufacturing processes for main products

a. Major usage

customers. . Major usage and manufacturing processes for a. Major usage	customers. . Major usage and manufacturing processes for a. Major usage	main products
Majorproducts		Usage
Silver, brass, alloy, gold	Necklaces, pendants, earrings, brooches, bangles, bracelets, charms, rings, cufflinks, etc.	Fashion jewelry accessories are used to match the clothing and style. They combine people’s wealth, culture and thoughts, enrich their material and mind, and fulfill both practical and aesthetic at the same time.

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b. manufacturing processes

The Company has divided the manufacture procedures into 8 major parts, as following:

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----- Start of picture text -----

Casting
Stone setting
Grinding Polishing Plating Packing
Soldering
Stamping
----- End of picture text -----

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3. Supply situation of main raw materials:

Main raw materials	Main suppliers	Supplycondition
silver	Supplier A,Supplier B,Supplier C	Well
platingcatalyst	Supplier D	Well

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4. List of major suppliers and customers

• a. Names, Purchase amount and Proportion of suppliers that accounted for more than 10% of the total net purchase in any one of the last two years, together with the reason for its increase or decrease.

Unit: NT $ 000 ; %

	two years, together with the reason for its increase or decrease.	two years, together with the reason for its increase or decrease.	two years, together with the reason for its increase or decrease.	two years, together with the reason for its increase or decrease.	Unit: NT$000;%	Unit: NT$000;%	Unit: NT$000;%	Unit: NT$000;%
No.	Year 2022				Year 2023
	Name	Amount	Ratio of annual net purchase	Relationship with the issuer	Name	Amount	Ratio of annual net purchase	Relationship with the issuer
1	Supplier B	161,770	21.67	Nil	Supplier C	150,287	21.91	Nil
2	Supplier A	117,471	15.74	Nil	Supplier D	97,957	14.28	Nil
3	Others	467,318	62.59	Nil	Others	437,646	63.81	Nil
	Net Purchase	746,559	100.00		Net Purchase	685,890	100.00

Description of the amount changes of major suppliers:

Supplier C and Supplier D are the primary suppliers of precious metal recovery silver and plating catalysts for the Company respectively, in 2023, both Supplier C and Supplier D obtained certification from a third-party organization (RJC) and became qualified designated suppliers for customers. Consequently, we increased the purchases from them, leading to an increase in their rankings, while the purchasing shares of Supplier A and Supplier B were diluted.

b. Names, Sales amount and Proportion of customers that accounted for more than 10% of the total net sales in any one of the last two years, together with the reason for its increase or decrease.

Unit: NT’$000; %

	years, together with the reason for its increase or decrease.	years, together with the reason for its increase or decrease.	years, together with the reason for its increase or decrease.	years, together with the reason for its increase or decrease.	Unit: NT’$000;%	Unit: NT’$000;%	Unit: NT’$000;%	Unit: NT’$000;%
No.	Year 2022				Year 2023
	Name	Amount	Ratio of annual net sales	Relationship withtheissuer	Name	Amount	Ratio of annual net sales	Relationship withtheissuer
1	Customer D	809,542	49.04	Nil	Customer D	312,483	27.20	Nil
2	Customer A	176,774	10.71	Nil	Customer A	145,074	12.63	Nil

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3	Others	664,590	40.26	Nil	Others	691,173	60.17	Nil
	Net sales	1,650,906	100.00		Net sales	1,148,730	100.00

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Description of the amount changes of major customers:

Customer A is a well-known French jewelry brand owner which has design and marketing teams to design many kinds of products and has physical stores in the European Union and e-commerce sales channels to explore their revenue. The decrease in the net sales compared to 2022 was mainly due to the impact of inflation, which resulted in a decrease in disposable income for end consumers in the European region.

Customer D is a well-known international fashion brand. We have cooperated with it since 2014 and are now one of the main suppliers of this customer. The decrease in net sales in 2023 is mainly due to the increase in global economic uncertainty caused by the Russia-Ukraine war and inflation. Under the consideration of this situation, the order placement has become more conservative, but we continue to develop customer orders in different regions, so as to diversify the sales concentration risk of major customer.

5. Production volume for the 2 most recent fiscal years

roduction volume for the 2 most recent fiscal years	roduction volume for the 2 most recent fiscal years	roduction volume for the 2 most recent fiscal years	roduction volume for the 2 most recent fiscal years	roduction volume for the 2 most recent fiscal years	roduction volume for the 2 most recent fiscal years	roduction volume for the 2 most recent fiscal years
Unit: thousandpcs/ NT$000
Year Mainproducts	Year 2022			Year 2023
	Capacity	Yield	Value	Capacity	Yield	Value
Jewelry and Accessories	10,247	5,897	1,160,106	7,885	5,075	910,028

Note: Because of the diversities of products with various production processes, it shows the overall production capacities of the Company.

Cause of the Changes:

In 2023, the orders did not increase significantly, resulting in a decrease in production capacity, output, and value.

6. Volume of units sold for the 2 most recent fiscal years

6. Volume of units sold for the 2 most recent fiscal years	6. Volume of units sold for the 2 most recent fiscal years	6. Volume of units sold for the 2 most recent fiscal years	6. Volume of units sold for the 2 most recent fiscal years	6. Volume of units sold for the 2 most recent fiscal years	6. Volume of units sold for the 2 most recent fiscal years	6. Volume of units sold for the 2 most recent fiscal years	6. Volume of units sold for the 2 most recent fiscal years	6. Volume of units sold for the 2 most recent fiscal years
Unit: thousandpcs/ NT$000
Year Volume Mainproducts	Year 2021				Year 2022
	Domestic		Overseas		Domestic		Overseas
	Volume	Value	Volume	Value	Volume	Value	Volume	Value
Jewelry and Accessories	8,050	831,399	3,557	760,279	8,497	325,255	3,430	753,750

Cause of the Changes:

In 2023, due to the impact of global inflation and war, customers placed orders conservatively, resulting in a decrease in both export sales volume (value) and domestic sales value. However, domestic sales volume experienced a slight growth, benefiting from an increase in accessory sales volume.

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C. The number of employees for the 2 most recent fiscal years

Unit: person; %

				Unit:person;%
	Year	Year 2022	Year 2023	As of the Date of February 29, 2024
Employee Number	Managerial staff	15	58	69
	General Staff	225	544	536
	Production staff	2894	1942	1902
	Total	3134	2544	2507
Average Age		31.84	33.51	33.63
Average Seniority		5.5	6.8	6.92
Education Distribution Percentage	Ph. D	0	0	0
	Master	0.73	0.90	0.84
	College	12.64	15.92	15.96
	High School	22.27	20.40	20.90
	Below High School	64.39	62.78	62.31

D. Disbursements for environmental protection

• 1.According to laws and regulations if it is required to apply for a permit for installing anti-pollution facilities, or permit of pollution drainage, or to pay anti-pollution fees, or to organize and set up an exclusively responsible unit/office for environmental issues, the description of the status of such applications, payment or establishment shall be made:

• (1) The Group’s company, Regal Precious Metal Innovation Co., Ltd., has obtained the approval of the competent authority to the production of metal refinery. Regarding the discharge of wastewater to enterprises with wastewater recycling business license, the capital expenditures for the purchase of indoor water treatment systems and air filtration systems amounted to NT$1.127 million and NT$1.106 million, respectively. And there have been no significant adverse impacts on the financial operations of the Company due to violations of environmental protection laws and regulations.

• (2) In response to sustainable development, and increase the capacity of renewable energy, actively reduce carbon footprint, and optimize energy efficiency simultaneously, the important subsidiary of the Group, Regal Jewelry Manufacture Co., Ltd., has installed solar panels on the roof of the building within factories, with a capital expenditure of NT$12.999 million.

• Describing the process undertaken by the Company on environmental pollution improvement for the 2 most recent years and up to the date of publication of the annual report. If there had been any pollution dispute, its handling process shall also be described: None.

• Total losses (including damage awards) and fines for environmental pollution for the 2 most recent years and up to the date of publication of the annual report, and an explanation of the

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measures and possible disbursements to be made in the future: None.

E. Labor relations

1. List any employee benefit plans, continuing education, training, retirement systems, and the status of their implementation, and the status of labor-management agreements and measures for preserving employees' rights and interests:

2. a.The content and implementation status of the Company's policies on employee compensation, employee benefit measures and other related matters are as follows: (1) (1)Welfare measures for employees:

   • Employee compensation: Article 14.4 of the Company's Articles of Memorandum stipulates that the Company shall set aside not less than one percent of its net profit before tax as employee compensation in the event that the Company makes a profit in the year. And the Company also pays extra allowance to each employee every month according to their productivity and language ability, and has an annual employee appraisal system to evaluate the performance of each employee in the past year and adjust their salary

3. (2)Employee benefit measures:

4. The Company's “Code of Practice on Sustainable Development” specifies that in order to ensure the recruitment, retention and encouragement of human resources, the Company provides employee benefits such as year-end bonuses, birthday gifts, and wedding and funeral subsidies. And the Company also provides annual health checkups to take care of employees' health.

5. (3)Workplace diversity and equality:

   • The Company specifies in the “Human Rights Policy” that there is no discrimination in hiring, compensation, access to training,promotion, termination or retirement based on race, caste, national origin,religion, age, disability, gender, marital status, sexual orientation, unionmembership or political affiliation. In addition, since the establishment of the Company, the great emphasis on the workplace equality have been placed, so there is no "glass ceiling" issue and women currently make up approximately 50% of the Company's management.

6. (4)Appropriately reflected operational performance or results in employee compensation:

7. The Company's salary is based on the market salary, the Company's operation and the general economic situation, and the competitiveness of the Company's future development, and the Company's operating performance or results are reflected in the employees' salary as appropriate. In addition, the Company's performance bonuses are paid based on the Company's operating performance and after evaluating the performance of individual employees, in order to reward their contributions and motivate them to continue their efforts.

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1. List any loss sustained as a result of labor disputes in the most recent two fiscal years, and up to the date of publication of the annual report, disclose an estimate of losses incurred to date or likely to be incurred in the future, and indicate mitigation measures being or to be taken. If the loss cannot be reasonably estimated, make a statement to that effect: The Company has not suffered any loss due to labor disputes in the most recent two years and up to the date of publication of the Annual Report.

F. Information security management

The Company's information security management structure and information and communication security policy were presented to the Board of Directors on February 23, 2023, and the specific management plan for 2023 was presented to the Board of Directors on November 13, 2023.

The Company has already established the information security personnel, which was reported to the Board of Directors on August 19, 2022.

The Company has already established the head of information security, which was reported to the Board of Directors on February 23, 2023.

1. Management structure

2. In order to protect information assets from risks caused by external threats or improper management and use by internal personnel, the Company has established the "Regal Holding Information and Communication Security Team" to coordinate management plans, maintenance plans and resource deployment. The team consists of (1) convener, (2) head of information security, and (3) information security personnel. The convener is the CEO and the head of information security of the Company is responsible for coordinating and promoting information security related management matters. The information security personnel members are the supervisors of each unit in the IT department and assist the head of information security in implementing various information security related plans. The audit office is responsible for recording information security-related meetings, the record of information security incidents and implementing internal information security related audit plans.

3. Information and community security policy The Company's information and communication security policy covers the Company and its subsidiaries. In order to ensure that all hardware, software, data and communications of the Company operate properly and are protected from human deliberation or accidental threats, the Company focuses on system, technology and procedures to reduce information security threats and establish a secured information environment simultaneously, and continuously reviews the management cycle of Plan-Do-Check-Act (PDCA) for improvement. The "Plan Phase" focuses on information security risk management, firstly, the Company's information and communication security team identifies relevant risk factors and then formulates specific management plans. In "Do Phase" the Company constructs various information security measures, in addition to implementing management plans in daily operations, we also continue to introduce new information security technologies and conduct internal information security promotion to maintain the confidentiality, integrity and availability of the Company's information assets. The "Check Phase" will actively monitor the effectiveness of information security management plans, measure and quantify information security management plans based on audit results, and rehearse the response mechanism in case of information security incidents through regular simulations. The "Act Phase" is based

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on review and continuous improvement, the Company implements supervision and auditing, and regular review the information security regulations and management programs. If employees violate the relevant regulations and procedures, they will be dealt with relevant measures, and penalties will be imposed depending on the violation.

The Company's information and community security policy can be divided into six major principles, which are outlined below:

• (1) Account and permission management

• All information equipment and systems such as mainframes, systems, databases, etc. are password-controlled, and all employees are responsible for the safekeeping and use of accounts and passwords.

• (2) Regular backup and effective restoration

• The backup operation plan is established for information systems and databases, and the recovery and update of the plan are practiced regularly.

• (3) Personal computer security

All Company employees are required to install anti-virus software on their personal computers and regularly update virus codes and the system vulnerabilities, and are strictly prohibited from installing unauthorized illegal software.

• (4) Elimination of illegal intrusion

Comply with the Company's regulations on information access and prohibit employees from bringing their own devices to connect to external networks or the Company's internal network.

• (5) Continuous risk improvement

  • Regularly conduct risk assessment on information and communication security, and implement various information and communication security measures to enhance operation security.

• (6) Deepen the concept of information and communication security

  • Regularly hold activities to promote new information about information and communication security knowledge among Company employees, enhance the awareness of information and communication security protection, and develop the habit of information and communication security protection among all Company employees.

• Information and community security management plan

• (1) The Company's information and community security management plan can be divided into four major components: internet information security control, data access control, contingency recovery mechanism, and advocacy and auditing, and the details of each component are shown below:

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==> picture [443 x 333] intentionally omitted <==

The specific management plan for 2023 was reported to the Board of Directors on November 13, 2023.

The Company's information security program is divided into three major areas: internet security maintenance, server security maintenance, and user protection.

The completed information security protection projects for individual areas are listed below:

(1) Internet Security Maintenance Restrict VPN connections to specific regions only, and only computers that have been authorized in advance can use VPN Connection Two-factor authentication (2FA) mechanism is adopted for VPN Management connection Set the VPN connection time up to 1 hour

The Company's information security program is divided into three major areas: internet security maintenance, server security maintenance, and user protection. The completed information security protection projects for individual areas are listed below:	The Company's information security program is divided into three major areas: internet security maintenance, server security maintenance, and user protection. The completed information security protection projects for individual areas are listed below:
(1)Internet SecurityMaintenance
VPN Connection Management	Restrict VPN connections to specific regions only, and only computers that have been authorized in advance can use Two-factor authentication (2FA) mechanism is adopted for VPN connection Set the VPN connectiontime up to1 hour
Automatic Network Disconnection Mechanism	Restrict the Company network can be accessed to in a specific period of time only, and the network will be automatically disconnected outside the connectiontime
Firewall Firmware Update	Incorporate firmware updates into the management of the Company's firewall to ensure that the Company's firewall firmwareis thelatest version
(2) ServerSecurityMaintenance
User Permission Adjustment	Set access rights for server login: only specific users with prior authorization can connect to the Company's specific servers Set access rights for server service: some specific services provided by Company's servers can only be accessed by specific users who have obtainedprior authorization

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Separate the domains of Company's servers and employee computers Separate the Company server from the backup server, so that Backup Mechanism they do not connect to each other outside the time of backup Adjustment operation (3) User Protection Adjust the usage rules of USB ports for all Company employees' computers. Employees must obtain authorization separately USB Ports Management before using the USB ports, and the USB that can be used is limited to the one for which authorization has been obtained The head of IT department regularly educates each department on the importance of information security protection and the Company's latest information security requirements. After Information Security the training, the head of IT department send out additional Advocacy test emails to each department randomly to confirm that all the departments are aware of and comply with the latest information security requirements

The Company plans to continue to enhance its server security maintenance and user protection measures in the future. The related plans are as follows:

The Company plans protection measures	to continue to enhance its server security maintenance and user in the future. The relatedplans are as follows:
Item	Explanation
Server Security Maintenance	Enhance server protection: ensure that all of Company's server security measures are up-to-date through upgrade files or correction files Enhance the security measures of the Company's server room and regularly check whether the temperature, humidity and alarmequipmentinthe server roomarenormal
User Protection	Upgrade operating system : upgrade the operating system of all computers in the Company to ensure that all computers will not be unable to receive the latest support from the original manufacturer because of the old system Enhance computer update mechanism: ensure that each employee's computer is equipped with the latest version of application programs Enhance the protection of each employee's computer by upgrade files or correction files Strengthen the monitor of the power-on/off status of Company's information equipment and the management of access right control of information system Continuously strengthen the education and training on information security protection inside the Company

1. Losses, possible impact and measures taken in response to major information and communications security incidents in the most recent year and up to the date of printing of the annual report:

In July, 2022, the Company's subsidiary was infected by a computer virus that affected some of the computer systems, resulting in being locked of online information. By the restoration of data using backups, fortunately, the production was not affected. The virus infection was caused by a hacker intrusion. The Company's network firewall worked effectively to prevent the virus from spreading and only a few storage devices were

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damaged. Although the integrity of data and confidential information were not significantly affected, the Company enhanced more comprehensive backup and purchase updated hard drives for 719 thousand Thai Baht and updated server software system for 448 thousand Thai Baht.

In addition to strengthening the network firewall and network control, the Company's subsidiary has also allocated additional budget to strengthen information security technology and off-site data backup mechanism. Furthermore, the subsidiary has signed an information security consulting contract with an international information security system company to provide timely information security tests and the latest international information on information security risks. The Company will continue to strengthen internal staff awareness, implement protective measures, regularly review and improve related plans, and monitor factors that may cause information security risks at all times to prevent the recurrence of information security incidents.

G. Important contracts

1. RGP

1. RGP
Nature	Contracting Party	Commencement and expiration dates	Major contents	Restrictive clauses
Supplier	RJM	Jan. 1, 2024 – Dec. 31, 2025	Plating	N/A

Note: The contract is automatically renewed.

H. Intellectual Property Management Program

1. Purpose

In order to maintain leading position in innovation, the Company invests a considerable amount in R&D activities, and establish an intellectual property management program that integrates the Company's operational objectives and R&D direction, to ensure that key business opportunities and R&D results can become legally protected intellectual property rights in a correct, complete and efficient manner, and to improve the acquisition, protection, maintenance and utilization of the Company's intellectual property rights. The Company’s intellectual property management program includes patent protection measures, trademark protection measures, and business secret protection.

1. Manage items and related organizations The Company’s intellectual property management program applies to all management and employees of the Company at all levels, also including all subsidiaries and related companies of the Group.

2. Definition of terms

3. (1) Patent

The R&D department carried out the technology development, and the relevant results are mainly used for the development of jewelry products and structural design to increase the added value. The Company also appoints the external patent offices to carry out the patent application from time to time, which the layout is planned in Thailand, China, the United States, and the European Union.

• (2) Trademark

In order to avoid confusion and misunderstanding among customers, to protect the Company's trademark rights and customers' interests, and to prevent unfair competition, the Company regularly appoints external professional firms to apply for trademarks in Thailand, Taiwan, and

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other places to prevent others from infringing on the Company with identical or similar trademarks. In addition, the Company also continuously updates the trademark database.

(3) Business secrets

To protect competitive advantages such as technology leadership, manufacturing excellence, and customer trust, the Company has asked both new and existing employees to fill out confidentiality agreements with special instructions for the protection of company information, especially financial data and intellectual property rights. Employees shall not disclose or reproduce any confidential business information obtained during the course of employment to anyone, either during or after the termination of employment. In response to the electronization of information, in order to implement information security control, the Company has also established various regulations for electronic documents and equipment, and strict operation rules have been set for access to and maintenance of company data and software installation. In addition, the IT department regularly reviews employee privilege settings and information equipment security to reduce the possibility of leakage of business secrets or confidential information.

(4)Organization structure

The Board of Directors is the highest supervisory authority for the management of the Company's intellectual property. The CEO office formulates the annual intellectual property management plan, and the intellectual property control personnel of each department assist in the operation of plan. For the contents and implementation of the plan, it will report to the Board of Directors at least once a year.

(5) System

• A. Intellectual property control list

The intellectual property control personnel of each department establish and maintain their intellectual property control lists, and the CEO office compiles the lists provided by each department and establishes a database.

B. Document retention

The CEO office of the Company shall be responsible for the presentation and subsequent preservation of the documents. Except for the presentation of the "Patent and Trademark Application" and the "Patent and Trademark Benefit Evaluation Form" in electronic form due to urgent circumstances or travel or leave of absence of authorized personnel, the "Patent and Trademark Application" and "Patent and Trademark Benefit Evaluation Form" shall be recorded in writing and presented to the general manager or president for decision. If the evaluation or presentation is conducted electronically, the documents shall be filed in writing afterwards. The aforementioned documents and related information shall be kept for at least 5 years, and the original certificates and contracts shall be kept and scanned and filed by the intellectual property control personnel of each department. In case of a lawsuit concerning intellectual property related resolutions before the expiration of the aforementioned retention period, the relevant documents and information shall be retained until the end of the lawsuit.

C. Education Training

The Company organizes intellectual property related training from time to time to strengthen the relevant professional knowledge of staff and establish a complete concept of intellectual property management for them.

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4. The implementation condition of 2023 is as follows:	4. The implementation condition of 2023 is as follows:	4. The implementation condition of 2023 is as follows:	4. The implementation condition of 2023 is as follows:	4. The implementation condition of 2023 is as follows:	4. The implementation condition of 2023 is as follows:	4. The implementation condition of 2023 is as follows:
	(1)List of intellectualproperty:
	Intellectual Property	Taiwan	Thailand		US	China	EU	Others		Total
	Patent	0	0		1	3	0		0	4
	Trademark	15	8		1	8	1		0	33
	(2)Trainingabout intellectualp
				ropertyrights:
	Time	Place		Course Name			Lecturer		Participant
	2023/04/18	Thailand (physical course)		Intellectual property management training: Intellectual property management system Registered patent Registered trademark Flowchart and Form			LIU, WEI-SHIU		Board directors, managers and related staff
	2023/07/06	Taiwan (online course)					LIU, WEI-SHIU		Managers and related staff

Note：The above implementation condition was reported to the Board of Directors on November 13, 2023.

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VI. Financial Standing

• A.The condensed consolidated balance sheets and statements of comprehensive income for the past 5 fiscal years

1.The Condensed Consolidated Balance Sheet- IFRS

Unit: NT$000

		Unit: NT$000	Unit: NT$000	Unit: NT$000	Unit: NT$000	Unit: NT$000
Year Items		Most Recent 5 Years Financial Information（Note 1）
		Year 2019	Year 2020	Year 2021	Year 2022	Year 2023
Current assets		1,525,397	1,557,778	1,212,057	1,116,840	805,471
property, plant and equipment		348,046	326,511	300,895	361,699	370,050
Intangible assets		40,364	12,110	9,114	9,660	16,695
Other assets		47,191	34,426	30,141	30,933	66,973
Total assets		1,960,998	1,930,825	1,552,207	1,519,132	1,259,189
Current liabilities	Before Distribution	843,256	542,240	446,742	398,747	332,861
	After Distribution	843,256	561,433	510,469	416,025	332,861 （Note 2）
Non-current liabilities		70,729	304,323	90,901	79,917	77,019
Total liability	Before Distribution	913,985	846,563	537,643	478,664	409,880
	After Distribution	913,985	865,756	601,370	495,942	409,880 （Note 2）
Equity attributable to shareholders of the parent company		890,176	926,646	899,095	939,242	767,535
Share capital		384,700	383,860	383,893	383,960	383,960
Capital surplus	Before Distribution	428,182	439,036	439,099	375,499	375,499
	After Distribution	428,182	439,036	375,372	375,499	375,499
Retained earnings	Before Distribution	17,998	98,132	204,644	238,352	57,385
	After Distribution	17,998	78,939	204,644	221,074	57,385 （Note 2）
Other equityinterest		59,296	5,618	-128,541	-58,569	-49,309
Treasuryshares		-	-	-	-	-
Non-controllinginterests		156,837	157,616	115,469	101,226	81,774
Total equity	Before Distribution	1,047,013	1,084,262	1,014,564	1,040,468	849,309
	After Distribution	1,047,013	1,065,069	950,837	1,023,190	849,309 （Note2）

Note 1: The data for 2019~2023 are based on consolidated financial statements already audited and certified by CPAs. Note 2: Allocation of 2023 earnings was already proposed by the board of directors on Feb. 26, 2024, but is yet to be approved by the shareholders' meeting.

Note 3: As of the print date of the Annual Report, no CPA-audited or reviewed financial data for Q1 2024 is available.

2. The Condensed Consolidated Statement of Comprehensive Income- IFRS

Unit: NT$000

	Unit: NT$000	Unit: NT$000	Unit: NT$000	Unit: NT$000	Unit: NT$000
Year Items	Most Recent 5 Years Financial Information（Note 1）
	Year 2019	Year 2020	Year 2021	Year 2022	Year 2023
Operatingrevenue	1,809,297	1,765,557	2,088,363	1,650,906	1,148,730
Grossprofit(loss)from operations	226,172	401,588	487,794	321,995	43,090
Net operatingincome(loss)	-103,998	114,895	181,217	52,915	-223,107

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Non-operatingincome and expenses	-6,850	9,399	21,750	23,070	8,368
Net Profit (loss) from continuing operations before tax	-110,848	124,294	202,967	75,985	-214,739
Net Profit (loss) from continuing operations	-118,370	97,648	137,676	43,559	-162,920
Loss from discontinued operations	-	-	-	-	-
Net Profit(loss)	-118,370	97,648	137,676	43,559	-162,920
Other comprehensive income (net,after tax)	78,209	-75,458	-153,552	79,937	4,460
Total comprehensive income	-40,161	22,190	-15,876	123,496	-158,460
Net Profit (loss) attributable to shareholders of theparent company	-146,304	88,343	126,949	32,529	-158,144
Net Profit (loss) attributable to non-controllinginterests	27,934	9,305	10,727	11,030	-4,776
Total comprehensive income, attributable to shareholders of the parent company	-79,151	21,411	-10,204	103,680	-154,429
Total comprehensive income attributable to non-controllinginterests	38,990	779	-5,672	19,816	-4,031
Earningsper share(NT$)	-3.83	2.31	3.32	0.85	-4.12

Note 1: The data for 2019~2023 are based on consolidated financial statements already audited and certified by CPAs. Note 2: As of the print date of the Annual Report, no CPA-audited or reviewed financial data for Q1 2024 is available.

3.Name of CPAs and Audit Opinions for Most Recent 5 Years

Year	CPAs’ Firm	Name of CPA	Opinions
2019	KPMG	Mrs. LU,LI - LY and Mrs. KUAN,CHUN-HSIU	Unqualified opinion
2020	KPMG	Mrs. LU,LI - LY and Mrs. KUAN,CHUN-HSIU	Unqualified opinion
2021	KPMG	Mrs. CHANG,CHUN-YI and Mrs. CHAO,MIN-JU	Unqualified opinion
2022	KPMG	Mrs. CHANG,CHUN-YI and Mrs. CHAO,MIN-JU	Unqualified opinion
2023	KPMG	Mrs. CHANG,CHUN-YI and Mrs. CHAO,MIN-JU	Unqualified opinion

B. Most Recent 5 Year Financial Analysis

1.Financial Analysis- IFRS

1.Financial	Analysis-IFRS
Items（Note	Year（Note 1） 2）		Most recent	5-year Financial analysis
		2019	2020	2021	2022	2023
Financial Structure(%)	Liabilities- to-assets ratio	46.61	43.84	34.64	31.51	32.55
	Long-term fund to fixed assets ratio	321.15	425.28	367.39	309.76	250.33
Debt-paying Ability (%)	Current ratio	180.89	287.29	271.31	280.09	241.98
	Quick ratio	145.88	223.72	188.23	197.96	120.36
	Times interest earned ratio	-25.6	16.09	25.62	14.35	-26.70
Operating Ability	Accounts receivable turnover rate(times)	3.23	2.92	4.13	3.61	3.81
	Average collection days	113	125	88	101	96
	Inventoryturnover rate(times)	5.19	4.26	4.47	3.80	3.07
	Accountspayable turnover rate(times)	29.14	30.73	65.65	73.05	65.77

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Items（Note	Year（Note 1） 2）	Most recent 5-year Financial analysis	Most recent 5-year Financial analysis	Most recent 5-year Financial analysis	Most recent 5-year Financial analysis	Most recent 5-year Financial analysis
		2019	2020	2021	2022	2023
	Average inventoryturnover days	70	86	82	96	119
	Fixed assets turnover rate(times)	5.21	5.23	6.66	4.98	0.01
	Total assets turnover rate(times)	0.99	0.91	1.20	1.08	0.00
Profitability	Return on assets ratio	-6.23	5.44	8.35	3.20	-11.43
	Return on equityratio	-9.76	9.16	13.12	4.24	-17.24
	Ratio of net profit before tax to paid-in capital	-28.81	32.38	52.87	19.79	-55.93
	Netprofit ratio	-6.54	5.53	6.59	2.64	-14.18
	Earningsper share(NT$)	-3.83	2.31	3.32	0.85	-4.12
Cash flow (%)	Cash flow ratio(%)	-43.15	59.74	12.49	61.01	-26.30
	Cash flow adequacyratio(%)	67.41	72.57	96.85	84.77	20.12
	Cash reinvestment ratio(%)	（Note 3）	16.54	（Note 3）	8.62	（Note 3）
Leverage	Operatingleverage	0.42	1.48	1.30	2.15	0.70
	Financial Leverage	0.96	1.08	1.05	1.12	0.97
Analysis of deviation in changes in financial ratios for the last two years over 20%: 1. Decrease in quick ratio: Mainly due to pre-tax net losses and repayment of corporate debt, resulting in a decrease in cash levels. 2. The interest coverage ratio decreased: Mainly due to price inflation and changes in the order structure of the company's major customers, which resulted in a decrease in profits, as well as borrowing from banks to maintain the company's daily operations. 3. Decrease in average sales days: Mainly due to price inflation and changes in the order structure of the company's major customers, resulting in the decline in the purchasing power of end consumers. 4. The turnover rate of real estate, plants and equipment decreased: mainly due to the increase in the company’s capital expenditures, but the orders failed to increase at the same time. 5. Decreases in total asset turnover rate, return on assets, return on equity, ratio of pre-tax net income to paid-in capital, net profit rate, and earnings per share: mainly due to price inflation and changes in the order structure of the company's major customers As profits decrease, ratios and earnings per share also decrease accordingly. 6. Decreases in cash flow ratio, cash flow adequacy ratio and cash reinvestment ratio: mainly due to the decrease in net cash flow from operating activities and the increase in capital expenditures. 7. Decrease in operating leverage: Mainly due to price inflation and changes in the order structure of the company's major customers,resultingin a decrease inprofits.

• Note 1: The data for 2019~2023 are based on consolidated financial statements already audited and certified by CPAs. Note 2: As of the print date of the Annual Report, no CPA-audited or reviewed financial data for Q1 2024 is available. Note 3: The formulas of the financial analyses are as follows:

1. Financial Structure

• (1) Liabilities-to-assets ratio = Total Liabilities / Total Assets

• (2) Long-term fund to fixed assets ratio = (Total Shareholders' Equity + Non-current Liabilities) / Net Fixed Assets (Property, Plant and Equipment)

• Debt-paying Ability

• (1) Current ratio=Current assets / Current Liabilities

• (2) Quick ratio= (Current assets – Inventory – Prepaid Expenses)/Current Liabilities

• (3) Times interest earned ratio = Earnings before Interest and Taxes / Interest Expenses

• Operating Ability

• (1) Accounts receivable turnover rate (including accounts receivable and bills receivable from business activities) = Net Sales / Balance of Average Accounts Receivable in each period (including accounts receivable and bills receivable from business activities).

• (2) Average collection days = 365 / Accounts Receivable Turnover Rate

• (3) Inventory turnover rate = Cost of Sales / Average inventory

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• (4) Accounts payable turnover rate (including accounts payable and bills payable from business activities) = Cost of sales/Balance of Average Accounts Payable in each period (including accounts payable and bills payable from business activities) = Cost of Sales / Balance of Average Accounts Payable in each period (including accounts payable and bills payable from business activities).

• (5) Average inventory turnover days = 365 / Inventory Turnover rate

• (6) Fixed assets turnover rate = Net Sales / Average Net Property, Plant and Equipment

• (7) Total assets turnover rate = Net Sales / Average Total Assets

• Profitability

• (1) Return on assets ratio = {Net Income + Interest Expenses * (1 – Effective tax rate)} / Average Total Assets

• (2) Return on equity ratio = Net Profit / Average Shareholders' Equity

• (3) Net profit ratio = Net Profit / Net Sales

• (4) Earnings per share = (Net Profit attributable to parent – Preferred Stock Dividend) / Weighted Average Number of Shares

• Cash flow

• (1) Cash flow ratio = Net Cash Flows from Operating Activities / Current Liabilities

• (2) Cash flow adequacy ratio = Net Cash Flow from Operating Activities for the most recent five years / (Capital expenditures + Inventory increment + Cash dividends) for the most recent five years

• (3) Cash flow reinvestment ratio = (Net Cash Flows from Operating Activities – Cash Dividends) / (Gross Property, Plant, and Equipment + Long Term Investment + Other Non Current Assets + Working Capital)

• Leverage

• (1) Operating leverage = (Net Operating Revenue – Variable Operating Costs and Expenses) / Operating Income

• (2) Financial leverage = Operating Income / (Operating Income – Interest Expenses)

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• C. Audit committee's report for the most recent year's financial statement

Regal Holding Co., Ltd.

Audit Committee’s Review Report

The Board of Directors has prepared the Company’s 2023 Business Report, Consolidated Financial Report and proposal for allocation of profits. The CPA firm of KPMG was retained to audit the Company’s Consolidated Financial Report and has issued an audit report relating to the Financial Statements. The aforesaid Business Report, Financial Reports and profit allocation proposal have been reviewed and determined to be correct and accurate by the Audit Committee members of the Company. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report.

To REGAL HOLDING CO., LTD.

Convener of the Audit Committee: GUAN, JYH-LIANG

February 26[th] , 2024

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• D. Consolidated financial report audited and certified by CPAs for the most recent year:

• Please refer to the attachments.

• E. Parent company-only financial statement for the most recent fiscal year, certified by the CPA: The Company's financial statements are consolidated financial reports audited and certified by

• CPAs.

• F. Financial difficulties encountered by the company or its affiliates in the most recent year and as of the date of this annual report: None.

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VII. Review and Analysis of the Company's Financial Status and Performance, and Listing of Risks

A. Financial status

1. Comparative Analysis of Financial Status

Unit: NT$000

			Unit: NT$000	Unit: NT$000
Year Item	Year 2022	Year 2023	Difference
			Amount	%
Current assets	1,116,840	805,471	(311,369)	(27.88)
Non-current assets	402,292	453,718	51,426	12.78
Total Assets	1,519,132	1,259,189	(259,943)	(17.11)
Current liabilities	398,747	332,861	(65,886)	(16.52)
Non-current liabilities	79,917	77,019	(2,898)	(3.63)
Total Liabilities	478,664	409,880	(68,784)	(14.37)
Share capital	383,960	383,960	-	-
Capital surplus	375,499	375,499	-	-
Retained earnings	238,352	57,385	(180,967)	(75.92)
Other equity	(58,569)	(49,309)	9,260	(15.81)
Non-controlling interests	101,226	81,774	(19,452)	(19.22)
Total Shareholders’ Equity	1,040,468	849,309	(191,159)	(18.37)
Analysis and description for the ratio of changes is more than 20% and the amount of changes exceeds NT$10 million in the last two fiscal years: 1.Decrease in current assets and retained earnings in 2023,mainly due to the loss before income tax and the repayment of corporate bonds of NT$88.7 million.

1. Significant impact of the changes in financial status in the last two years: None.

2. Contingency plans: Not applicable.

B. Financial performance

1. Comparative Analysis of Financial Performance

Unit: NT$000

			Unit: NT$000	Unit: NT$000
Year Item	2022	2023	Difference
			Amount	%
Net operatingrevenue	1,650,906	1,148,730	(502,176)	(30.42)
Operatingcosts	1,328,911	1,105,640	(223,271)	(16.80)
Grossprofit	321,995	43,090	(278,905)	(86.62)
Operatingexpenses	269,080	266,197	(2,883)	(1.07)
Operating profit	52,915	(223,107)	(276,022)	(521.63)
Non-operatingrevenue and expenses	23,070	8,368	(14,702)	(63.73)
Netprofit before income tax	75,985	(214,739)	(290,724)	(382.61)
Income tax	32,426	(51,819)	(84,245)	(259.81)
Netprofit	43,559	(162,920)	(206,479)	(474.02)
Analysis and description for the ratio of changes is more than 20% and the amount of changes exceeds NT$10 million in the last two fiscal years: 1.Under the influence of the increase inglobal economic uncertaintycaused byinflation in 2023,

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customers have become more conservative in placing orders after considering inventory reduction and cautious economic conditions. In addition, customers’ demand are mainly for low-margin copper products with low gross profit, so compared with 2022, the operating revenues, gross profit, operating income, income tax expenses, net profit before income tax and after tax have all decreased. 2. The decrease in non-operating income and expenses was mainly due to the decrease in foreign exchange gains resulting from the repayment of corporate bonds.

1. The possible impact of changes in financial performance in the last two years on future operation: None.

2. Contingency plans: Not Applicable.

4. Sales volume forecast and its basis:

The annual goal set up by the Company is based on the estimated demands from customers, the consideration of global market environments, and production capacity plans. In addition to maintaining a good relationship with existing customers, the Company also continues to develop new customers, new markets and new business models. The Company's medium and long-term plan is to strategically cultivate and support new customers and new markets, so as to grow the business scale and sales volume in the future.

1. Likely influence on company finance in the future and contingency plans:

The Company will continue to improve product design capabilities, combining aesthetic design and craftsmanship, as well as changes in market demand and consumption trends, to develop more personalized and humanized diversified products, thereby enhancing the Company's market competitiveness. In addition, when developing new markets and products, we are also committed to the effective use of production capacity and financial funds to meet the needs of future business growth and maintain a stable and good financial status.

C. Cash Flow Analysis

1. Analysis of cash flow changes in the most recent year

Unit: NT$000

			Unit: NT$000	Unit: NT$000
Year Item	Year 2022	Year 2023	Difference
			Amount	%
Cash inflows (outflows) from operating activities	243,278	(87,545)	(330,823)	(135.99)
Cash inflows (outflows) from investment activities	(97,943)	(78,175)	19,768	(20.18)
Cash inflows (outflows) from financing activities	(116,325)	(65,951)	50,374	(43.30)
Analysis of changes: 1. Increase of net cash used in operating activities: due to the loss before tax. 2. Decrease of net cash used in investing activities: due to the decrease of capital expenditure. 3. Decrease of cash outflows from financing activities: due to the decrease in repayment of corporate bonds.

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1. Improvement plan for insufficient liquidity:

2. The Company does not currently face any cash shortages, and there is no imminent risk of insufficient liquidity.

3. Analysis of cash liquidity in the coming year:

The Company is currently operating in a stable phase, with well-controlled inventory and accounts receivable. It is expected to continue to adhere to conservative principles in estimating capital expenditures within the next year. Additionally, the Company maintains a good relationship with banks, with sufficient bank financing facilities, and therefore no concerns about financial liquidity or funding shortages.

D. Influence on Financial Operations from Significant Capital Expenditure in the Most Recent Year: The amount of property, plant and equipment expenditures in 2023 is NTD 68,086 thousand, which is mainly due to the machinery and equipment purchased by the important subsidiary Regal Jewelry Manufacture Co., Ltd. for operation; and the renovation construction, machinery and equipment expenditures for the subsidiary Regal Precious Metal Innovation Co., Ltd’s new production line. The source of expenditures is mainly self-owned funds. According to the Company's profit situation, there is no significant adverse impact on its finance or operation.

E. The Company's reinvestment policy for the most recent fiscal year, the main reasons for the profits/losses generated thereby, the plan for improving re-investment profitability, and investment plans for the coming year:

• 1.The Company's reinvestment policy

When the Company reinvest, we focus on the core industry of jewelry design, manufacturing and processing, comprehensively consider future trends, business opportunities, and group advantages, and expand upstream and downstream of the jewelry industry supply chain. We do not engage in other industries which are not related to jewelry. In order to clarify the relevant regulations, we have established the "Investment Cycle", "Rules Governing the Financial Operations between Related Parties and Affiliates", "Rules Governing the Operation of Subsidiaries" and "Rules Governing the Acquisition or Disposal of Assets" in our internal control system as the guidelines for the transfer of investments, and will follow the aforementioned rules when there are relevant investment plans.

• 2.Major causes of profits and losses, and improvement in the latest fiscal year

• The main reason for the loss of RMS, Linden, Reunite Inspiring Creation is that their brand awareness and development of own e-commerce is slower than originally expected, resulting in revenue that cannot cover the initial fixed expenses. In order to effectively utilize the Group's resources and maximize shareholders' profits, the Board of Directors of the Company has resolved to dissolve and liquidate RMS, Linden and Reunite Inspiring Creation. RJM and

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RGP have suffered losses as a result of the decline in end-user demand due to the overall sluggishness of the international economy and the industry over the past year, and the orders from customers reduced. In terms of improvement plans, the Company will continue to increase the manpower of business team to serve more customers, strengthen efforts in getting mid-to-highend jewelry orders, and continue to optimize the allocation of factory capacity and organization manpower in order to effectively reduce costs and expenditures.

Unit: NT$000

				Unit: NT$000
Investee Company	Shareholding % directly or indirectly	Recognition of investment gains and losses in 2023	Causes of profits and losses	Improvement’s plan
Regal Jewelry Manufacture Co., Ltd. (RJM)	99.99%	(151,644)	Decreasing orders due to lower end demand	1. Increase manpower of business team 2. Get mid-to-high end orders 3. Continuously optimize manpower allocation of production lines
Regal Plating Co., Ltd. (RGP)	51.00%	(4,434)	Decreasing orders due to lower end demand	1. Increase manpower of business team 2. Get mid-to-high end orders 3. Continuously optimize manpower allocation of production lines
GVG(INTERNATIONAL) JEWELRY LIMITED (Note 1)	100.00%	(1)	—	—
Regal Management Solution Co., Ltd. (Note 2)	99.90%	(8,133)	Striving for agency rights and failing to meet sales targets	The purpose of the group changes and the functions of the RMS company disappear, so that the company can be shut down to save resources.
Linden Integrated Co., Ltd. (Note 3)	49.00%	48	Branded products have long operating cycles, high construction, publicity and sales costs, and sales growth is not asgood as expected.	Close the company to save manpower and resources
Reunite Inspiring Creation Co., Ltd. (Note 4)	100.00%	(6,072)	The Taiwanese market is small, gross profit margins are poor, the operating cycle is long, construction, publicity and sales costs are high, and sales growth is not as expected.	Close the company to save manpower and resources
Regal Precious Metal	99.90%	(5,856)	It is still in the earlystages	1. Increase business team

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Unit: NT$000

				Unit: NT$000
Investee Company	Shareholding % directly or indirectly	Recognition of investment gains and losses in 2023	Causes of profits and losses	Improvement’s plan
Innovation Co., Ltd. (RPM)			of operation and deployment.	manpower 2. Obtain customer orders 3. Optimize production lines

• Note 1：The Board of Directors approved for the cancellation of subsidiary GIO VAN GOGH (INTERNATIONAL) JEWELRY LIMITED in March 2022, and the cancellation process was completed in October 2023.

• Note 2：The Board of Directors approved for the dissolution and liquidation of subsidiary Regal Management Solution Co., Ltd. in November 2023, and the cancellation procedure is in progress.

• Note 3：The Board of Directors approved for the dissolution and liquidation of subsidiary Linden Integrated Co., Ltd. in November 2023, and the cancellation procedure is in progress.

• Note 4：The Board of Directors approved for the dissolution and liquidation of subsidiary Reunite Inspiring Creation Co., Ltd. in November 2023, and the cancellation procedure is in progress.

3. Future investment plan for upcoming year:

As of the printing of this Annual Report, in addition to the monthly R&D expenditures on new equipment and technology to ensure that the Company can continue to be familiar with industry dynamics and provide customers with the fastest and highest quality jewelry design and manufacturing services, as well as the investment in machinery and equipment for RPM, a sub-subsidiary of the Group, the Company has no identified significant investment plans for the coming year. However, in order to strengthen the Group's investment in ESG issues, enhance the Group's competitiveness, and respond to the increasing emphasis on sustainability issues in the overall jewelry industry, the Company has planned to conduct the feasibility study for the 2[nd] phase of the solar panel construction project this year.

• F. Risk analysis during the most recent year and as of the Date of this Annual Report

• Influence of interest rate changes, exchange rate fluctuations and inflation on company gains and losses and future countermeasures:

• a. Interest rate changes

Unit: NT$000

erest rate changes			Unit: NT$000	Unit: NT$000
	Year 2022		Year 2023
	Amount	Ratio of operating revenues	Amount	Ratio of operating revenues
Interest income	1,393	0.08%	5,660	0.49%
Interest expense	5,690	0.34%	7,754	0.68%

The Company's interest income and expenses accounted for a small proportion of the operating revenues in the last two years, and this is primarily due to interest income from

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bank deposits and financial costs related to borrowings, which have had slight impact on the overall operation of the Company. Therefore, the impact of interest rate fluctuations on the Company's profit and loss is limited. In the future, we will continue to monitor changes in the domestic and international economic environment and take necessary measures in a timely manner to mitigate the risk of interest rate fluctuations on the Company's profit and loss.

b. Exchange rate fluctuations

ange rate fluctuations	ange rate fluctuations	ange rate fluctuations
Unit: NT$000
Year Item	Year 2022	Year 2023
Foreign exchange gains(losses)	20,134	5,243
Ratio of net profit before income tax	1.22%	0.46%

The Company's export products are mainly quoted in US dollars, but procurement and operating expenses are paid in Thai Baht. Therefore, the risk of exchange rate fluctuations mainly comes from foreign currency-denominated accounts receivable and foreign currency exchange gains and losses. Since 2014, the Company has increased sales in Thailand and gradually increased the proportion of accounts receivable in Thai Baht to diversify the concentration of currencies. We also continue to monitor exchange rate fluctuations, and if there is a need for hedging, we will also use financial derivative products for hedging operations as a response to reduce the impact of exchange rate fluctuations on profit.

c. Inflation

In response to the fact that global inflation has not yet stabilized, the Company maintains close and good relations with suppliers and customers. While making the purchase or sales contract, a floating and dynamically adjusted quotation mechanism will be used, so there has been no significant impact on profit due to the inflation so far. The Company will continue to monitor the impact of inflation on costs, evaluate and adjust the procurement strategy and cost structure at an appropriate time, so as to reduce the impact of inflation on the Company's profit.

1. Company policies for high-risk, high-leverage investment, loaning of funds to others, endorsement for others and engagement in derivative transactions, main causes of profit gains or losses, and future countermeasures:

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Based on principle of prudent and pragmatic business philosophy, the Company focuses on managing its own line of business and does not engage in any other high-risk or high-leverage commercial activities. In addition, the Company has established "Procedures for Lending Funds to Others", "Procedures for Endorsements and Guarantees", "Regulations of Governing Derivatives Transactions" and "Procedures for Acquisition or Disposal of Assets" as the basis for the Company and its subsidiaries to conduct relevant operations. As of the print date of this Annual Report, there are no existing and effective balance of loan of funds to others, endorsement and guarantee for others, and financial derivative product transaction contracts, so there is no impact on the profit of the consolidated financial statements. If there are plans to engage in related transactions in the future, the Company will follow these procedures and regulations to execute.

1. Further R&D plans and expenditures expected for research and development work a. Future R&D plans

2. (1) Continuously improve our product development capabilities and combine aesthetic technology to provide unique and more personalized products to meet different market needs.

   • (2) Research on more advanced manufacturing processes and more precise mold design capabilities to enhance future product yields and product diversity.

   • (3) Continue to invest in semi-automatic or fully-automatic process equipment and related manufacturing equipment required for high-end products to shorten production hours, significantly improve product quality and reduce production costs.

   • (4) Estimated investment in research and development costs

     • The R&D expenses in 2022 are NTD 58,529 thousand, and it is expected to increase in 2023 than previous year. The mainly reason is to enhance the customized design capability of jewelry, develop functional accessories and automated equipment, and upgrade the processing equipment in order to enhance medium and long-term competitiveness.

3. Effects on the company's financial operations of important policies adopted and changes in the legal environment at home and abroad, and measures to be taken in response: The Company is registered in Cayman Islands and the main operation headquarter is in Thailand. The Cayman Islands has financial services as its main economic activity, while Thailand is one of the major economies in Southeast Asia with an open economy and no

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foreign exchange controls, and the political and economic environment is still stable. The products developed and sold by the Company are consumer goods and are not licensed or restricted industries. Therefore, except for the compliance costs due to changes in business laws and regulations in the Cayman Islands, and the personnel costs due to adjustments in wage rates due to improvements in labor conditions in Thailand, there are no significant changes in important policies and laws in the Cayman Islands or Thailand that would affect the Company's finance or business operations. Also, both of the impact of the aforementioned compliance and personnel cost adjustments on the Company was minimal. In addition, the Company conducts its business in accordance with relevant domestic and foreign policies and laws, and keeps an eye on important domestic and foreign policy trends and legal changes to respond to changes in market conditions and take appropriate countermeasures.

1. The impact of technological changes (including information security risks) and industry changes on the company's financial business and countermeasures:

2. The Group's main business is the design and manufacture of jewelry. Due to the advancement of technology, various new automated machines are constantly available. The head of the R&D department and manufacturing department of the Company will obtain in-depth information about the new equipment or machines to evaluate the extent to which the investment in the new equipment will improve the production efficiency and quality of the Company's products, and the amount of capital expenditure required, in order to decide whether to purchase the new equipment.

In terms of industry changes, today's jewelry consumers are increasingly emphasizing the personalization of their jewelry in order to express their unique tastes and values. As a result, the jewelry industry has gradually shifted from producing a large number of standardized products to a small number of customized items that consumers can choose to accessorize themselves. In response, the Company has adjusted its production line configuration by dividing the original large factory into several medium-sized factories to increase production flexibility. At the same time, the management mechanism has been established to dynamically adjust the allocation of monthly orders, production line manpower and outsourcing to achieve the goal of optimizing the use of human resources and cost control.

In terms of information security risk management, the Company's plans and actions are as follows:

• a. Management structure

• In order to protect Company’s information assets from risks caused by external threats or improper management and use by internal personnel, the Company has established the "Regal Holding Information and Communication Security Team" to coordinate

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management plans, maintenance plans and resource deployment. The team consists of (1) convener, (2) head of information security, and (3) information security personnel. The convener is the CEO and the head of information security of the Company is responsible for coordinating and promoting information security related management matters. The information security personnel members are the supervisors of each unit in the IT department and assist the head of information security in implementing various information security related plans. The audit office is responsible for the record of information security related meetings, the record of information security incidents and the execution of internal information security related audit plans.

b. Information and community security policy

The Company's information and communication security policy covers the Company and its subsidiaries. In order to ensure that all hardware, software, data and communications of the Company operate properly and are protected from human deliberation or accidental threats, the Company focuses on system, technology and procedures simultaneously to reduce information security threats and establish a secured information environment. The Company continuously reviews the management cycle of Plan-Do-Check-Act (PDCA) for continuous improvement. In the "Plan Phase", the Company focuses on information security risk management, firstly, the Company's information and communication security team identifies relevant risk factors and then formulates specific management plans. In the "Do Phase", the Company constructs various information protection measures. In addition to implementing the management plans in the Company's daily operations, we also continue to introduce new information security technologies and conduct internal information security promotion to maintain the confidentiality, integrity and availability of the company's information assets. The "Check Phase" will actively monitor the effectiveness of information security management, measure and quantify information security indicators based on audit results, and rehearse the response mechanism in case of information security incidents through regular simulations. The "Act Phase" is based on review and continuous improve, the Company fulfill the implementation of supervision and auditing, and regularly review information security regulations and management plans. If employees violate the relevant regulations and procedures, they will be dealt with according to the relevant procedures and penalties will be imposed depending on the violation.

• c. Management plans

For details of the Company's information and communication security management plans, please refer to Annual Report (P171).

• 6.Effect on the Company's crisis management of changes in the Company's corporate image, and measures to be taken in response:

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The Company's corporate philosophy is honesty, trust and sustainable management. In addition to the "Code of Conduct for Integrity Management" and "Procedures and Guidelines for Integrity Management" in the internal control system as guidelines for internal management and external operations, the Company also conducts various internal promotions and hires lecturers to conduct education and training from time to time to explain to all employees the relevance and importance of integrity, corporate image and sustainable management. Since the establishment, the Company has focused on its core business operations, complied with relevant laws and regulations in its operations, and maintained good interaction and communication with all stakeholders. Therefore, the overall corporate image is excellent and there is no corporate crisis caused by the change of corporate image in the latest year or as of the date of printing of the Annual Report.

• 7.Expected benefits and possible risks associated with any merger and acquisitions, and mitigation measures being or to be taken:

The Company's primary strategy is to focus on the jewelry industry and all of its corporate plans are related to the design, manufacture and sale of jewelry, or are related to the upstream and downstream supply chain of the industry. As of the date of this Annual Report, the Company has no merger and acquisition plans in progress or anticipated, except for the establishment of subsidiary in connection with the investment in sustainability issues such as precious metal recycling and ESG, in which the Company is optimistic about future business opportunities.

• 8.Expected benefits and possible risks associated with any plant expansion, and mitigation measures being or to be taken:

The Company has an internal adjustment mechanism to dynamically adjust the allocation between client orders and production line manpower on a monthly basis, supplemented by an outsourcing strategy. As of the print date of the Annual Report, the Company has no plans to expand its plants, except for investing in automated equipment to shorten working hours and improve product quality. If there is a need for plant expansion in the future, the Company will follow the local business regulations and the relevant internal management rules established by the Company to ensure the protection of the rights and interests of the Company's shareholders and stakeholders.

1. Risks associated with any consolidation of sales or purchasing operations, and mitigation measures being or to be taken:

2. a. Risk from concentration of suppliers and countermeasures

Due to the increased empahasis of ESG issues, the Company increases the procurement of

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sustainable certified materials with certification from third-party organizations. As a result, the proportion of purchases from the largest supplier in 2022 decreased from 21.67% to 5.57%, and the proportion of purchases from the newly added largest supplier in 2023 is 21.91%, which is the Company's main supplier of recycled silver.

The main purchase items of the Company all have more than two suppliers. While one supplier is not able to provide sufficient goods or meet the delivery period, the Company will look for other alternative suppliers or other suitable alternative materials. Therefore, the source of raw materials is stable, and as of the print date of this Annual Report, there has been no shortage of supply that has a significantly impact on operations or the benefit of customers.

• b. Risk from concentration of sales and countermeasures

The Company has actively expanded into new customers, new markets, and new business models. In 2023, the sales net amount from the largest customer accounted for 27.15% of total sales, compared to 49.04% in 2022, indicating effective efforts in reducing the risk of sales concentration.

1. The impact, risk and response measures of a significant transfer or change of shareholding of directors, supervisors or shareholders holding more than 10% of the shares of the Company: As of the date of the annual report, except for the reorganization of the investment structure in 2014 in response to the application for the initial public offering in Taiwan, there was no significant transfer of shares from directors, supervisors or major shareholders holding more than 10% of the shares to others, and the aforementioned reorganization of the investment structure had no impact on the Company's operating rights. In order to enhance the understanding of the Company's directors and major shareholders on the laws and regulations related to equity transactions, the Company arranges training courses in the annual plan to explain the latest developments of the laws and regulations related to equity transactions.

2. The impact, risk and response measures of the change in management rights on the Company: As of the printing date of the annual report, there was no change in the Company's management rights that would affect its operations.

3. Litigious and non-litigious matters:

4. As of the printing date of the annual report, the Company or its directors, independent directors, managers, beneficial owners, shareholders holding more than 10% of the shares, or affiliates whose litigation, non-litigation or administrative disputes that have been adjudicated or are currently in the process of being litigated, which the outcome may have a significant

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impact on shareholders' equity or the price of securities, the facts of the dispute, the amount of the subject matter, the date of commencement of the litigation, the principal parties involved in the litigation, and the current status of the litigation should be disclosed:

As of the date of the annual report, there was no litigation, non-litigation or administrative disputes in connection with the Company's shareholders' equity or securities prices.

13. Other important risks and response measures:

• a. Risks of general economy, political and economic environment, foreign exchange, and legal:

• The Company's incorporated area is Cayman Islands and its main operation place is in Thailand. Therefore, changes in commercial laws and regulations in the place of incorporation and operation, as well as changes in exchange rates and fluctuations in raw material prices due to changes in international political and economic conditions, may affect the Company's operations. In order to cope with risks arising from changes in laws and regulations and fluctuations in international market prices, the Company has formed a risk management team from relevant departments to keep track of important domestic and international policy and legal changes, as well as current fluctuations in exchange rates and raw material prices in the international market, in order to assess and establish action plans to respond to changes in the situation as soon as possible.

b. Risks to shareholders’ protection

Although the Company has amended its Articles of Incorporation in accordance with the "Checklist for the Protection of Shareholders' Rights and Interests of Foreign Issuers in the Country of Incorporation" prescribed by the Taiwan Stock Exchange (TWSE) without violating the laws and regulations of the Cayman Islands, and the Company is always aware of the changes in the relevant laws and regulations of the TWSE and makes every effort to protect the rights and interests of investors. However, there are still many differences between the laws and regulations of the two jurisdictions regarding the operation of companies, and investors cannot directly apply the legal protection viewpoint of investing in a ROC company to their investments in Cayman Islands companies. Investors should consult with relevant consultants or experts to ascertain whether their investment in a Cayman Islands company provides them with the same level of shareholder protection as they would expect.

c. The impact of technology on the company's production and its response measures:

• (1) The company's production and business

The Company invests largely in the development of processes by using technology.

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Every year, the Company invests a considerable amount of money in research and development and keeps an eye on the updating and upgrading of technology in the industry at the same time to keep abreast of the latest market dynamics and assess the impact on its operations. When investing in new equipment or technology, the Company not only conducts a situational analysis to forecast the future benefits of the new equipment or technology to the Company's production or business, but also conducts a simulation of the Company's financial position and liquidity to ensure that the cash level is sufficient to meet daily needs. The Company's current financial condition is strong, and is capable of meeting the Company's needs for future technology development.

(2) Corporate information security risks and responses

In order to protect information assets from external threats and risks caused by improper management and use by internal personnel, the Company has established the "Regal Holding Information and Communication Security Team" to coordinate management plans, maintenance plans and resource allocation. The Company also works on system, technology and procedures at the same time to reduce information security threats and establish a secured information environment.

(a) Internet information security control

The Company will continue strengthening the firewall, regularly scan and update the Company's information equipment systems and databases. Currently, the Compaly sets VPN connection times and strengthens the VPN authentication mechanism, regularly review the system records of the Company's various network services, and track any irregularities. In addition, the Company also regularly reviews the existing information software and hardware architecture with professional information security consultants in order to reduce the risk of increasingly aggressive cyber attacks.

(b) Data access control

The Company sets accounts and passwords for all information and communication systems and equipment, and grants different access rights to different users according to their functions. The use and operation of the Company's systems are recorded for track. If a change in system privileges is requested, it must be approved by the authorized person before it becomes effective. Before disposing of the Company's systems and equipment, the Company must remove or overwrite the confidential and sensitive data and copyright software to reduce the risk of confidential data leakage affecting the Company's future operations.

(c) Contingency recovery mechanism

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The Company will regularly review the information and communications emergency response plan each year, and also regularly simulate and rehearse the system recovery mechanism to improve the speed and capability of response after an information and communications security incident. In addition, the Company will establish a complete backup mechanism for the system and implement off-site backups to enhance the frequency, number of copies and security of data backups to improve the accessibility of data if an information security incident occurs.

(d) Advocacy and auditing

In order to strengthen the awareness of all employees of the Company on information and communication security, the Company conducts regular education and training on information and communication security via internal meetings and posting notices, etc., to disseminate knowledge on information and communication security to all employees and develop the habit of maintaining information and communication security them. The Company's auditing unit also conducts regular inspections every year to ensure the effectiveness of the information security management plans and related operating procedures.

d. International situation:

The impact of geopolitical risks on enterprises has intensified. After experiencing events such as the confrontation between the United States and China, the Russia-Ukraine war, and the Israel-Kazakhstan conflict, many survey results show that geopolitical uncertainty has become an unavoidable risk for corporate operations, and it is expected that challenges and pressures will be faced in the short and medium term. will continue to increase.

S&P Global lists geopolitical risks that are likely to occur and have high impact in 2024, including: tensions between Russia and NATO, cyber attacks, U.S.-China competition, anti-globalization, climate risks, energy security, and epidemics 7 items including the resurgence; Eurasia Group, the world's largest political risk consulting firm, believes that the top ten risks facing the world in 2024 include: (1) political division caused by the US election; (2) expansion of conflicts in the Middle East; (3) De facto division of Ukraine; (4) Lack of regulation of AI; (5) Deepening alliance between Russia, Iran and North Korea; (6) Weak economic recovery in mainland China; (7) Competition for key minerals; (8) Government policy tools compromised by inflation (9) El Niño phenomenon; (10) Ideological disputes increase business risks for American companies. To sum up, the risks faced by enterprises in 2024 are geopolitical tensions, climate change, technological changes, economic recession and politics. The company continues to monitor the international situation and diversify regional sales to ensure operational risks.

• e. Risks of statements related to this annual report

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• (1) Facts and statistics

Certain information and statistics in this annual report are obtained from various external publications, which may be inaccurate or no longer current due to changes in the international environment. The Company makes no representation as to the truth or accuracy of such external information and investors should not place undue reliance on such information in making their investment judgments.

• (2) Risks and uncertainty of forward-looking statements in this annual report

• There are certain forward-looking statements and information about the Company and related companies in this annual report. These statements and information in this annual report are based on beliefs, assumptions, and current information of the managing levels of the Company. In this report, while the Company or the managing levels of the Company use the terms, like "predict," "believe," "can," "expect," "future," "intend," "may," "must," "plan, " "estimate," "seek," "should," "will," "might," "hope," and similar phrases are forward-looking statements. Such statements reflect current views on future events, operations, finance by the managing levels of the Company and some of which may not be come true or may be changed. Such statements may be affected by certain risks, uncertainties, and assumption, including other risk factors that this annual report states. Investors should consider carefully that relying on any forward-looking statements will involve in every known and unknown risks and uncertainties. The risks and uncertainties that the Company faces may affect the accuracy of forward-looking statements, including but not limited to the following:

• i. the statements of “Operation Overview” in this annual report

• ii. Certain statements about price, qualities, operations, trends of profits, overall market trends, risk managements, and exchange rates in this annual report.

  • The Company will not update forward-looking statements in this Annual Report or make changes in response to future events or information. In view of these risks and other risks, uncertainties and assumptions, the forward-looking statements and circumstances mentioned in the annual report may or may not happen in the manner expected by the Company. Therefore, investors should not rely on any forward-looking statements.

• f. The Company is a holding company that relies on its subsidiaries’ performances and their capabilities of dividends distributions while its dividends distribution and funds transfer are limited

• The Company is a holding company established in the Cayman Islands with no commercial operations. The Company has no assets and liabilities other than its equity interest in its subsidiaries and therefore derives its income primarily from its operating subsidiaries. The Company's subsidiary in Thailand is an important source of operating

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profit for the Group, and therefore the Company's earnings and cash dividends are subject to the subsidiary's dividend policy or future investment plans. The Company does not have full control over the level of dividends paid by its subsidiaries because the payment of cash dividends is restricted by the regulations about payment of dividends, repatriation of revenues, cash transfers and foreign exchange regulations in the countries in which the dividends are paid, and is also subject to changes in exchange rates.

In addition, the Company's subsidiaries are independent legal entities. In the event of bankruptcy, insolvency, reorganization, liquidation or asset realization of a subsidiary, the Company will acquire assets or be allocated assets in an inferior order to the creditors of the subsidiary, including the counter-parties of the subsidiary.

The distribution of dividends or other benefits from the Company is governed by all the relevant regulations. If investors have tax planning considerations regarding the income allocated by the investment of holding company, they are advised to consult with relevant advisors or experts to obtain a definitive and thorough understanding.

• G. Other important matters: None.

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VIII. Special Notes

• A. Information of the subsidiaries

• Organization Chart

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2. Information of Subsidiaries

Dec. 31, 2023; Unit: NT$000

Name	Established date	Address	Currency/Paid-up Capital	Currency/Paid-up Capital	Major Business or production
Regal Jewelry Manufacture Co., Ltd. (RJM)	Feb. 21, 1999	No. 84/4, 84/6-7 Moo. 7, Soi Phet Kasem 122, Phet Kasem Rd., Om Noi, Krathum Baen, Samut Sakhon 74130, Thailand	THB	455,000	Design, manufacture, and sales of jewelry
Regal Plating Co., Ltd. (RGP)	July. 01, 2013	No. 84/5 Village No.7 Phet Kasem 122 Alley, Phet Kasem Road, Om Noi Sub-district, Krathum Baen District, Samut Sakhon Province 74130, Thailand	THB	25,000	Jewelry plating
GIO VAN GOGH (International) Jewelry Limited (Note 1)	Nov. 13, 2014	Unit 1307, Beverley Commercial Centre, 87-105 Chatham Road South, Tsim Sha Tsui,Kowloon,HongKong	HKD	9,570	Investment
Regal Management Solution Co., Ltd. (Note 2)	Apr. 05, 2018	No. 84/6 Village No.7 Phet Kaseam 122 Alley, Phet Kasem Road, Om Noi Sub-district, Krathum Baen District, Samut Sakhon Province 74130, Thailand	THB	37,000	Investment
Linden Integrated Co., Ltd. (Note 3)	Dec. 13, 2018	No. 84/4 Village No.7 Phet Kasem 122 Alley, Phet Kasem Road, Om Noi Sub-district, Krathum Baen District, Samut Sakhon Province 74130, Thailand	THB	8,000	Sales of jewelry
Reunite Inspiring Creation Co., Ltd. (Note 4)	Oct. 18, 2019	11F,No. 131, Songjiang Road, Zhongshan District, Taipei City, Taiwan (R.O.C.)	NTD	22,500	Sales of jewelry
Regal Precious Metal Innovation Co., Ltd.	Mar. 17, 2022	No. 84/7 Village No.7 Phet Kasem 122 Alley, Phet Kasem Road, Om Noi Sub-district, Krathum Baen District, Samut Sakhon Province 74130, Thailand	THB	100,000	Metal recycling

Note 1：The Board of Directors approved for the cancellation of subsidiary GIO VAN GOGH (INTERNATIONAL) JEWELRY LIMITED in March 2022, and the cancellation process was completed in October 2023.

Note 2：The Board of Directors approved for the dissolution and liquidation of subsidiary Regal Management Solution Co., Ltd. in

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November 2023, and the cancellation procedure is in progress.

Note 3：The Board of Directors approved for the dissolution and liquidation of subsidiary Linden Integrated Co., Ltd. in November 2023, and the cancellation procedure is in progress.

Note 4：The Board of Directors approved for the dissolution and liquidation of subsidiary Reunite Inspiring Creation Co., Ltd. in November 2023, and the cancellation procedure is in progress.

1. Presumption of a relationship of control or subordination that have the same shareholders: None.

2. Transact business of the Company and subsidiaries

Name	Location	Major Business
Regal Jewelry Manufacture Co., Ltd. (RJM)	Thailand	Design, manufacture, and sales of jewelry
Regal Plating Co., Ltd. (RGP)	Thailand	Jewelry plating
GIO VAN GOGH (International) Jewelry Limited (Note 1)	Hong Kong	Investment
Regal Management Solution Co., Ltd. (Note 2)	Thailand	Investment
Linden Integrated Co., Ltd. (Note 3)	Thailand	Sales of jewelry
Reunite Inspiring Creation Co., Ltd. (Note 4)	Taiwan	Sales of jewelry
Regal Precious Metal Innovation Co., Ltd.	Thailand	Metal recycling
Note 1：The Board of Directors approved for the cancellation of subsidiary GIO VAN GOGH (INTERNATIONAL) JEWELRY LIMITED in March 2022, and the cancellation process was completed in October 2023. Note 2：The Board of Directors approved for the dissolution and liquidation of subsidiary Regal Management Solution Co., Ltd. in November 2023, and the cancellation procedure is in progress. Note 3：The Board of Directors approved for the dissolution and liquidation of subsidiary Linden Integrated Co., Ltd. in November 2023, and the cancellation procedure is in progress. Note 4：The Board of Directors approved for the dissolution and liquidation of subsidiary Reunite InspiringCreation Co.,Ltd. in November 2023,and the cancellationprocedure is inprogress.

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5. Information of directors, supervisors, and general managers of subsidiaries

Dec. 31, 2023; Unit: share/%

Name	Title	Name or Representative	Shares holding	Shares holding
			Shares	Percentage
Regal Jewelry Manufacture Co., Ltd. (RJM)	Chairman Director Director Director Director	PHACHARAPON PHAIBOONSUNTORN SARAYUTH MUNGCHITVITSAVAKORN LIN, CHIU-I LIN, CHIN-SAN NATTHANISA PHAIBOONSUNTORN	1 1 - - -	0.005% 0.005% - - -
Regal Plating Co., Ltd. (RGP)	Chairman Director Director	PHACHARAPON PHAIBOONSUNTORN SARAYUTH MUNGCHITVITSAVAKORN WANG, CHUN-CHIN	- - 47,500	- - 19.00%
GIO VAN GOGH (International) Jewelry Limited(Note 1)	Chairman	LIN, JU-YING	Limited company	-
Regal Management Solution Co., Ltd. (Note 2)	Chairman Director Director	PHACHARAPON PHAIBOONSUNTORN SARAYUTH MUNGCHITVITSAVAKORN LIN, JU-YING	2,470 2,465 2,465	0.0334% 0.0333% 0.0333%
Linden Integrated Co., Ltd. (Note 3)	Chairman	LIN, CHIN-SAN	-	-
Reunite Inspiring Creation Co., Ltd. (Note 4)	Chairman	LIN, JU-YING	-	-
Regal Precious Metal Innovation Co., Ltd.	Chairman Director Director	PHACHARAPON PHAIBOONSUNTORN SARAYUTH MUNGCHITVITSAVAKORN LIN, JU-YING	334 333 333	0.0334% 0.0333% 0.0333%
Note 1：The Board of Directors approved for the cancellation of subsidiary GIO VAN GOGH (INTERNATIONAL) JEWELRY LIMITED in March 2022, and the cancellation process was completed in October 2023. Note 2：The Board of Directors approved for the dissolution and liquidation of subsidiary Regal Management Solution Co., Ltd. in November 2023, and the cancellation procedure is in progress. Note 3：The Board of Directors approved for the dissolution and liquidation of subsidiary Linden Integrated Co., Ltd. in November 2023, and the cancellation procedure is in progress. Note 4：The Board of Directors approved for the dissolution and liquidation of subsidiary Reunite Inspiring Creation Co., Ltd. in November 2023,and the cancellationprocedure is inprogress.

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6. Operation Circumstances of Subsidiaries

6. Operation Circumstances of Subsidiaries
	Dec. 31,2023;Unit: 1,000 currency
Name	Capital		Total assets		Total liabilities		Net worth
Regal Jewelry Manufacture Co., Ltd. (RJM)	THB	455,000	THB	1,219,450	THB	442,650	THB	776,800
Regal Plating Co., Ltd. (RGP)	THB	25,000	THB	188,383	THB	7,955	THB	180,428
GIO VAN GOGH (International) Jewelry Limited	HKD	9,570	HKD	0.5	HKD	0	HKD	0.5
Regal Management Solution Co., Ltd.	THB	37,000	THB	2,272	THB	632	THB	1,640
Linden Integrated Co., Ltd.	THB	8,000	THB	2,090	THB	288	THB	1,802
Reunite Inspiring Creation Co., Ltd.	NTD	22,500	NTD	3,995	NTD	27	NTD	3,968
Regal Precious Metal Innovation Co., Ltd.	THB	100,000	THB	94,775	THB	1,821	THB	92,954

Note：The information of incomes and benefits of subsidiaries of the Company are business secrets. In order to protect shareholders’ equity, such information cannot be disclosed. In addition, the recognition of investment gains or losses in the current period has been disclosed in the notes of the financial statements.

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1. Statements of Consolidated Financial Statements of Subsidiaries: N/A.

2. Consolidated Financial Statements of Subsidiaries: Please refer to the Annual Report, Annex, Accountants Review Report (P217).

3. B. Private placement of securities during the most recent fiscal year or during the current fiscal year as to the date of publication of the annual report: None.

4. C. Holding or disposal of shares in the Company by the Company's subsidiaries during the most recent fiscal year or during the current fiscal year as to the date of publication of the annual report: None.

5. D. Other matters that require additional description: None.

6. E. Any of the situations listed in Article 36, paragraph 2, subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholders' equity or the price of the company's securities, has occurred during the most recent fiscal year or during the current fiscal year as to the date of publication of the annual report: None.

7. F. Material differences from the rules of the R.O.C. in relation to the protection of shareholder equity: The Company has amended the Articles of the Company in accordance with the matters of protection of shareholder equity in “Checklist for the Protection of Shareholders' Equity of Foreign Issuers” of Taiwan Stock Exchange Corporation. However, part of material matters about protection of shareholder equity is not applicable under the laws and regulations of Cayman Islands and are not amended in the Articles of the Company. Please see the followings:

Material matters of protection of shareholder equity	Articles of Association and reasons of differences
A company choosing to issue no par value shares shall not convert its shares into par value shares.	The Company issues par value shares and the price of one common share is NT$10. Therefore, the Article 156-1, paragraph 6 of CompanyAct is not applicable.
1. Shareholders’ meetings shall be convened within the territory of R.O.C. If the shareholders’ meetings are going to be convened outside of the territory of R.O.C., the application of approval of Taiwan Stock Exchange Corporation must be submitted in two days after the resolution of BOD or shareholders obtain the permission from authorized governments. 2. Anyor aplural number of shareholder(s)of	1. As for the part that shareholders convene meetings on his/their own, there is no special term about it in Cayman Islands’ Company Act. Therefore, the Article 19.6 and 19.7 of the Articles of Association does not regulate the shareholders to report to the competent authority for permission before convening the shareholders' temporary meeting. 2. Besides,if the shareholders aregoingto

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Material matters of protection of shareholder equity

Articles of Association and reasons of differences

a company who has (have) continuously convene meeting outside of the territory of held 3% or more of the total number of R.O.C. on their own, they do not need to outstanding shares for a period of one year report to the competent authority for or a longer time may, by filing a written permission before convening the proposal setting forth therein the subjects shareholders' temporary meeting. Therefore, for discussion and the reasons, request the the Article 19.6 and 19.7 of the Articles of board of directors to call a special meeting Association only regulates that the meeting of shareholders. If the board of directors shall be reported to GTSM or TWSE (as fails to give a notice for convening a special applicable in its case) for approval instead meeting of shareholders within 15 days of “the application of approval of Taiwan after the filing of the request under the Stock Exchange Corporation must be preceding Paragraph, the proposing submitted in two days after shareholders shareholder(s) may, after obtaining an obtain the permission from authorized approval from the competent authority, governments.” In this part, there should convene a special meeting of shareholders have no substantial impact on shareholders’ on his/their own. equity of R.O.C. The Articles of the Incorporation shall be stated In respect of the exercise of voting rights by that electronic means can be one of the methods shareholders in writing or electronically, the to exercise voting rights. When the Company Cayman Islands’ Company Act does not holds a shareholders meeting, it may allow the mention whether shareholders who exercise shareholders to exercise voting rights by their voting rights in writing or electronically correspondence or electronic means; The can be deemed to have attended the Company that holds shareholders’ meetings shareholders' meeting in person and the outside of the territory of R.O.C. may allow Cayman Islands lawyers have not found any shareholders to exercise voting rights by relevant cases. There will make another correspondence or electronic means. When arrangement. The Article 25.4 of the voting rights are exercised by correspondence Company’s Articles regulates “A Member who or electronic means, the method of exercise exercises his voting power at a general meeting shall be specified in the shareholders meeting by way of a written ballot or by electronic notice. A shareholder exercising voting rights transmission shall be deemed to have appointed by correspondence or electronic means will be the chairman of the general meeting as his deemed to have attended the meeting in person, proxy to vote his shares at the general meeting but to have waived his/her rights with respect to only in the manner directed by his written the extraordinary motions and amendments to instrument or electronic document. The original proposals of that meeting. chairman of the general meeting as proxy shall not have the power to exercise the voting rights of such Members with respect to any matters not referred to or indicated in the written or

206

Material matters of protection of shareholder equity	Articles of Association and reasons of differences
	electronic document and/or any amendment to resolution(s) proposed at the said general meeting. For the purpose of clarification, such Members voting in such manner shall be deemed to have waived their voting rights with respect to any extemporary matters or amendment to resolution(s) proposed at the general meeting.” And the Article 26.3 of the Company’s Articles regulates the Chairman of shareholders’ meetings being deemed appointed as proxy shall not be limited by 3% of the total voting rights of the issued shares. The preceding differences are due to the Company Act in Cayman Islands does not have the same regulation, there should have limited impact on shareholders’ equityof R.O.C.
1. A company may explicitly provide for in its Articles of Incorporation that the surplus earning distribution or loss off-setting proposal may be proposed at the close of each quarter or each half fiscal year. 2. The proposal of surplus earning distribution or loss off-setting for the first three quarters or half fiscal year, together with the business report and financial statements, shall be forwarded to supervisors for their auditing, and afterwards be submitted to the board of directors for approval. 3. A company distributing surplus earning in accordance with the provision of the preceding paragraph shall estimate and reserve the taxes and dues to be paid, the losses to be covered and the legal reserve to be set aside. Where such legal reserve amounts to the total paid-in capital, this provision shall not apply. 4. A company distributing surplus earning in the form of new shares to be issued bythe	The Article 228-1 of Company Act is not mandatory, and the Company did not adopt, so there is no amendment in the Articles of Association.

207

Material matters of protection of shareholder equity	Articles of Association and reasons of differences
company in accordance with the provision of Paragraph Two shall be resolved by a majority of the shareholders present who represent two-thirds or more of the total number of its outstanding shares of the company. If the total number of shares represented by the shareholders present at a meeting of shareholders is less than the threshold specified in the preceding Paragraph, the resolution may be adopted by a large majority (2/3 or more) vote of the shareholders present at that meeting of shareholders attended by the shareholders representing a majority of the total number of the outstanding shares of the company.; if such surplus earning is distributed in the form of cash, it shall be approved by a meeting of the board of directors. 5. Surplus earning distribution or loss off-setting proposal in accordance with the provisions of the preceding four paragraphs shall be made based on the financial statements audited or reviewed by a certified public accountant.
Any proposal that involves major equity of shareholders as followings shall be with a resolution adopted by a majority of the shareholders present who represent two-thirds or more of the total number of its outstanding shares. If the total number of shares represented by the shareholders present at shareholders’ meeting is not sufficient to meet the criteria specified in the preceding paragraph, the resolution to be made thereto may be adopted by two-thirds or more of the attending shareholders who represent a majority of the total number of its outstanding shares:	1. About the methods of resolutions of shareholders’ meetings, except the regular resolutions and supermajority resolutions, the Article 1.1 states the definition of Special Resolution of Cayman Islands’ Company Laws, is a resolution passed at a general meeting of the Company by a majority of at least two-thirds of the votes cast by such Members who, being entitled to do so, vote in person or by their proxies, or, in the case of Members that are corporations or other non-natural person, by their duly authorized representatives by computing the number of votes to which each Member is entitled.

208

Material matters of protection of shareholder equity

Articles of Association and reasons of differences

1. Enter into, amend, or terminate any contract for lease of the company’s business in whole, or for entrusted business, or for regular joint operation with others; transfer the whole or any essential part of its business or assets; or accept the transfer of another’s whole business or assets, which has great bearing on the business operation of the company. 2. Modification or alteration the Company’s Articles of Association 3. Any modification or alteration the Company’s Articles of Association shall also be adopted in a resolution by a meeting of special shareholders. 4. The whole or a part of the surplus profit distributable as dividends and bonuses distributed in the form of new shares 5. Dissolution, consolidation or merger, or split-up of the Company 6. Issue restricted stock for employees

2. According to the regulation of Cayman Islands’ Company Laws, the followings should be adopted by special resolutions: (1) modification or alteration the Company’s Articles of Association According to Cayman Islands laws, modification or alteration the Company’s Articles of Association shall be adopted by special resolutions. Therefore, in Article 12.1 of the Company’s Articles of Association, the thresholds of resolutions have been modified rather than changing to supermajority resolutions complied with “Checklist for the Protection of Shareholders' Equity of Foreign Issuers.” Besides, in Article 13 of the Company’s Articles of Association, if any modification or alteration in the Articles is prejudicial to the preferential rights of any class of shares, such modification or alteration shall be adopted by a Special Resolution and shall also be adopted by a Special Resolution passed at a separate meeting of Members of that class of shares. (2) Dissolution: According to Cayman Islands’ Law, if the Company resolves that it be wound up voluntarily because the Company is unable to pay its debts as they fall due, the resolution of dissolution shall be adopted by shareholders’ meetings. However, if the Company is wound up voluntarily for reasons other than above ones, the dissolution shall be resolved by Special Resolution in accordance with

209

Material matters of protection of shareholder equity

Articles of Association and reasons of differences

Cayman Islands’ Company Act. Therefore, in Article 12.4(a) of the Company’s Articles of Association, the thresholds of resolutions of dissolution of the Company voluntarily due to unable to pay the debts as they fall due have been modified rather than changing to supermajority resolutions complied with “Checklist for the Protection of Shareholders' Equity of Foreign Issuers.” (3) Consolidation or merger: The voting methods of engaging “within the definition of "merger" and/or "consolidation" under the Law” are mandatory provision in Cayman Islands’ Company Act. Therefore, in Article 12.3(b) of the Company’s Articles of Association, any Merger (except for any Merger which falls within the definition of "merger" and/or "consolidation" under the Law, which requires the approval of the Company by Special Resolution only) shall be adopted by supermajority resolutions. 3. The difference between the above matters and the Checklist for the Protection of Shareholders' Equity of Foreign Issuers is the matters shall be adopted by supermajority resolutions in important matters of protection of shareholders’ equity are regulated to supermajority resolutions and special resolutions respectively in the Company’s Articles of Association. This kind of difference is because of the Cayman Islands laws. Since the matters shall be adopted by supermajority resolutions in important

210

Material matters of protection of shareholder equity	Articles of Association and reasons of differences
	matters of protection of shareholders’ equity are regulated to supermajority resolutions and special resolutions respectively in the Company’s Articles of Association, the Articles of Association shall have a limited impact on shareholders' equityin thispart.
1. Supervisors of a company shall be elected by the meeting of shareholders, among them at least one supervisor shall have a domicile within the territory of the Republic of China 2. The term of office of a supervisor shall not exceed three years, but he may be eligible for re-election. 3. In case all supervisors of a company are discharged, the board of directors shall, within 60 days, convene a special meeting of shareholders to elect new supervisors. 4. Supervisors shall supervise the execution of business operations of the company and may at any time or from time to time investigate the business and financial conditions of the company, examine the accounting books and documents, and request the board of directors or managerial personnel to make reports thereon. 5. Supervisors shall audit the various statements and records prepared for submission to the shareholders’ meeting by the board of directors and shall make a report of their findings and opinions at the meeting of shareholders. 6. In performing their functional duties, the supervisors may appoint, on behalf of the company, a practicing lawyer and a certified public accountant to conduct the examination. 7. Supervisors of a company may attend the meeting of the board of directors to their opinions. In case the board of directors or anydirector commits anyact,in carryingout	There is no notion of “supervisors” in Cayman Islands’ Company Act; therefore, while applying for the listed company, the Audit Committee is set instead of supervisors. As a result, there is no relevant regulations of supervisors in the Articles of Association.

211

Material matters of protection of shareholder equity	Articles of Association and reasons of differences
the business operations of the company, in a manner in violation of the laws, regulations, the Articles of Incorporation or the resolutions of the shareholders’ meeting, the supervisors shall forthwith advise, by a notice, to the board of directors or the director, as the case may be, to cease such act. 8. Supervisor may each exercise the supervision power individually. 9. A supervisor shall not be concurrently a director, a managerial officer or other staff/employee of the company.
1. Shareholder(s) who has/have been continuously holding 1% or more of the total number of the outstanding shares of the company over six months may request in writing the supervisors of the company to institute, for the company, an action against a director of the company and the jurisdiction in the first instance is Taipei District Court in Taiwan. 2. In case the supervisors fail to institute an action within 30 days after having received the request, the shareholders may institute the action for the company and the jurisdiction of lawsuit is Taipei District Court in Taiwan. 3. Subject to the condition that the board of directors does not or is unable to convene a meeting of shareholders, the supervisors or independent directors of audit committee may, for the benefit of the company, call a meeting of shareholders when it is deemed necessary.	There is no notion of “supervisors” in Cayman Islands’ Company Act and the Company has set up the Audit Committee, so there are no relevant regulations of supervisors in the Articles of Association. Only about the regulation of minor shareholders’ request to institute an action against a director of the Company in Article 214 of Company Act, R.O.C. In Article 48.3 of the Articles of Association, to the extent permitted under the laws of the Cayman Islands, Members continuously holding one per cent (1%) or more of the total issued shares of the Company for over six months or longer may: (a) request in writing the Board to authorize any Independent Director of the Audit Committee to file a petition with the Taipei District Court, ROC for and on behalf of the Company against any of the Directors; or (b) request in writing any Independent Director of the Audit Committee to file a petition for and on behalf of the Company against any of the Directors; the petition may be filed with the Taipei District Court, ROC as the court of the first instance;or the Member(s)may,to the

212

Material matters of protection of shareholder equity

Articles of Association and reasons of differences

extent permitted under the laws of the Cayman Islands, file a petition with the Taipei District Court, ROC for and on behalf of the Company against the relevant Directors within thirty (30) days after such Member(s) having made the request under the preceding clause (a) or (b) if (i) in the case of clause (a), the Board fails to make such authorization or the Independent Director of the Audit Committee having been authorized by the Board fails to file such petition, or (ii) in the case of clause (b), the Independent Director of the Audit Committee fails to file such petition. However, according to Cayman Islands’ regulations, about the above regulations, Cayman Islands’ lawyers remind the followings: The Company Act of Cayman Islands does not have specific regulation to allow minority shareholders institute an action against a director of the Company. The Articles of Association is not a contract between shareholders and directors, but an agreement between shareholders and the Company. Therefore, even though the Articles allows minority shareholders to institute an action against directors, the Cayman Islands’ lawyers think this will not be able to bond directors. However, under the regular laws, all shareholders (including minority shareholders), no matter what his/her share hold percentage is or how long he/she holds shares, have the right to request to institute an action (including against a director). Once shareholders institute an action, the Cayman Islands’ court have the full power to decide whether the shareholders can continue the lawsuit. Repeatedly, even though the Articles of Association allow

213

Material matters of protection of shareholder equity	Articles of Association and reasons of differences
	minority shareholders (or shareholders with the required shareholding ratio or shareholding period), institute an action against a director on behalf of the Company; however, the continuation of the lawsuit will ultimately depend on the decision of the Cayman Islands court. According to the relevant judgment of the Grand Court of the Cayman Islands, when the Cayman Islands courts consider whether to approve the continuation of derivative proceedings, the applicable criterion is whether the Cayman Islands courts believe and accept that the plaintiff’s request on behalf of the company is ostensibly substantive. The wrongdoings claimed by the company are controlled by the controllable company, and the controllers can prevent the company from litigating it. According to the Cayman Islands’ Laws, the Board of Directors shall act on behalf of the Company as a whole (not individual directors) to make decisions. Therefore, directors shall follow the resolution of the Board of Directors to authorize any director on behalf of the Company according to the Articles of Association to file the charge to other directors. The Company Act of Cayman Islands does not regulate that shareholders may request directors of the company to convene board of directors’ meetings to resolute specific matters. However, the Company Act of Cayman Islands does not prohibit the company from establishing Articles of Association and relevant rules of procedures of board meetings (including the regulations of conveningboard meetings.)
1. Directors of the Company shall have the loyalty and shall exercise the due care of a good administrator in conductingthe	In the Article 48.4 of the Articles of Association, “Without prejudice and subject to thegeneral directors’ duties that a Director

214

Material matters of protection of shareholder

Articles of Association and reasons of

equity

differences

owe to the Company and its shareholders under common law principals and the laws of the Cayman Islands, a Director shall perform his fiduciary duties of loyalty and due care of a good administrator in the course of conducting the Company’s business, and shall indemnify the Company, to the maximum extent legally permissible, from any loss incurred or suffered by the Company arising from breach of his fiduciary duties. If a Director has made any profit for the benefit of himself or any third party as a result of any breach of his fiduciary duties, the Company shall, if so resolved by the Members by way of an Ordinary Resolution, take all such actions and steps as may be appropriate and to the maximum extent legally permissible to seek to recover such profit from such relevant Director. If a Director has, in the course of conducting the Company’s business, violated any laws or regulations that causes the Company to become liable for any compensation or damages to any person, such Director shall become jointly and severally liable for such compensation or damages with the Company and if any reason such Director is not made jointly and severally liable with the Company, such Director shall indemnify the Company for any loss incurred or suffered by the Company caused by a breach of duties by such Director. The Officers, in the course of performing their duties to the Company, shall assume such duties and obligations to indemnify the Company in the same manner as if they are Directors.” However, according to Cayman Islands’ regulations, about the above regulations, Cayman Islands’ lawyers remind the followings: In Cayman Island’s law, generally speaking,

business operation of the company; and if he/she has acted contrary to this provision, shall be liable for the damages to be sustained by the company there-from. In case the responsible person of a company does anything for himself/herself or on behalf of another person in violation of the behaviors, the meeting of shareholders may, by a resolution, consider the earnings in such an act as earnings of the company

1. If directors of the Company have, in the course of conducting the business operations, violated any provision of the applicable laws and/or regulations and thus caused damage to any other person, he/she shall be liable, jointly and severally, for the damage to such other person.

2. The managers and supervisors, acting within the scope of their duties, shall also be liable for the damages, same as the directors of the Company.

215

Material matters of protection of shareholder equity

Articles of Association and reasons of differences

managers or supervisors do not take the same responsibilities as the company’s directors to the company or shareholders. However, if managers or supervisors are authorized to represent top-level executives, they shall share the same responsibilities as the company’s directors. For the avoidance of doubt, companies in Cayman Islands generally regulate the managers’ or supervisors’ responsibilities and obligations to companies and shareholders in their service contracts. For the same reason, because the company’s Articles of Association is the agreement between shareholders and the company, managers or supervisors are not litigants of the company’s Articles of Association. Therefore, any penalty of damages that claims to managers or supervisors who violate their obligations shall be regulated in their service contracts. From the prospect of Cayman Island’s law, the company’s Articles of Association is the agreement between shareholders and the applying company and directors of the applying company are not litigants of the company’s Articles of Association, so lawyers of Cayman Islands think the Articles of Association do not have bonding force to directors. If the company wants to make the relevant clauses have a contractual effect on the directors, lawyers of Cayman Islands think the company shall regulate relevant rights in contracts with individual directors, such as service contracts.

216

G. The Company's 2023 Financial Report

Stock Code：4807

REGAL HOLDING CO., LTD. AND SUBSIDIARIES

Consolidated Financial Statements

With Independent Auditor’s Report For the Years Ended December 31, 2023 and 2022

Address ： Oleander Way, 802 West Bay Road, P. O. Box 32052, Grand Cayman KY1-1208, Cayman Islands Telephone ： 66-24-207440-1074

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Table of Contents

Contents 1. Cover Page 2. Table of Contents 3. Independent Auditors’ Report 4. Consolidated Balance Sheets 5. Consolidated Statements of Comprehensive Income 6. Consolidated Statements of Changes in Equity 7. Consolidated Statements of Cash Flows 8. Notes to the Consolidated Financial Statements (1) Company history (2) Approval date and procedures of the consolidated interim financial statements (3) New standards, amendments and interpretations adopted (4) Summary of significant accounting policies (5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty (6) Explanation of significant accounts (7) Related-party transactions (8) Pledged assets (9) Commitments and contingencies (10) Losses due to major disasters (11) Subsequent events (12) Other (13) Other disclosures (a) Information on significant transactions (b) Information on investees (c) Information on investment in China (d) Major shareholders (14) Segment information

Page

1 2 3 4 5 6 7 8 8 8～9 9～18 19 11～45 45 46 46 46 46 46 47～48 48 48 48 49～50

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Independent Auditors’ Report

To the Board of Directors of Regal Holding Co., Ltd.:

Opinion

We have audited the consolidated financial statements of Regal Holding Co., Ltd. ("the Company") and its subsidiaries ("the Group"), which comprise the consolidated statement of balance sheets as of December 31, 2023 and 2022, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2023 and 2022, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the International Financial Reporting Standards ("IFRSs"), International Accounting Standards ("IASs"), Interpretation developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. 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. Based on our judgment, the key audit matter that should be disclosed in this audit report is subsequent measurement of inventories.

Subsequent measurement of inventories

Please refer to Note 4(8), Note (5), and Note 6(4) for accounting policies, accounting assumptions and estimation

219

uncertainty, inventory valuation, and related disclosure information for inventory, respectively

Description of key audit matter:

The inventory of the Group comprises gems, jewelry and raw materials. Since fashion and trends keep changing rapidly and constantly, inventories might become out of date and difficult to meet market demand resulting in the risk that net realizable value of inventories is likely to be lower than costs.

The inventories are measured and recognized subsequently by the Group's management based on both internal and external evidence. Therefore, the subsequent measurement of inventories is considered the key audit matter in our audit.

How the matter was addressed in our audit:

Our audit procedures included:

Assessing the reasonableness of accounting policies for subsequent measurement of inventories; obtaining aging analysis of inventories and analyzing changes in inventory age categories to verify the appropriateness of the changes, selecting samples to examine verify the accuracy of inventory aging ; obtaining details of subsequent measurement of inventories and understanding the reasonableness of selling prices adopted; verifying net realizable value of inventories by vouching the source documents of samples and determining whether related subsequent measurement of inventories has been appropriately disclosed.

Responsibilities of Management and Those Charged 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 with the IFRSs, IASs, IFRIC, SIC 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 the Audit Committee) are responsible for overseeing the Group'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 auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the

220

aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

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

1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

2. 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

3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

4. 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 auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.

5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

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

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

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 six months ended June 30, 2022 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.

221

The engagement partners on the audit resulting in this independent auditors' report are Chun-I Chang and Min-Ju Chao.

KPMG

Taipei, Taiwan (Republic of China) February 26, 2024

222

Assets 11xx Current assets: 1100 Cash and cash equivalents (note 6(1)) 1170 Trade receivables, (notes 6(2) and (16)) 1200 Other receivables (note 6 (3)) 1220 Current tax assets 130x Inventories (note 6(4)) 1470 Other current assets Total current assets 15xx Non-current assets:： 1600 Property, plant and equipment (notes 6 (6), (9),8 and 9) 1755 Right-of-use assets (note 6 (7) and (11)) 1780 Intangible assets (note 6(8)) 1840 Deferred tax assets (note 6 (13)) 1984 Other financial assets－non-current (note 8) Total non-current assets		December 31, 2023 Amount ％ $ 139,418 11 224,675 18 7,367 1 14,260 1 392,382 31 27,369 2 805,471 64 370,050 29 372 - 16,695 1 56,393 5 10,208 1 453,718 36	December 31, 2023 Amount ％ $ 139,418 11 224,675 18 7,367 1 14,260 1 392,382 31 27,369 2 805,471 64 370,050 29 372 - 16,695 1 56,393 5 10,208 1 453,718 36		December 31, 2022 Amount ％ 363,858 24 378,604 25 8,993 1 14,942 1 327,498 21 22,945 2 1,116,840 74 361,699 23 1,193 - 9,660 1 19,869 1 9,871 1 402,292 26 Liabilities and Equity 21xx Current liabilities: 2100 Short-term borrowings (note 6 (6), (9) and 8) 2150 Notes payables 2170 Trade payables 2200 Other payables (note 6 (17)) 2230 Current tax liabilities 2280 Current lease liabilities (note 6 (11)) 2321 Bonds payable, current portion (note 6 (10)) 2322 Long-term borrowings, current portion (note 6(9)) 2399 Other current liabilities (note 6 (16)) Total current liabilities 25xx Non-current liabilities： 2540 Long-term borrowings (note 6(9)) 2570 Deferred tax liabilities (note 6 (13)) 2580 Non-current lease liabilities (note 6 (11)) 2640 Net defined benefit liabilities－non-current (note 6 (12)) 2645 Guarantee deposits received Total non-current liabilities 2xxx Total liabilities 31xx Equity attributable to owners of the Company (note 6 (5),(10) and (14))： 3100 Common stock 3200 Capital surplus 33xx Retained earnings:： 3310 Legal reserve 3320 Special reserve 3350 Accumulated deficits Total retained earnings Other equity： 3410 Exchange differences on translation of foreign financial statements 3420 Losses from investments in equity instruments measured at fair value through other comprehensive income Total other equity Total equity attributable to owners of the Company: 36xx Non-controlling interests (note 6(5) and (14)) 3xxx Total equity 2-3xxxTotal liabilities and equity		December 31, 2022 Amount ％ 196,702 13 63 - 18,798 1 82,770 6 7,962 1 900 - 86,971 6 - - 4,581 -
		Amount $ 139,418 224,675 7,367 14,260 392,382 27,369
		805,471	64
		370,050 372 16,695 56,393 10,208	29 - 1 5 1
						332,861 27	398,747 27
						7,783 1 34,034 3 222 - 30,543 2 4,437 -	- - 49,342 3 304 - 25,665 2 4,606 -
		453,718	36
						77,019 6	79,917 5
						409,880 33	478,664 32
						383,960 30	383,960 25
						375,499 30	375,499 25
						86,840 7 121,175 10 (150,630) (12)	83,469 5 121,175 8 33,708 2
						57,385 5	238,352 15
						(37,109) (3) (12,200) (1)	(46,369) (3) (12,200) (1)
						(49,309) (4)	(58,569) (4)
						767,535 61	939,242 61
						81,774 6	101,226 7
						849,309 67	1,040,468 68
						$ 1,259,189 100	1,519,132 100

$ 1,259,189 100 1,519,132 100

1xxx Total assets

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(English Translation of Consolidated Financial Statements and Originally Issued in Chinese) REGAL HOLDING CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2023 and 2022

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

4000 Operating revenues (note 6 (16)) 5000 Operating costs (note 6 (4), (6), (7), (8), (11), (12) and 12) 5900 Gross profit 6000 Operating expenses (note 6 (2), (6), (7), (8), (11), (12), (17),7 and 12)： 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses 6450 Impairment loss (reversal of impairment loss) determined in accordance with IFRS 9 Total operating expenses 6900 Operating income (losses) 7000 Non-operating income and expenses (note 6 (10), (11) and (18))： 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs Total non-operating income and expenses 7900 Profit (losses) before income tax 7950 Less: income tax expenses (note 6 (13)) 8200 Profit (losses) for the period 8300 Other comprehensive income (note 6 (12))： 8310 Components of other comprehensive income that will not be reclassified subsequently to profit or loss 8311 Gains (losses) on remeasurements of defined benefit plans 8316 Unrealized losses from investments in equity instruments measured at fair value through other comprehensive income 8349 Less: income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will not be reclassified subsequently to profit or loss 8360 Components of other comprehensive income that may be reclassified subsequently to profit or loss 8361 Exchange differences on translation of foreign operations 8399 Less: income tax related to items that may be reclassified subsequently to profit or loss 8300 Other comprehensive income 8500 Total comprehensive income (loss) 8600 Profit (losses) attributable to (note 6 (5))： 8610 Owners of the Company 8620 Non-controlling interests 8700 Comprehensive income attributable to (note 6 (5))： 8710 Owners of the Company 8720 Non-controlling interests Earnings (losses) per share (New Taiwan dollars) (note 6 (5)) 9750 Basic earnings (losses) per share 9850 Diluted earnings (losses) per share	2023	％ 100 96	2022	％ 100 81 19 3 9 4 - 16 3 - 1 1 - 2 5 2 3 - - - - 5 - 5 8 2 1 3 7 1 8 0.85 0.85
	Amount $ 1,148,730 1,105,640		Amount 1,650,906 1,328,911
	43,090	4	321,995
	68,559 131,673 66,425 (460)	6 11 6 -	56,860 153,276 58,529 415
	266,197	23	269,080
	(223,107)	(19)	52,915
	5,660 6,648 3,814 (7,754)	- - - -	1,393 11,718 15,649 (5,690)
	8,368	-	23,070
	(214,739) (51,819)	(19) (5)	75,985 32,426
	(162,920)	(14)	43,559
	(5,654) - -	- - -	1,268 (294) -
	(5,654)	-	974
	10,114 -	- -	78,963 -
	4,460	-	79,937
	$ (158,460)	(14)	123,496
	$ (158,144) (4,776)	(14) -	32,529 11,030
	$ (162,920)	(14)	43,559
	$ (154,429) (4,031)	(14) -	103,680 19,816
	$ (158,460)	(14)	123,496
	$ (4.12)
	$ (4.12)

224

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REGAL HOLDING CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the years ended December 31, 2023 and 2022

(Expressed in Thousands of New Taiwan Dollars)

Equity attributable to owners of the Company

Balance at January 1, 2022 Appropriation and distribution of retained earnings: Legal reserve appropriated Special reserve appropriated Cash dividends from capital surplus Profit for the period Other comprehensive income (loss) Total comprehensive income (loss) Conversion of convertible bonds Changes in non-controlling interests Cash dividends distributed by subsidiaries to non-controlling interests Balance at December 31, 2022 Appropriation and distribution of retained earnings: Legal reserve appropriated Cash dividends Profit (losses) for the period Other comprehensive income (loss) Total comprehensive income (loss) Changes in non-controlling interests Cash dividends distributed by subsidiaries to non-controlling interests Balance at December 31, 2023	Common stock Capital surplus Legal reserve Special reserve $ 383,893 439,099 70,774 - - - 12,695 - - - - 121,175 - (63,727) - - - - - - - - - - - - - - 67 127 - - - - - - - - - -	Unappropriate d retained earnings (accumulated deficits) Total retained earnings 133,870 204,644 (12,695) - (121,175) - - - 32,529 32,529 1,179 1,179	Unappropriate d retained earnings (accumulated deficits) Total retained earnings 133,870 204,644 (12,695) - (121,175) - - - 32,529 32,529 1,179 1,179	Other equity		Total equity attributable to owners of the Company	Non- controlling interests 115,469 - - - 11,030 8,786	Total equity 1,014,564 - - (63,727) 43,559 79,937 123,496 194 990 (35,049) 1,040,468 - (17,278) (162,920) 4,460 (158,460) 43 (15,464) 849,309
				Exchange differences on translation of foreign financial statements Unrealized losses on financial assets measured at fair value through other comprehensive income (116,635) (11,906) - - - - - - - - 70,266 (294)	total
					(128,541) - - - - 69,972	899,095 - - (63,727) 32,529 71,151
		33,708 33,708		70,266 (294)	69,972	103,680	19,816
		- - - - - - - - - - - - - - - 33,708 238,352 (46,369) (12,200) (58,569) (3,371) - - - - (17,278) (17,278) - - - (158,144) (158,144) - - - (5,545) (5,545) 9,260 - 9,260	- - -	- - - - - -	- - -	194 - -	- 990 (35,049)
	383,960 375,499 83,469 121,175 - - 3,371 - - - - - - - - - - - - -					939,242 - (17,278) (158,144) 3,715	101,226 - - (4,776) 745
	- - - -	(163,689) (163,689) 9,260 - 9,260				(154,429)	(4,031)
	- - - - - - - - - - - - - - - - - - $ 383,960 375,499 86,840 121,175 (150,630) 57,385 (37,109) (12,200) (49,309)					- - 767,535	43 (15,464)
							81,774

225

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

REGAL HOLDING CO., LTD. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2023 and 2022

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities: Profit (loss) before tax Adjustments: Adjustments to reconcile profit (losses): Depreciation expenses Amortization expenses Expected credit losses (gains) Net loss on financial assets or liabilities at fair value through profit or loss Interest expenses Interest income Gains on disposal of property, plant and equipment Losses on disposal of intangible assets Gains (losses) on disposal of investments Unrealized foreign exchange gains (losses) Loss on bond redemption Expense arising from derecognition of intangible assets Gain on lease modification Expense arising from derecognition of property, plant and equipment Total adjustments to reconcile profit Changes in operating assets and liabilities: Trade receivables Other receivables Inventories Other current assets Total changes in operating assets Notes payables Trade payables Other payables Other current liabilities Net defined benefit liabilities Net change in liabilities related to operating activities Total net changes in assets and liabilities related to operating activities Total adjustments Cash inflows generated from (used in) operations Interest received Interest paid Income taxes paid Net cash flows from operating activities Cash flows from (used in) investing activities: Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Increase in other financial assets－non-current Net cash flows used in investing activities Cash flows from (used in) financing activities: Increase in short term loans Decrease in short-term loans Proceeds from long- term borrowings Repayments of long- term borrowings Repay long-term loans Increase (decrease) in guarantee deposits received Payments of lease liabilities Cash dividends paid Changes in non-controlling interests Cash dividends paid to non-controlling interests Net cash flows used in financing activities Effect of exchange rate changes on cash and cash equivalents Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at the beginning of period Cash and cash equivalents at the end of period	2023 $ (214,739) 62,973 3,091 (460) - 7,754 (5,660) (162) 191 1,406 175 - 376 (6) 137	2022 75,985 57,831 2,867 415 1,923 5,690 (1,393) (202) 29 (101) 2,036 2,052 - (17) -
	69,815	71,130
	154,076 (7) (64,884) (1,372)	154,396 (935) 43,678 (10,944)
	87,813	186,195
	24 (4,003) (14,092) (2,526) (993)	(81) 1,227 (18,129) (321) (332)
	(21,590)	(17,636)
	66,223	168,559
	136,038	239,689
	(78,701) 5,952 (6,067) (8,729)	315,674 1,101 (591) (72,906)
	(87,545)	243,278
	(68,086) 852 (10,604) (337)	(95,172) 727 (2,823) (675)
	(78,175)	(97,943)
	45,025 - (88,700) 12,501 (946) (169) (963) (17,278) 43 (15,464)	188,210 (44,264) (162,614) - - 1,013 (884) (63,727) 990 (35,049)
	(65,951)	(116,325)
	7,231 (224,440) 363,858	64,565 93,575 270,283
	$ 139,418	363,858

226

(English Translation of Consolidated Financial Statements Originally Issued in Chinese)

REGAL HOLDING CO., LTD. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements

December 31, 2023 and 2022

(Expressed in thousands of New Taiwan Dollars, unless otherwise specified)

(1) Company history

Regal Holding Co., Ltd. (the "Company") was established in the Cayman Islands in October 2014. The main purpose of the establishment was to restructure its group entities for application to list on Taiwan Stock Exchange ("TWSE") in the Republic of China. The Company become the holding company of Regal Jewelry Manufacture Co., Ltd. ("R.JM") by using share swaps with previous shareholders of RJM to restructure the group. The Company's shares have been listed and traded on the TWSE since June 26, 2017. The main business of the Company and subsidiaries are designing, manufacturing, electroplating and selling jewelry gems. Please refer to note 6 (16)

(2) Approval date and procedures of the consolidated interim financial statements:

The consolidated financial statements were reported to the Board of Directors on February 26, 2024.

(3) New standards, amendments and interpretations adopted:

(A) The impact of adopting the International Financial Reporting Standards ("IFRSs") endorsed by the Financial Supervisory Commission, R.O.C. (“FSC”)

The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2023:

• Amendments to IAS 1, “Disclosure of Accounting Policies”

• Amendments to IAS 8, “Definition of Accounting Estimates”

Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction", The revised International Financial Reporting Standards will apply to the merged company starting from May 23, 2023, and have not had a significant impact on the consolidated financial statements.

Amendments to IAS 12 "International Tax Reform - Pillar Two Model Rules".

(B) The impact of IFRS issued by the FSC but not yet effective

The Group assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2024, would not have a significant impact on its consolidated financial statements:

• Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”

• Amendments to IAS 1 “Non-current Liabilities with Covenants”

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(C) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The Group does not expect the following new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:

Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

• IFRS 17I “Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”

• Amendments to IFRS 17 “Initial Application of IFRS 17 and IFRS 9 – Comparative Information”

• Amendments to IAS 21“Lack of Exchangeability”

(4) Summary of Material Accounting Policies

The material accounting policies presented in the financial statements are summarized below. The following accounting policies were applied consistently throughout the periods presented in the consolidated financial statement.

• (A) Statement of compliance

These financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

• (B) Basis of preparation

• Basis of measurement

• Except for the following significant accounts, the consolidated financial statements have been prepared on a historical cost basis:

• (1) Financial instruments at fair value through profit or loss are measured at fair value;

• (2) Financial assets at fair value through other comprehensive income are measured at fair value.

• (3) The defined benefit liabilities are measured at fair value of the plan assets less the present value of the defined benefit obligation with the limit explained in note 4(14).

• Functional and presentation currency

The functional currency of each entity of the Group is determined based on the primary economic environment in which the entity operates. The consolidated financial statements are presented in New Taiwan dollar, which is the Company's functional currency. All financial information presented in New Taiwan dollar has been rounded to the nearest thousand.

• (C) Basis of consolidation:

• 1.Principles of preparation of the consolidated financial statements

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The consolidated financial statements comprise the Company and its subsidiaries. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Gains and losses attributable to the noncontrolling interests in a subsidiary are allocated to the non-controlling interests even if doing so causes the non-controlling interests to have a deficit balance.

Intragroup balances and transactions, and any unrealized income and expenses arising from intragroup transactions are eliminated in preparing the consolidated financial statements. Changes in the Group's ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

2. List of subsidiaries in the consolidated financial statements

Name of investor	Name of subsidiary	Business activities	Percentage of ownership (%)
			December 31, 2023 December 31, 2022
	Regal Jewelry Manufacture Co., Ltd. (RJM) GIO VAN GOGH (International) Jewelry Ltd. (GVG Hon Kong) Regal Management Solution Co., Ltd. (RMS) Chaporo Co., Ltd. (Chaporo) Reunite Inspiring Creation Co., Ltd. (RIC) Regal Plating Co., Ltd. (RGP) Regal Precious Metal Innovation Co., Ltd. (RPM) (Note 2) Linden Integrated Co., Ltd. (Linden) ( Gio Van Gogh Shen Zhen Ptd Ltd. (GVG Shen Zhen)	Designing, manufacturing and selling jewelry and gems Investment activities Technical services and resources consulting Investment activities Selling jewelry and gems Jewelry and gems planting Metal recycling operation Selling jewelry and gems Selling jewelry and gems
The Company The Company The Company The Company The Company RJM RJM RJM GVG Hong Kong			99.99% 99.99% - % (Note4) - % (Note4) 99.90% (Note1&6) 99.90% (Note1) - % (Note 4) - % (Note4) 100.00% (Note5&6) 100.00% 51.00% 51.00% 99.90% 99.90% 49.00% (Note3&6) 49.00% -% (Note4) - % (Note4)

Note 1. The company on February 23, June 23, and November 28, 2022 for capital injections amounting to THB 2,498 thousand, THB 2,498 thousand, THB 3,996 thousand, respectively. In addition, on March 29, June 20, August, and October of the 2023, for a capital injection amounting to THB 1,998 thousand. Note 2. A capital injection amounting to THB 59,940 thousand was made by RJM on March 15, 2022, to set up RPM. The registration was completed on April 11, 2022. Additionally, RJM injected further capital of THB 39,960 thousand on October 12,2023.

Note 3. RJM or RH is responsible for assigning personnel for Linden's management, and those in charged with governance, operating activities, and operating sites. They are also responsible for providing merchandise to Linden. Therefore, the Company has substantive rights of control over Linden. In addition, resolutions were made by the Board of Directors of the Company on February 15 and August 15, 2022, for capital injections amounting to THB 536 thousand and THB 441 thousand, respectively.

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• Note 4. On March 11, 2022. the Board of Directors resolved to liquidate and dissolve those subsidiaries, and the liquidation procedure of Chaporo and GVG Shen Zhen were completed on August 4 and November 24, 2022, the Company recognized disposal gains on investment of $101 thousand as other gains and losses, recorded under other income and expenses. GVG Hong Kong obtained a cancellation certificate on October 20, 2023. A disposal loss of 1,406 thousand was recognized in the current year due to the disposal of this company, accounted for under other income and expenses.

• Note 5. On February 23, 2023, the Company decided at a board meeting to reduce its capital by 25,000 thousand yuan to offset losses and carry out a cash increase of 2,500 thousand, the capital reduction was completed and registered in June 2023. The actual paid-up capital after the reduction and increase is 22,500 thousand, with a par value of 10 yuan per share, totaling 2,250 thousand shares.

• Note 6. The Company decided to terminate the operation of the subsidiary on November 12, 2023. The Company obtained approval from the Investment Review Committee of the Ministry of Economic Affairs on January 22, 2024 to dissolve the international company. The liquidation process is still ongoing.

All subsidiaries of the Company are included in the consolidated financial statements

(D) Foreign currencies

1. Foreign currency transactions

Transactions in foreign currencies are translated into the respective functional currencies of Group entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date.

Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currency using the exchange rate at the date that the fair value was determined. Non-monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction, exchange differences are generally recognized in profit or loss.

2. Foreign operation

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at exchange rates at the reporting date. The income and expenses of foreign operations are translated at the average exchange rate in the reporting period. Translation differences are recognized in other comprehensive income.

230

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to non-controlling interests. When the Group disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, foreign exchange gains and losses arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income

(E) Classification of current and non-current assets and liabilities

An asset is classified as current under one of the following criteria, and all other assets are classified as noncurrent.

1. It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle;

2. It is held primarily for the purpose of trading;

3. It is expected to be realized within twelve months after the reporting period;

4. 4.The asset is cash or a cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is classified as current under one of the following criteria, and all other liabilities are classified as non-current.

An entity shall classify a liability as current when:

1. It is expected to be settled in the normal operating cycle;

2. It is held primarily for the purpose of trading;

3. It is due to be settled within twelve months after the reporting period, despite the fact that a long-term refinance is completed or a debt agreement is rearranged during the period between the reporting date and the approval date.

4. It does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

(F) Cash and cash equivalents

Cash comprises cash on hand, demand deposits and checking deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Fixed deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investments or other purposes are recognized as cash equivalents.

231

Bank overdrafts that are repayable on demand and form an integral part of the Company's cash management are included as a component of cash and cash equivalents for the purpose of the consolidated statement of cash flows.

• (G) Financial instruments

All regular way purchases or sales of financial assets are recognized and derecognized using trade date accounting on a consistent basis.

Trade receivables issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Group becomes a party to the contractual provisions of the instrument. A financial asset (except for a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss ("FVTPL"), transaction costs that are directly attributable to its acquisition or issuance of the financial asset or financial liability. A trade receivable without a significant financing component is initially measured at the transaction price.

1. Financial assets

On initial recognition, a financial asset is classified as measured at amortized cost or fair value through other comprehensive income ("FVOCI").

Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

• (1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any impairment. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss

• (2) Fair value through other comprehensive income (FVOCI)

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the investment's fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss. Dividend income is recognized in profit or loss on the date on which the Group’s right to receive payment is established.

232

Dividend income is recognized in profit or loss on the date on which the Group’s right to receive payment is established.

• (3) Impairment of financial assets

The Group recognizes impairment for expected credit losses ("ECL") on financial assets measured at amortized cost (including cash and cash equivalents, trade receivables, other receivables, refundable deposits and other financial assets).

At each reporting date, the Group performs impairment assessment on its financial assets and contract assets with significant financing components. The Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Group’s historical experience and informed credit assessment, as well as forward looking information. The Group measures impairment at an amount equal to 12 month ECL when the credit risk of a financial asset has not increased significantly. It measures impairment at an amount equal to lifetime ECL when the credit risk of a financial asset has increased significantly. Impairment for trade receivables and contract assets which do not contain a significant financing component are measured at an amount equal to lifetime ECL. Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument. 12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECLs is the maximum contractual period over which the Group is exposed to credit risk.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition, and when estimating ECL, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Group’s historical experience and informed credit assessment, as well as forward looking information.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the financial asset.

Impairment for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. The Group recognizes the increase of expected credit losses (or reversal) in profit or loss, as an impairment gain or loss.

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery of amounts due.

• (4) Derecognition of financial assets

Financial assets are derecognized when the contractual rights to the cash flows from the financial assets expire, or when the Group transfers substantially all the risks and rewards of ownership of its financial assets or when the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

233

2. Financial liabilities

(1) Classification of debt or equity

Debt and equity instruments issued by the Group are classified as financial liabilities or equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

(2) Equity instrument

An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.

(3) Convertible bonds

Convertible bonds issued by the Group can be converted to ordinary shares at the option of the holders. The number of shares to be issued is fixed and does not vary when the fair value of the convertible bond changes.

The liability component of the convertible bonds is initially recognized at the fair value of a similar liability that does not have an equity conversion option. Embedded call option and bondholders' put option are measured at fair value and reported as financial liabilities at fair value through profit or losses. The equity component is initially recognized at the difference between the fair value of the convertible bonds as a whole and the fair value of the liability component. Any directly attributable transaction costs are allocated to the liability and equity components in proportion to their initial carrying amounts.

Subsequent to initial recognition, the liability component of a convertible bonds is measured at amortized cost using the effective interest method. The equity component is not remeasured. The put options and call options of the corporate bonds payable are based on Binary Tree Model to estimate the fair value. The changes in fair value are reported in profit or loss.

Interest expense related to the financial liability is recognized in profit or loss. The financial liability is reclassified to equity upon conversion and no gain or loss is recognized.

• (4) Other financial liabilities

Financial liabilities not classified as held for trading or designated as at fair value through profit or loss are measured at fair value, including short-term loans, trade payables and other payables. Subsequent to initial recognition, those financial liabilities are measured at amortized cost calculated using the effective interest method, except for short-term financial liabilities, for which interest impacts are insignificant to the measurement. Interest expense not capitalized as capital cost is recognized in profit or loss, and is included in finance costs.

• (5) Derecognition of financial liabilities

The Group derecognizes a financial liability when its contractual obligation has been discharged or cancelled, or has expired. The difference between the carrying amount of a financial liability extinguished and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss, and is included in nonoperating income or expenses.

234

• (6) Offsetting of financial assets and liabilities

The Group presents financial assets and liabilities on a net basis in the balance sheet when the Group has the legally enforceable right to offset, and intends to settle such financial assets and liabilities on a net basis, or to realize the assets and settle the liabilities simultaneously.

(H)Inventories

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is calculated using the weighted average method, and includes expenditure incurred in acquiring the inventories, production or conversion costs, and other costs incurred in bringing them to their existing location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

• (I) Property, plant and equipment

• 1.Recognition and measurement

Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the asset.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted

for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

1. Subsequent cost

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Group.

1. Depreciation

Except that land is not depreciated, depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.

The estimated useful lives for the current and comparative years of significant items of property, plant and equipment are as follows:

Buildings 10~20 years Machinery and equipment 5 years Transportation equipment 5 years Office equipment 3~5 years Land improvement 5 years

Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if

235

appropriate.

(J)Lease

The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-ofuse asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date discounted using the Group's incremental borrowing rate. The lease liability is subsequently measured at amortized cost using the effective interest method. When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-ofuse asset has been reduced to zero.

The lease payments shall be discounted using the interest rate implicit in the lease if that rate can be reliably determined. If that rate cannot be reliably determined, the Group shall use its incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.

The Group has elected not to recognize right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less and leases of low-value assets. The Group recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

(K)Intangible assets

The Group's intangible assets are computer programs and trademark, which are measured at cost less accumulated amortization and accumulated impairment losses. The amortizable amount is the cost of an asset less its residual value. Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets from the date that they are available for use. The estimated useful lives are 3~10 years.

The amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

236

(L)Impairment of non-financial assets

The carrying amounts of the Group's non-financial assets, other than assets arising from inventories and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated. If it is not possible to determine the recoverable amount for the individual asset, then the Group will have to determine the recoverable amount for the asset's cash generating unit ("CGU").

The recoverable amount for an individual asset or a CGU is the higher of its fair value less costs to sell and its value in use. If, and only if, the recoverable amount of an asset is less than its carrying amount, the carrying amount of the asset shall be reduced to its recoverable amount; and that reduction will be accounted as an impairment loss, which shall be recognized immediately in profit or loss.

An assessment is made at the end of each reporting period as to whether there is any indication that an impairment loss recognized in prior periods for an asset other than goodwill may no longer exist or may have decreased. If any such indication exists, the recoverable amount of that asset is estimated. An impairment loss recognized in prior periods for an asset other than goodwill is reversed to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

(M)Revenue

Revenue is measured based on the consideration to which the Group expects to be entitled in exchange for transferring goods or services to a customer. The Group recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract, the acceptance provisions have lapsed, or the Group has objective evidence that all criteria for acceptance have been satisfied.

(N)Employee benefits

1. Defined contribution plans

Obligations for contributions to defined contribution pension plans are recognized as an employee benefit expense in profit or loss in the periods during which services are rendered by employees.

2. Defined benefit plans

A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The Group's net obligation in respect of defined benefit pension plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods, based on the discounted present value of the said defined benefit obligation. The fair values of any plan assets are deducted for purposes of determining the Group's net defined benefit obligation. The discount rate used in calculating the present value is the market yield at the reporting date of high-quality market corporate bonds or government bonds that have maturity dates approximating the terms of the Group's obligations and that are denominated in the same currency in which the benefits are expected to be paid.

237

The calculation is performed annually by a qualified actuary using the projected unit credit method. If the calculation results in a benefit to the Group, the recognized asset is limited to the total of the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. In calculating the present value of economic benefits, consideration is given to any minimum funding requirements that apply to any plan in the Group. An economic benefit is available to the Group if it is realizable during the life of the plan, or on settlement of the plan liabilities.

If the benefits of a plan are amended, the pension cost incurred from the portion of the increased benefit relating to past service provided by employees, is recognized immediately in profit or loss.

Remeasurements of the net defined benefit liability (asset), which comprise (1) actuarial gains and losses, (2) the return on plan assets (excluding interest), and (3) the effect of the asset ceiling (if any, excluding interest), are recognized immediately in other comprehensive income. The Group can reclassify the amounts recognized in other comprehensive income to retained earnings.

1. Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

• (O)Income taxes

Income tax comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

Current taxes comprise the expected tax payable or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

1. temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits or losses at the time of the transaction;

2. temporary differences related to investments in subsidiaries and joint arrangements to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

3. taxable temporary differences arising on the initial recognition of goodwill Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.

238

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date.

Deferred tax assets and liabilities are offset if the following criteria are met:

1. the Group has a legally enforceable right to set off current tax assets against current tax liabilities; and

2. the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on tither:

3. (1) the same taxable entity; or

4. (2) different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered

(P)Earnings per share

The Group discloses the Company's basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. The issued shares from capitalization of retained earnings or capitalization of capital surplus are calculated retrospectively, even the record date of capitalization aforementioned is before the submission date of financial statements.

Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares. The Group’s dilutive potential ordinary shares include the estimation of employee remuneration and convertible bonds.

(Q)Operating segments

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the Group). Operating results of the operating segment are regularly reviewed by the Group's chief operating decision maker to make decisions about resources to be allocated to the segment and to assess its performance. Each operating segment consists of discrete financial information.

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:

The preparation of the consolidated financial statements in conformity with the Regulations and the IFRSs endorsed by the FSC requires management to make judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income, and expenses. Actual results may differ from these estimates.

The management continues to monitor the accounting estimates and assumptions. The management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the following period.

There are no judgments made in applying accounting policies that have significant effects on the amounts recognized in the consolidated financial statements.

239

The account of inventories is the one associated with assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next financial year. As inventories are stated at the lower of cost and net realizable value, the management has to determine net realizable value of inventories at the end of reporting period by judgments and estimation. The management estimates the inventory obsolescence and decline in market value and then writes down the cost of inventories to net realizable value.

(6) Explanation of significant accounts:

• (1) Cash and cash equivalents

Cash Demand deposits Checking deposits Fixed deposits Cash and cash equivalents in consolidated statement of cash flows	December 31, 2023 $ 618 125,062 52 13,686	December 31, 2022 850 208,949 71 153,988
	$ 139,418	363,858

Please refer to note 6(19) for the interest risk and sensitivity analysis of the financial assets and liabilities of the Group.

(2) Trade receivables

Trade receivables Less: loss allowance	December 31, 2023 $ 224,893 (218)	December 31, 2022 379,288 (684)
	$ 224,675	378,604

The Group applies the simplified approach to assess its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information.

The Group's analysis on the expected credit loss of its trade receivables in the region of Thailand as of December 31, 2023 and 2022was as follows:

	December 31, 2023 Book value of trade receivables Lifetime expected credit loss rate (%) Allowance for lifetime expected credit loss	December 31, 2023 Book value of trade receivables Lifetime expected credit loss rate (%) Allowance for lifetime expected credit loss
Not yet due Past due 1~30 days Past due 31~60 days	$ 103,573 - 29,992 - 194 -	- - -

240

Not yet due Past due 1~30 days Past due 31~60 days Past due 61~90 days Past due 91~180 days Past due 181~365 days	$ 133,759 - December 31, 2022 Book value of trade receivables Lifetime expected credit loss rate (%) Allowance for lifetime expected credit loss $ 215,090 - - 97,907 - - 450 - - 2 - - 1 2.27 - 3 6.94 - $ 313,453 -	-
		-

The Group's analysis on the expected credit loss of its trade receivables in other regions as of December 31, 2023 and 2022 was as follows:

Not yet due Past due 1~30 days Past due 31~60 days Past due 61~90 days Past due 91~180 days Not yet due Past due 1~30 days Past due 31~60 days Past due 61~90 days Past due 91~180 days Over 1 year	December 31, 2023	December 31, 2023	Allowance for lifetime expected credit loss - - 157 56 5
	Book value of trade receivables $ 59,537 25,108 6,109 359 21	Lifetime expected credit loss rate (%)
	$ 91,134		218
			Allowance for lifetime expected credit loss 49 140 301 88 - 106
	Book value of trade receivables $ 32,743 21,872 10,332 781 1 106	Lifetime expected credit loss rate (%)
		0.15 0.64 2.92 11.21 20.61 100.00
	$ 65,835		684

241

The movements of the loss allowance for trade receivables were as follows:

Balance at the beginning Impairment losses recognized (reversal gain) Written off amounts Foreign currency translation effects Balance at the end	2023 $ 684 (460) (11) 5	2022 1,815 415 (1,629) 83 684
	$ 218

(3) Other receivables

Other receivables Less: loss allowance	December 31, 2023 $ 23,899 (16,532)	December 31, 2022 25,386 (16,393) 8,993
	$ 7,367

The movements of the loss allowance for other receivables were as follows:

Balance at the beginning Foreign currency translation effects Balance at the end	2023 $ 16,393 139	2022 15,304 1,089 16,393
	$ 16,532

The Group did not have any past due other receivables as of December 31, 2023 and 2022. For further credit risk information, please refers to note 6(19).

(4) Inventories

	December 31, 2023 Cost Allowance for devaluation and obsolescence Net realizable value $ 324,295 62,638 261,657 100,201 8,399 91,802 39,240 5,208 34,032 9,671 4,780 4,891 $ 473,407 81,025 392,382
Raw materials Work in process Finished goods Supplies and spare parts

242

Raw materials Work in process Finished goods Supplies and spare parts	December 31, 2022	December 31, 2022	Net realizable value 222,923 83,525 10,549 10,501
	Cost	Allowance for devaluation and obsolescence 51,245 8,747 4,380 2,699
	$ 274,168 92,272 14,929 13,200
	$ 394,569	67,071	327,498

The movements of the allowance for devaluation and obsolescence in inventories were as follows:

Beginning balance Impairment losses recognized (reversal gain) Foreign currency translation effects Ending balance	2023 $ 67,071 13,374 580	2022 70,751 (8,344) 4,664
	$ 81,025	67,071

In addition to the regular costs of goods sold, the following profit and loss were the components included in the Group's operating costs:

Allowance for inventory devaluation and obsolescence losses (reversal gain) Loss on inventory write-off Revenue from sales of scrap Unallocated expenses	2023 $ 13,374 - (53,451) 5,346	2022 (8,344) 525 (83,361) -
	$ (34,731)	(91,180)

As of December 31, 2023 and 2022, the Group did not pledge the inventories as collateral.

(5) Material non-controlling interests of subsidiaries

The material non-controlling interests of subsidiaries were as follows:

	Main operation place / country of	Percentage of non-controlling interests	Percentage of non-controlling interests
Subsidiary	incorporation	December 31, 2023	December 31, 2022
Regal Plating Co., Ltd.	Thailand	49.00%	49.00%

The following information of the aforementioned subsidiary has been prepared in accordance with the IFRSs endorsed by the FSC. Intra-group transactions were not eliminated in this information.

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Regal Plating Co., Ltd.'s collective financial information

Current assets Non-current assets Current liabilities Non-current liabilities Net assets Non-controlling interests Sales revenue Net income Other comprehensive income Profit for current period attributable to non-controlling interests Total comprehensive income attributable to non- controlling interests Net cash flows from operating activities Net cash flows used in investing activities Net cash flows used in financing activities Net decrease in cash and cash equivalents Dividends paid to non-controlling interests	December 31, 2023 $ 158,403 13,779 (5,448) (1,517)	December 31, 2022 193,333 19,153 (6,626) (1,306)
	$ 165,217	204,554
	$ 80,956	100,231
	2023 $ 177,422	2022 300,615
	$ (9,280) 1,503	23,463 17,940
	$ (7,777)	41,403
	$ (4,547)	11,497
	$ (3,811)	20,287
	$ 16,943 (256) (31,560)	56,378 (923) (71,528)
	$ (14,873)	(16,073)
	$ (15,464)	(35,049)

(6) Property, plant and equipment

The cost, depreciation, and impairment losses of the property, plant and equipment of the Group for the years ended December 31, 2023 and 2022, were as follows:

Cost or deemed cost: Balance at January 1, 2023 Additions Disposals Reclassification Foreign currency translation effect Balance at December 31, 2023 Balance at January 1, 2022 Additions Disposals Reclassification Foreign currency translation effect Balance at December 31, 2022	Land $ 156,207 - - - 1,327	Buildings	Machinery and equipment Transportation equipment Office equipment Land improvement Contraction in progress and equipment to be inspected Total	Machinery and equipment Transportation equipment Office equipment Land improvement Contraction in progress and equipment to be inspected Total
		250,199 326,196 23,306 145,199 10,285 27,796 939,188 1,800 15,347 16 18,003 1,578 31,342 68,086 (190) (15,038) (2) (8,964) (205) - (24,399) 19,569 18,442 - 1,606 169 (39,923) (137) 2,155 2,798 198 1,243 87 225 8,033 273,533 347,745 23,518 157,087 11,914 19,440 990,771 216,102 297,708 16,693 129,071 9,477 5,183 820,063 8,295 27,154 7,485 15,123 161 36,954 95,172 (1,305) (22,841) (2,294) (10,530) (12) - (36,982) 10,920 2,674 - 2,076 - (15,670) - 16,187 21,501 1,422 9,459 659 1,329 60,935		145,199 10,285 27,796 939,188 18,003 1,578 31,342 68,086 (8,964) (205) - (24,399) 1,606 169 (39,923) (137) 1,243 87 225 8,033 157,087 11,914 19,440 990,771
	$ 157,534
	$ 145,829 - - - 10,378
	$ 156,207	250,199 326,196 23,306 145,199 10,285 27,796 939,188

244

								Contraction in
					Transportation	Office	Land	progress and
				Machinery				equipment to
		Land	Buildings	and equipment	equipment	equipment	improvement	be inspected	Total
Accumulated depreciation and
impairment losses:
Balance at January 1, 2023	$	-	189,947	247,892	14,328	115,649	9,673	-	577,489
Depreciation		-	12,666	30,042	3,063	15,895	322	-	61,988
Disposals		-	(62)	(14,761)	(2)	(8,744)	(140)	-	(23,709)
Foreign currency translation effect		-	1,631	2,127	126	989	80	-	4,953
Balance at December 31, 2023	$	-	204,182	265,300	17,515	123,789	9,935	-	620,721
Balance at January 1, 2022	$	-	165,417	228,086	11,722	105,112	8,831	-	519,168
Depreciation		-	13,489	26,133	3,990	13,097	228	-	56,937
Disposals		-	(1,282)	(22,713)	(2,294)	(10,156)	(12)	-	(36,457)
Foreign currency translation effect		-	12,323	16,386	910	7,596	626	-	37,841
Balance at December 31, 2022	$	-	189,947	247,892	14,328	115,649	9,673	-	577,489
Carrying amount:
Balance at December 31, 2023	$	157,534	69,351	82,445	6,003	33,298	1,979	19,440	370,050
Balance at December 31, 2022	$	156,207	60,252	78,304	8,978	29,550	612	27,796	361,699
lease refer to note 8 for	the	disclosure of assets pledged			as collateral for loans.
(7) Right-of-use assets
The Group leases buildings. Information about leases for which the Group as a lessee was									presented
below:
								Buildings
Cost:
Balance at January 1, 2023								$	2,087
Additions									536
Disposals									(2,088)
Foreign currency translation effect									1
Balance at December 31,			2023					$	536
Balance at January 1, 2022								$	2,668
Additions									2,087
Disposals									(2,668)
Balance at December 31,			2022					$	2,087
Accumulated	depreciation:
Balance at January 1, 2023								$	894
Depreciation									985
Disposals									(1,715)
Balance at December 31,			2023					$	164
Balance at January 1, 2022								$	1,482

Please refer to note 8 for the disclosure of assets pledged as collateral for loans.

245

Depreciation Disposals Balance at December 31, 2022 Carrying amount: Balance at December 31, 2023 Balance at December 31, 2022	Buildings 894 (1,482) $ 894 $ 372 $ 1,193

(8) Intangible assets

The cost, amortization, and impairment losses of the intangible assets of the Group for the years ended December 31, 2023 and 2022, were as follows:

Cost: Balance at January 1, 2023 Additions Disposals Foreign currency translation effect Balance at December 31, 2023 Balance at January 1, 2023 Balance at January 1, 2022 Additions Disposals Balance at December 31, 2022 Balance at January 1, 2022 Amortization and impairment loss: Balance at January 1, 2023 Amortization Disposals Foreign currency translation effect Balance at December 31, 2023 Balance at January 1, 2022 Amortization Disposals Foreign currency translation effect Balance at December 31, 2022

Computer software Trademark

246

Carrying amount: Balance at December 31, 2023 Balance at December 31, 2022	Computer software Trademark Total
	$ 16,195 500 16,695
	$ 8,474 1,186 9,660

• (9) Long-term and short-term loans

• Short-term loans

Credit loans Secured bank loans Total Unused credit lines Interest rate (%)	December 31, 2023 $ - 243,459	December 31, 2023 $ - 243,459	December 31, 2022 89,410 107,292
	$ 243,459		196,702
	$ 744,876		799,053
		3.12~3.13	2.40~2.50

1. Short-term loans

Unsecured bank lines Less: due in one year Total Unused credit lines		December 31, 2023 Interest rate % Maturity year Amount 2.00~4.50 117 $ 11,570 (3,787) $ 7,783 $ 9,169	December 31, 2023 Interest rate % Maturity year Amount 2.00~4.50 117 $ 11,570 (3,787) $ 7,783 $ 9,169
		Interest rate % Maturity year
		2.00~4.50 117
			$ 7,783
			$ 9,169

Please refer to note 8 for the information of the collateral for loans.

(10)Corporate bonds payable

1.The details of the Group's convertible bonds were as follows:

Total convertible corporate bonds issued Unamortized discounted corporate bonds payable Cumulative redeemed amount Cumulative converted amount Corporate bonds balance at year-end Equity component – conversion options (recorded as capital surplus– stock options) Remeasurement losses of call and put options (recorded as other gains and losses) Interest expense	December 31, 2023 $ 250,000 - (249,700) (300)	December 31, 2022 250,000 (1,729) (161,000) (300)
	$ -	86,971
	$ -	3,820
	2023 $ -	2022 1,923
	$ 1,729	4,940

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A resolution had been made during the board meeting held on October 5, 2020, for the Company to issue its unsecured convertible bonds in the principal amount of $250,000 thousand for loan repayment and working capital enrichment, with a coupon rate of 0% for 3 years and issued at 100.5% of the par value.

The Company issued its unsecured convertible bonds amounting to $251,250 thousand on December 2, 2020, upon the approval by the Financial Supervisory Commission on November 11, 2020.

1. Terms of issuing unsecured convertible bonds are as follows:

2. (1) Coupon rate: 0%。

3. (2) Duration period: 3 years (December 2, 2020, to December 2, 2023)

4. (3) Repayment term: the bond are repayable in cash upon maturity of the bonds, except for those which were repurchased by the Company, sold back to the Company, or converted to common stock before maturity.

5. (4) Conversion period: beginning from three month after the issuance date (March 3, 2021) until maturity (December 2, 2023), bondholders may convert the bonds into common stock according to the conversion rate set in the agreement.

6. (5)The Company's call option (right of redemption): beginning from three month after the issuance date (March 3, 2021) until 40 days before maturity (October 23, 2023), if the stock closing price exceeds 30% of the conversion price for 30 consecutive working days, or the remaining principal amount of bonds payable, which have not yet been converted into shares is lower than 10% of the total principal, the Company is entitled to send a "bond redemption notification" to the bondholders and publish an announcement through the TPEx to exercise its call option.

7. (6) Bondholders' put option:

8. bondholders are entitled to exercise the put option on December 2, 2022, with an exercise price at 101.0025% (annual yield rate of the put option is 0.5%) of the par value of the bonds. Upon receipt of a sell back request, the Company shall pay the amount to the bondholders by cheque or electronic transfer within 5 working days of the put date.

9. (7) Conversion price and adjustment: The conversion price at the issue date is TWD 30.5 per share. If there is any increase in the Company's common stock (including but not limited to cash injection by public offering or private offering, capital increase from retained earnings or capital surplus, issuance of new shares for consolidation purposes or as the consideration payable by the Company for its acquisition of another company's shares, stock split, or cash injection by participating in the issuance of overseas depository receipts) except for increases in shares from conversion of securities in which a stock conversion right or stock warrant was embedded or from issuance of new shares as employees' bonus, the Company shall calculate and adjust the conversion price based on the formula stated in the conversion arrangement before publishing an announcement through the TPEx. The adjustment shall be made at the ex-rights date when issuing new shares. However, the adjustment will be made at the date when the new share subscriptions are fully collected if the issuance of new shares involves share subscription collection. If the issue price of new shares changes after the ex-rights date for issuing new shares, the conversion price should be adjusted based on the revised issue price by using the formula stated in the conversion arrangement. If such recalculated conversion price is lower than that announced to the public through the TPEx before the ex-rights date for issuing new shares, the Company should re announce the adjustment of the conversion price through the TPEx. The conversion price as of December 31, 2020, is NT$30.5 per share.

The conversion price was adjusted to $27.8 per share on September 11, 2022.

248

(8) The domestic unsecured convertible corporate bonds of the merged company have matured and been repaid on December 2, 2023.

1. Financial liabilities measured at fair value through profit or loss were as follows:

Embedded derivative financial instruments (put option and call option) Balance at the beginning Valuation loss in the period Put option exercised Converted in the period Balance at the end	December 31, 2023 $ - - - -	December 31, 2022 1,075 1,923 (2,997) (1) -
	$ -

• －

• 1. The balance of the equity component recorded as capital surplus stock options were as follows:

Balance at the beginning Converted in the period Put option exercised Bl t th d	December 31, 2023 $ 3,820 - (3,820)	December 31, 2022 10,763 (9) (6,934) 3,820
	$ -

(11)Lease liabilities

Less than one year Between one and five years Current Non-current Less than one year Between one and five years Current	December 31, 2023	December 31, 2023	Present value of minimum lease payments 177 222 399 177 222 Present value of minimum lease payments 900 304 1,204 900
	Future minimum lease payments Interests $ 198 21 231 9
	$ 429 30
	$ 198 21
	$ 231 9
	December 31, 2022
	Future minimum lease payments $ 914 305	Interests 14 1
	$ 1,219	15
	$ 914	14

December 31, 2022

249

Future minimum lease payments Interests Non-current $ 305 1 The amounts recognized in profit or loss were as follows: 2023 Interests on lease liabilities $ 40 Expenses relating to short-term leases $ 651 Expenses relating to leases of low-value assets, excluding short-term leases of low-value assets $ 566	Future minimum lease payments $ 305	Future minimum lease payments $ 305	Interests 1	Present value of minimum lease payments 304 2022 30 1,304 449
		$ 651
		$ 566

The amounts recognized in the statement of cash flows for the Group were as follows:

Total cash outflow for leases	2023

1. Building leases

The Group leases buildings for its office space, which typically run for a period of 2 years. Some leases include an option to renew the lease for an additional period of the same duration after the end of the contract term.

2. Other leases

The Group also leases printers and other office equipment with contract terms of one to five years. These leases are short-term leases or leases of low-value items. The Group has elected not to recognize its right-of-use assets and lease liabilities for these leases.

(12)Employee benefits

1. Defined benefit plans

Reconciliation of defined benefit obligation at present value and plan asset at fair value were as follows:

Net defined benefit liabilities	December 31, 2023 $ 30,543	December 31, 2023 25,665

• (1) Movements in present value of the defined benefit obligations

The movements in present value of the defined benefit obligations for the Group were as follows:

250

Defined benefit obligations at the beginning Current service costs and interest cost Remeasurements of the net defined benefit liabilities －Actuarial gains and losses arising from changes in adjustments based on experiences －Actuarial gains and losses arising from changes in demographic assumptions －Actuarial gains and losses arising from changes in financial assumptions Effect of movements in exchange rates Benefits paid Defined benefit obligations at December 31	2023 $ 25,665 3,846 4,952 677 25 217 (4,839)	2022 25,467 4,432 1,114 (1,248) (1,134) 1,798 (4,764) 25,665
	$ 30,543

(2) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the Group were as follows:

Current service costs Net interest of net liabilities for defined benefit obligations Operating costs Administration expenses	2023 $ 3,208 638	2022 3,983 449 4,432 3,146 1,286 4,432
	$ 3,846
	$ 2,610 1,236
	$ 3,846

(3) Remeasurement of defined benefit liabilities recognized in other comprehensive income

The Group's remeasurements of the defined benefit liabilities recognized in other comprehensive income for the years ended December 31, 2023 and 2022, were as follows:

Accumulated amounts at the beginning Amounts recognized during the period Accumulated amounts at the end (4) Actuarial assumptions	2023 $ (14,954) (5,654)	2022 (16,222) 1,268 (14,954)
	$ (20,608)

The principal actuarial assumptions at the reporting date were as follows:

251

Discount rate (monthly paid employees) Discount rate (daily paid employees) Future salary increase rate (monthly paid employees) Future wages increase rate (daily paid employees)	December 31, 2023 2.65%~2.76% 2.65%~2.74% 3.08% 3.11%	December 31, 2022
		3.06%~3.46% 2.49%~3.45% 2.99% 2.94%

The expected payments to be made by the Group to the defined benefit plans for the one-year period after the reporting date is $5,870 thousand.

The weighted average lifetimes of the defined benefits plans for daily paid and monthly paid employees are 10~17 years and 12~17 years, respectively.

(5) Sensitivity analysis

The impact of changes in the key actuarial assumptions adopted as of December 31, 2023 and 2022 on the present value of defined benefit obligations is as follows:

December 31, 2023 Discount rate (changes: 0.50%) Future salary increasing rate (changes: 0.50%) December 31, 2022 Discount rate (changes: 0.50%) Future salary increasing rate (changes: 0.50%) December 31, 2022	Impact on defined benefit obligations Increased 0.50% Decreased 0.50% (729) 791 379 (356) (571) 617 262 (247)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

There was no change in the method and assumptions used in the preparation of sensitivity analysis for 2023and 2022

2. Defined contribution plans

The Group allocates 6% of each employee's monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. Under these defined contribution plans, the Group allocates a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligation.

The pension costs incurred from the contributions to the Bureau of Labor Insurance amounted to $557ousand and $360 thousand for the years ended December 31, 2023 2022 were as follows:

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• (13) Income taxes

• The Company were incorporated in the Cayman Islands, where corporate income tax is not required to be paid. RJM, RGP, RMS, Linden, RPM and RIC’s statutory income tax rate is 20%. GVG Hong Kong's statutory income tax rate is 16.5%. GVG Shenzhen's statutory income tax rate is 25%.

• The components of income tax in the years 2022 and 2021 were as follows:

Current tax expense Current period Adjusting the current income tax for the previous period. Deferred tax expenses (benefits) Origination and reversal of temporary differences Income tax expense (benefit) liation of income tax and profit before tax for 2023and Profit excluding income tax Income tax using the statutory tax rate at each jurisdictions Tax estimation on subsidiary's earning distribution Adjust the number according to tax regulations. Adjustment according to tax act Total	2023 $ - (205) (51,614)
	$ (51,819)
	$ (37,328) (15,308) 1,022 (205)
	$ (51,819)

Reconciliation of income tax and profit before tax for 2023and 2022was as follows:

3. Deferred tax assets and liabilities

• (1) Recognized deferred tax assets and liabilities

Changes in the amount of deferred tax assets and liabilities for 2023 and 2022 were as follow:

Balance at January 1, 2023 Recognized in profit or loss Balance at December 31, 2023 Balance at January 1, 2022 Recognized in profit or loss Balance at December 31, 2022	Taxable investment income $ (49,342) 15,308 $ (34,034) $ (61,537) 12,195 $ (49,342)

• (2) Deferred tax assets:

253

Impairment losses on trade receivables Impairment losses on inventories Accrued pension liabilities Loss offset Balance at January 1, 2023 $ 21 13,237 5,133 - Recognized in profit or loss (21) 2,524 931 33,443 Effect of exchange rate changes - 117 44 45 Balance at December 31, 2023$ - 15,878 6,108 33,488 Balance at January 1, 2022 $ 241 13,559 4,978 - Recognized in profit or loss (226) (1,231) (271) - Effect of exchange rate changes 6 909 426 - Balance at December 31, 2023$ 21 13,237 5,133 -	Impairment losses on trade receivables Impairment losses on inventories Accrued pension liabilities Loss offset $ 21 13,237 5,133 - (21) 2,524 931 33,443 - 117 44 45	Others	Total 19,869 36,306 218
		1,478 (571) 12
		919	56,393
	$ 241 13,559 4,978 - (226) (1,231) (271) - 6 909 426 -	687 790 1	19,465 (938) 1,342
		1,478	19,869

4. Examination and approval

The Company is not required to pay income tax in the country where it is incorporated.

Income tax returns for RJM, RGP, RMS, Linden, and RPM in Thailand, the countries where the merged companies are located, do not require approval from the tax authorities. However, proof of payment must be obtained from the tax authorities for income tax settlement declarations up to the fiscal year 2023. Profit tax settlement declarations for GVG Hong Kong and GVG Shenzhen have been accepted by the tax authorities up to the fiscal years 2022 and 2020, respectively. As mentioned in note 4 (2), the liquidation procedures for GVG Hong Kong and GVG Shenzhen have been completed, and GVG Shenzhen obtained a local tax clearance certificate on July 19, 2022. Income tax settlement declarations for the Taiwan branch of the company and the profit tax of Nissho International have been approved by the tax authorities up to the fiscal year 2021.

(14) Capital and other equity

Reconciliation of share outstanding for the years ended December 31,2023 and 2022 was as follow:

Balance of outstanding shares on January 1 Conversion of convertible bonds Balance of outstanding shares on December 31		Unit: thousand shares Common Stock 2023 2022 38,396 38,389 - 7 38,396 38,396
		2023 38,396 -
		38,396

As of December 31, 2022 and 2023, the total value of authorized ordinary shares each amounted to $600,000 thousand, with a par value of $10 per share. There were $383,960 thousand issuance of common stock.

1. Issuance of common stock

As of 2022, the Company issued 7 thousand new shares, due to the exercise of conversion rights by the holders of convertible corporate bonds, which were issued at par value, with a total value of $67 thousand. There were no such events in 2023.

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2.Capital surplus

The balance of capital surplus was as follows:

Additional paid-in capital Restricted shares to employees Issuance of convertible bonds－stock options Stock warrant of convertible bonds－expired	December 31, 2023 $ 354,846 9,899 - 10,754	December 31, 2022 354,846 9,899 3,820 6,934 375,499
	$ 375,499

A resolution was made by the Shareholders' meeting on June 10, 2022, to distribute $63,727 thousand from the additional paid-in capital as cash dividends to shareholders.

The distribution information approved during the meeting of the shareholders would be available on the Market Observation Post System Website.

3. Retained earnings

According to the Company's Articles, if there are profits for the year, the profits should first be used to pay income tax; thereafter, offset the prior year’ s deficit, if any. Of the remaining balance, 10% is to be appropriated as legal reserve. Any remainder will be allocated as special surplus reserve as required by the applicable securities authority of the ROC under the applicable public company rules. The remaining profit, if any, after combining all or part of the accumulated undistributed profits in the previous years and the reversed special surplus reserve, shall be allocated as dividends to the shareholders in proportion to their shareholdings based on the resolution approved during the board meeting. Subject to the law of Cayman Islands and the applicable public company rules, and unless otherwise resolved by the Board and the shareholders, as well as after having considered the financial, business and operational factors of the Company, the dividends shall not be less than fifty percent (50%) of the profit after tax of the relevant year. The distribution may be made by way of cash dividends or stock dividends, or a combination thereof, provided that, the cash dividends shall not be less than 30% of the total amount of dividends payable.

(1) Special reserve

In accordance with Ruling issued by FSC, the Company shall set aside a special reserve before earnings distribution equal to the net balance of other deductions in shareholders' equity in the current period from the net income in the current period and the unappropriated retained earnings. The special reserve set aside based on the deductions in shareholders' equity that resulted from prior periods cannot be distributed to shareholders. The Company can distribute its special reserve with an amount not exceeding that of the reversal of such deductions.

(2) Earnings distribution

Earnings distribution for 2022 was decided during the shareholders’ meeting held on March 26, 2023 as follow:

255

2022

Dividends distributed to shareholders:

17,278

TWD per share Total Amount

Cash

$

0.450 $

The Company's cash dividends for 2021 earnings distribution was approved by the meeting of the shareholders on June 10, 2022, for $0 thousand.

The Company's cash dividends for 2023 earnings distribution was resolved during the meeting of the Board of Directors on February 26, 2024, for $0 thousand.

The earnings distribution for 2023 will be decided at the shareholders’ meeting to be held in May 2024.

The earnings distribution information resolved during the meeting of the Board of

Directors and shareholders would be available on the Market Observation Post System Website.

1. Other equity

Balance at January 1, 2023 Exchange differences on foreign operations Disposal of subsidiaries Balance at December 31, 2023 Balance at January 1, 2022 Exchange differences on foreign operations Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income Disposal of subsidiaries Balance at December 31, 2022	Exchange differences on translation of foreign financial statements $ (46,369) 7,854 1,406	Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income		Total (58,569) 7,854 1,406 (49,309) (128,541) 70,367 (294) (101) (58,569)
		(12,200) - - (12,200) (11,906) - (294) - (12,200)
	$ (37,109)
	$ (116,635) 70,367 - (101)
	$ (46,369)

1. Non-controlling interests of subsidiaries, net of tax

256

Balance at the beginning Share attributable to non-controlling interests： Net income (Loss) Exchange differences on foreign operations Actuarial gains and losses Changes in non-controlling interests Subsidiary distributes cash dividends to non- controlling interests Balance at the end	2023 $ 101,226 (4,776) 854 (109) 43 (15,464)	2022 115,469 11,030 8,697 89 990 (35,049) 101,226
	$ 81,774

(15) Earnings per share

The calculation of basic and diluted earnings per share was as follows:

Unit: thousand shares

Basic earnings per share(losses)： Net income attributable to common stocks (losses) Weighted-average number of common stocks outstanding Basic earnings per share(losses)(New Taiwan dollars) Diluted earnings per share (losses)： Net income attributable to common stocks (losses) Weighted-average number of common stocks outstanding Potential dilutive effect on common stocks Influence of employee stock remuneration Weighted-average number of common shares outstanding－diluted Diluted earnings per share (New Taiwan dollars)	2023 $ (158,144)	2022 32,529 38,395 0.85 32,529 38,395 21 38,416 0.85
	38,396
	$ (4.12)
	$ (158,144)
	38,396 -
	38,396
	$ (4.12)

For the year ended December 31, 2023, the Company did not include its net loss in the calculation of its diluted earnings (deficits) per share since those net loss had antidilutive effect.

• (16) Revenue from contracts with customers

• Disaggregation of revenue

257

Primary geographical markets: Thailand United States France United Kingdom Canada Australia Other Main product/service line: Designing, manufacturing and selling jewelry and gems Electroplating	2023 $ 392,996 184,142 144,880 118,730 141,477 64,327 102,178	2022 905,227 142,553 176,795 146,543 123,198 58,880 97,710 1,650,906 1,557,921 92,985 1,650,906
	$ 1,148,730
	$ 1,078,151 70,579
	$ 1,148,730

2. Remaining balances of contracts

Trade receivables Less: loss allowance Total Contractual liabilities (recorded as other current liabilities)	December 31, 2023	December 31, 2022 379,288 (684)	January 1, 2022 537,664 (1,815) 535,849 1,766
	$ 224,893 (218)
	$ 224,675	378,604
	$ 976	1,907

For details on trade receivables and impairments, please refer to note 6(2).

The amounts of revenue recognized for the years ended December 31, 2023 and 2022 that were included in the contract liability balance at the beginning of the period were $1,883 thousand and $1,709 thousand, respectively.

The major changes in the balance of contract liabilities were the differences between the time frame in the performance obligation to be satisfied and the payment received.

(17) Employee compensation and directors' remuneration

According to the amendment of the Company's Articles of Incorporation which was approved during the shareholders' meeting at May 20, 2016, no less than 1 % of the current-year profit before tax, excluding employee compensation and directors' remuneration, shall be distributed as employee compensation, and no more than 3% of the profit as remuneration to directors. However, if the Company has an accumulated deficit, the profit should first be used to offset the deficit. The compensation and remuneration shall be made by way of cash or stock, or a combination of both, wherein the recipients may include the employees of the Company's affiliated companies who meet certain conditions decided by the Board of Directors of the Company.

258

For the years ended December 31, 2023 and 2022, the Company estimated its employee' remuneration amounting to $0 thousand and $437 thousand, respectively, and directors' remuneration both amounting to $0 thousand.

These amounts were calculated using the Company's net income before tax without the remuneration to employees and directors for each period, multiplied by the proposed percentage which is stated under the Company's Article of Incorporation. These remunerations were expensed under operating costs or expenses for each period.

If there is a difference between the actual distribution amount in the next year and the estimated amount, it will be treated according to the change in accounting estimates, and the difference will be recognized as the profit and loss of the following year.

If the board of directors decides to pay employees in stock, the basis for calculating the number of shares for stock compensation is based on the closing price on the day before the decision of the board of directors.

The Company's employee compensation and directors' remuneration approved by the Board of Directors for the year ended December 31, 2023 and 2022, was $0 thousand and $437 thousand, respectively. The resolution to allocate is indifferent from the board's decision. The employee compensation and directors' remuneration information would be available on the Market Observation Post System Website.

• (18) Non-operating income and expenses

• Interest income

The details of interest income were as follows:

Non-operating income and expenses 1. Interest income The details of interest income were as follows:
Interest income from bank deposits 2. Other income The details of other income were as follows: Others 3. Other gains and losses The details of other gains and losses were as follows: Gains on disposal of property, plant and equipment Losses on disposal of intangible assets Gain on disposal of investments Gains on lease modification Foreign exchange gains, net Loss on financial liabilities at fair value through profit or loss Losses on financial liabilities at amortized cost Others Total	2023 $ 5,660	2022 1,393 2022 11,718 2022 202 (29) 101 17 20,134 (1,923) (2,052) (801) 15,649
	2023 $ 6,648
	2023 $ 162 (191) (1,406) 6 5,243 - - - $ 3,814

1. Finance costs

The details of finance costs were as follows:

259

Interest expenses on loans from banks Corporate bonds payable Interest expenses on lease liabilities	2023 $ 5,985 1,729 40	2022 720 4,940 30
	$ 7,754	5,690

(19) Financial instruments

1. Credit risk

(1) Risk exposure

The carrying amount of financial assets represents the maximum amount exposed to credit risk.

(2) Concentration of credit risk

The Group's exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, the management also considers the statistical information on the Group's customer base, including the default risk of the industry and country in which customers operate. These factors may have an influence on credit risk. The Group's trade receivables were obviously concentrated on three main customers, which accounted for 78% and 89% of the total amount of trade receivables as of December 31, 2023 and 2022. As of December 31, 2023 and 2022, the Group's trade receivables concentrated on three main customers were $174,632 thousand and $337,521 thousand, respectively.

(3) Credit risk of receivables

Please refer to note 6(2) for information on credit risk of trade receivables; and note 6(3) for details of other receivables.

2. Liquidity Risk

The following table shows the contractual maturity of the financial liabilities excluding the impact of estimated interest.

December 31, 2023 Non-derivative financial liabilities Short-term loans Payables Lease liabilities Long-term borrowings (including those due within one year) Guarantee deposits received	Carrying amount Contractual cash flows Less than 1 year $ 243,459 243,459 243,459 83,383 83,383 83,383 399 399 177 11,570 11,570 3,787 4,437 4,437 -	1-2 years	More than 2 years - - - 3,996 4,437
		- - 222 3,787 -
	$ 343,248 343,248 330,806	4,009	8,433

260

December 31, 2022 Non-derivative financial liabilities Short-term loans Payables Lease liabilities Corporate bonds payable (including embedded derivative financial instruments) Guarantee deposits received	Carrying amount Contractual cash flows Less than 1 year $ 196,702 197,893 197,893 101,631 101,631 101,631 1,204 1,204 900 86,971 86,971 86,971 4,606 4,606 -	1-2 years	More than 2 years - - - - 4,606
		- - 304 - -
	$ 391,114 392,305 387,395	304	4,606

The Group does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.

1. Currency risk

2. (1) Currency risk exposure

The Group's significant exposure to foreign currency risk was as follows

Financial assets Monetary items USD Financial liabilities Monetary items USD		December 31, 2023	December 31, 2023	Amount 108,488 6,643
		Foreign currency (in thousands) $ 3,533 216	Exchange rate 30.71 30.71		Foreign currency (in thousands) Exchange rate 8,122 30.71 106 30.71

(2) Sensitivity analysis

The Group's exposure to foreign currency risk mainly arises from the translation of the foreign currency exchange gains and losses on bank deposits ,trade receivables and short-term loans, which are denominated in foreign currency

A strengthening (weakening) of the TWD against the USD for 1% as of December 31, 2023 and 2022, would have decreased (increased) profit before tax for the years ended December 31, 2023 and 2022, by $1,018 thousand and $2,462 thousand, respectively. The analysis is performed on the same basis for the prior year.

(3) Exchange gains and losses of monetary items

• Due to the different types of functional currency of the Group, the Group discloses its exchange gains and losses of monetary items aggregately. The Company's exchange gains, including realized and unrealized, were $5,243 thousand and $20,134 thousand for the years ended December 31, 2023 and 2022, respectively

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4. Interest rate analysis

The following sensitivity analysis is based on the exposure to interest rate risk for derivative and nonderivative financial instruments on the reporting date.

If the interest rate had increased / decreased by 1%, the Group's profit before tax would have decreased / increased by $2,250 thousand and $1,967 thousand for the years ended December 31, 2023 and 2022 with all other variable factors remaining constant. This was mainly due to the Group's borrowing at variable rate.

5. Fair value information

(1) Categories and fair value of financial instruments

The carrying amount and the fair value of financial assets and financial liabilities, including fair value hierarchy disclosures were as follows; except for financial instruments not measured at fair value whose carrying amount is a reasonable approximation of the fair value and disclosure of fair value information for such instruments is not required:

Financial assets measured at amortized cost Cash and cash equivalents Trade receivables Other receivables Other financial assets - non-current Total Financial liabilities measured at amortized cost Short-term loans Notes and trade payable Other payables Lease liabilities Long-term borrowings (including those due within one year) Guarantee deposits Total		December 31, 2023	December 31, 2023	December 31, 2023
	Carrying amount $ 139,418 224,675 7,367 10,208	Level 1 - - - -	Fair value Level 2 Level 3 - - - - - - - -		Total - - - -
	$ 381,668	-	-	-	-
	$ 243,459 14,758 68,625 399 11,570 4,437	- - - - - -	- - - - - -	- - - - - -	- - - - - -
	$ 343,248	-	-	-	-

262

Financial assets measured at amortized cost Cash and cash equivalents Trade receivables Other receivables Other financial assets - non-current Total Financial liabilities measured at amortized cost Financial liabilities measured at amortized cost Short-term loans Notes and trade payable Other payables Corporate bonds payable Guarantee deposits Total		December 31, 2022	December 31, 2022	December 31, 2022
	Carrying amount $ 363,858 378,604 8,993 9,871		Fair value		Total - - - -
		Level 1 - - - -	Level 2 - - - -	Level 3 - - - -
	$ 761,326	-	-	-	-
	$ 196,702 18,861 82,770 1,204 86,971 4,606	- - - - - -	- - - - - -	- - - - - -	- - - - - -
	$ 391,114	-	-	-	-

• (2) The Group seeks to use market observable inputs when measuring the fair values of assets and liabilities. Different levels of the fair value hierarchy to be used in determining the fair value of financial instruments are as follows:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. such as prices) or indirectly (i.e. derived from calculation of prices).

Level 3: inputs for the assets or liability that are not based on observable market data (unobservable inputs).

• －

• (3) Valuation techniques for financial instruments measured at fair value non-derivative The fair value of unlisted equity instruments is estimated and calculated by using the comparable company approach with a liquidity discount rate which reflects the time value of money and the investment risk premium.

• (4) Derivative financial instruments evaluation

• The put options and call options of the corporate bonds payable are based on Binary Tree Model to estimate the fair value.

• (5) Reconciliation of Level 3 fair values

263

Balance at December 31, 2023 (Balance at January 1, 2021) Balance at January 1, 2022 Unrealized valuation losses Redemption of corporate bonds Conversion of convertible bonds Balance at December 31, 2022	Current/noncurrent financial liabilities at fair value through profit or loss Non-current financial assets at fair value through other comprehensive income	Current/noncurrent financial liabilities at fair value through profit or loss Non-current financial assets at fair value through other comprehensive income	Total
	$ - $ 1,075 1,923 (2,997) (1) $ -	-	-
		294 (294) - -	1,369 1,629 (2,997) (1)
		-	-

The above total gains or losses were reported in “other gains and losses” and “unrealized valuation gains (losses) on financial assets at fair value through other comprehensive gains and losses”.” Among them, the assets still held in 2023 and 2022 were as follows:

Total gains and losses Reported in “other gains and losses” in current profit Reported in “unrealized valuation gains (losses) on financial assets at fair value through other comprehensive gains and losses” in other comprehensive income	2023 $ - -	2022 (1,923) (294)

• (6) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

Quantified information of significant unobservable inputs was as follows:

Item Financial assets at fair value through other comprehensive income- equity investments without an active market Financial liabilities at fair value through profit or loss.	Valuation technique Significant unobservable inputs Ibter-relationship between significant unobservable inputs and fair value measurement
	Comparable company Method Binary tree convertible bond evaluation model Discount for lack of marketability. Volatility The estimated fair value would decrease if liquidity discount were higher The higher the volatility, the higher the fair value.

• －

• (7) Fair value measurements in Level 3 sensitivity analysis of reasonably possible alternative assumptions

264

The Group's measurement of fair values for financial instrument is reasonable. However, a different valuation technique or possible changes to one of the significant unobservable inputs would have different effects. For fair value measurements in Level 3, one of the key significant unobservable inputs is the annual revenue growth rate forecast. The Group did not disclose the sensitivity analysis of that forecast because the possible changes in the annual revenue growth rate forecast would not cause significant potential financial impact.

• (20) Financial risk management

• Overview

The Group's exposures to the following risks from its financial instruments:

• (1) credit risk

• (2) liquidity risk

• (3) market risk

The following likewise discusses the Group's objectives, policies and processes for measuring and managing the above-mentioned risks. For more disclosures about the quantitative effects of these risks’

exposures, please refer to the respective notes in the accompanying consolidated financial statements.

2. Structure of risk management

The Group identifies and analyzes its risks to set appropriate control procedures to ensure the

effectiveness of risk management.

The Group uses derivatives to hedge risks. In order to lower the exchange rate risk, interest risk and credit risk, derivatives and non-derivative financial instruments are monitored by its finance

management committee and regulated by its internal policies. The internal auditors continuously undertake reviews on policy compliance and maximum risk exposures.

The Group does not trade in financial instruments, including derivatives, for the purpose of arbitrage.

Finance management committee regularly reports to the Board of Directors on operation of derivative and non-derivative financial instruments.

1. Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial

instrument fails to meet its contractual obligations, and arises principally from the Group's receivables from customers.

265

(1) Trade and other receivable

In order to reduce the credit risk from receivables, the Group evaluate customers' financial status and obtain insurance coverage for trade receivables from overseas customers. In addition, the Group regularly assesses the collectability and records allowance for expected credit loss. In conclusion, the Group's management is able to control credit risk from trade receivable effectively.

In accordance with the credit policy, all of operating units in the Group are required to perform an analysis of each new customer's credit risk and management before offering payment and delivery terms. The internal risk management evaluates customer credit quality based on financial status, past experience and other factors. An individual risk limit is set on the basis of internal and external ratings. The used credit limit is monitored regularly.

• (2) Investments

The exposure to credit risk for the bank deposits and other financial instruments is measured and monitored by the Group's finance management committee, and is properly reviewed and approved based on the approval authority. The Group deals with banks and financial institutions with good credit rating, and selects target

companies with caution to control its exposure. Consequently, there is no significant credit risk arising from these counterparties.

• (3) Guarantees

The Group's policy is to provide endorsements and guarantees only to counter parties who meet the

requirements in the Group's Regulations Governing Making Endorsements/ Guarantees. As of December 31, 2023 and 2022, the endorsement and guarantees provided by the Group were both $0 thousand.

1. Liquidity risk

The finance management committee monitors working capital demand based on forecasts. The Group maintains

sufficient fund to fulfill operational requirements and retain sufficient credit line to avoid violation of related terms and conditions. The forecast is in consideration of finance project and compliance with the terms of loan agreements. Besides, as of December 31, 2023 and 2022, the Group's unused credit lines were $754,045 thousand and $799,053 thousand, respectively.

5. Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and other prices, will affect the Group's income or the value of its holdings of financial instruments. The objective of market risk

management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

(1) Currency risk

The Group is exposed to currency risk on sales and borrowings that are denominated in a currency other than the respective functional currencies of the Group’s entities, such as NTD, Thai Baht (THB) and Hong Kong Dollar (HKD). The currencies used in these transactions are the US Dollar (USD).

266

The Group does not have significant net exposure to currency risk arising from its receivables and payables denominated in a foreign currency. The Group uses natural hedge as its policy to hedge currency risk.

(2) Interest rate risk

The Group’s financial assets with exposure to fluctuation in fair value due to changes in interest rates

are bank deposits; financial liabilities with that exposure are short-term loans. However, the changes in fair value of financial instrument due to changes in interest rates are immaterial.

(3) Other price risk

The Group held unlisted investments for which there is no quoted market price in active markets. These are strategic investments and are not held for trading. The Group does not actively trade the investment positions. The Group does not expect that there is a significant market risk related to these investments.

(21) Capital management

The Group's objectives for managing capital to safeguard the capacity to continue to operate, to continue to provide a return on shareholders, to maintain the interest of other related parties, and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Group may adjust the dividend payments to the shareholders, reduce the capital for return to shareholders, issue new shares, or sell assets to settle any liabilities.

The Group use the debt-to-equity ratio to manage capital. This ratio is the total debt divided by the total equity. The total debt is derived from the total liabilities in the balance sheet. The total equity includes common stocks, capital surplus,

retained earnings, other equity and non-controlling interest. The Group's collective quantitative data is as follows:

Total liabilities Total equity Debt-to-equity ratio	December 31, 2023 $ 409,880	December 31, 2023 $ 409,880	December 31, 2022 478,664
	$ 849,309		1,040,468
		48.26%	46.00%

As of December 31, 2023, there were no changes in the Group’s approach to manage capital.

• (22) Investing and financing activities not affecting current cash flow

Reconciliation of liabilities arising from financing activities was as follows:

Short-term loans Long-term loans Lease liabilities Corporate bonds payable Total liabilities from financing activities	Non-cash changes January 1, 2023 Cash flows Addition / cancellation of contracts Discount amortization Foreign exchange movement December 31, 2023 $ 196,702 45,025 - - 1,732 243,459 - 11,555 - - 15 11,570 1,204 (963) 157 - 1 399 86,971 (88,700) - 1,729 - -
	$ 284,877 (33,083) 157 1,729 1,748 255,428

267

Non-cash changes

	Non-cash changes	Non-cash changes
Short-term loans Lease liabilities Corporate bonds payable Total liabilities from financing activities	January 1, 2022 Cash flows Addition / cancellation of contracts Conversion of bonds Issuance of corporate bonds Discount amortizat ion Foreign exchange movement $ 44,264 143,946 - - - - 8,492 1,204 (884) 884 - - - - 239,789 (162,614) - (193) 5,049 4,94 0 - $ 285,257 (19,552) 884 (193) 5,049 4,94 0 8,492		December 31, 2022 196,702 1,204 86,971 284,877
		0

(7) Related-party transactions

Key management personnel compensation comprised:

Short-term employee benefits Post-employment benefits assets: ying amounts of pledged assets were as follows: Pledged assets Object Property, plant and equipment: Land Short-term loans Buildings Short-term loans Other financial assets - non-current: Refundable deposits Guarantee for electricity supply and fuel cards	2023 $ 17,634 889	2022 22,452 526
	$ 18,523	22,978
	December 31, 2023 $ 128,786 8,563 4,325	December 31, 2022 127,701 12,457 4,269 144,427
	$ 141,674

(8) Pledged assets:

The carrying amounts of pledged assets were as follows:

(9) Commitments and contingencies:

1. The credit line of guarantee provided by banks was as follows:

Electricity guarantee

December 31, 2023 $ 4,078	December 31, 2022 4,025

2.The merged company signed contracts to purchase real estate, factories, and equipment for equipment upgrades with suppliers. As of December 31, 2022 and 2023, the total contract prices were $23,182 thousand and $28,212 thousand respectively. The amounts paid in each year were $12,999 thousand and $24,725 thousand, respectively, and were recorded under the category of real estate, factories, and equipment.

(10) Losses due to major disasters: None

(11) Subsequent events: None

(12) Other:

A summary of personnel costs, depreciation, depletion and amortization, by function, is as follows:

268

Function Account	2023	2023	2023	2022	2022	2022
	Operating costs.	Operating expenses	Total	Operating costs.	Operating expenses	Total
Personnel costs Salaries Health insurance Pension Other personnel expense Depreciation Amortization	358,994 - 2,610 28,490 46,047 899	153,843 748 1,793 14,593 16,926 2,192	512,837 748 4,403 43,083 62,973 3,091	385,763 - 3,146 18,215 38,046 939	146,801 941 1,646 16,894 19,785 1,928	532,564 941 4,792 35,109 57,831 2,867

(13) Other disclosures:

1. Information on significant transactions:

The following were the information on significant transactions required by the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" for the Group for the year ended December 31, 2023:

• (1) Lending to other parties: None

• (2) Guarantees and endorsements for other parties: None

• (3) Information regarding securities held at the reporting date (excluding subsidiary, associates and joint ventures):

(In Thousands of New Taiwan Dollars)

Name of holder	Category and name of security	Relationship with company	Account	Ending balance	Ending balance	Ending balance	Ending balance	Note
				Shares/Units (thousands)	Carrying value	Percentage of ownership (%)	Fair value
RIC RIC	SELF PICK INC. SELF TOKEN INC.	- -	Non-current financial assets at fair value through other comprehensive income Non-current financial assets at fair value through other comprehensive income	2,400 500	- -	14.58 6.25	- -
(4) Information regarding purchase or sale of securities for the period exceeding 300 million or 20% of the Company’s paid-in capital: None

• (5) Information on acquisition of real estate with purchase amount exceeding 300 million or 20% of the Company’s paid-in capital: None

• (6) Information regarding receivables from disposal of real estate exceeding 300 million or 20% of the Company’s paid-in capital: None

• (7) Information regarding related-parties purchases and/or sales exceeding 100 million or 20% of the Company’ s paid-in capital:

Name of company	Counterparty	Nature of relationship		Transacti	on details		Transactio than the	ns in terms other regular terms	Note and accounts receivable (payable)	Note and accounts receivable (payable)	Note
			Purchase/Sal	Amount	Percentage of total purchases (sales)(%)	Credit terms (days)	Unit price	Payment terms	Ending balance of notes and accounts receivable (payable)	Percentage of total notes and accounts receivable (payable)
RGP RJM	RJM RGP	RJM's subsidiary Parent Company of RGP	Sales Purchase	(106,843) 106,843	(60.22) 16.65	45~60days 45~60days	Note1 Note1		(30,708) 30,708	(65.82) 66.79	Note2 Note2

Note 1: The price was determined by mutual agreements.

Note 2: Related-party transactions had been eliminated in the preparation of the consolidated financial statements

• (8) Information regarding receivables from related-parties exceeding 100 million or 20% of the Company’s paid-in capital: None

• (9) Information regarding trading in derivative financial instruments: None

• (10) Significant transactions and business relationship between the parent company and its subsidiaries for the year ended December 31, 2023

269

No. (note 1)	Name of company	Name of counter-party	Nature of relationship (note 2	Trade Relations	Trade Relations	Trade Relations	Trade Relations
				Account	Amount	Trading terms	Percentage of the consolidated net revenue or total assets
1 1 2	RGP RGP RPM	RJM RJM RJM	1 1 1	Sales Trade receivables Sales	106,843 30,708 34,553	The price was defermined by the consent of the both parties. 45~60 days The price was defermined by the consent of the both parties.	9.30％ 2.44％ 3.01％

Note 1: Company numbering as follow:

No.1 represents RGP.

No.2 represents RJM

Note 2: The numbering of the relationship between transaction parties as follows:

No.1 represents a subsidiary to the parent company.

Note 3: The account should be disclosed if the amount is over 1% of the total assets from the statement of financial position and total operating revenue from the statement of comprehensive income.

2. Related information on investee companies:

The following is the information on investees for the year ended December 31, 2022 (excluding information on investees in China):

				(In Thousands of New Taiwan Dollars)	(In Thousands of New Taiwan Dollars)	(In Thousands of New Taiwan Dollars)	(In Thousands of New Taiwan Dollars)	(In Thousands of New Taiwan Dollars)	(In Thousands of New Taiwan Dollars)	(In Thousands of New Taiwan Dollars)	(In Thousands of New Taiwan Dollars)
Name of investor	Name of investee	Location:	Main Businesses and products	Original investment amount		Balance as of December 31, 2023			Net income (losses) of investee Note 1)	Share of profits/losses of investee (note 1)	Note
				December 31,2023 (note 2)	December 31,2022	Shares (thousands)	Percentage of ownership	Carrying value (note 1)
The Company The Company The Company The Company RJM RJM RJM	RJM GVGHK RMS RIC RGP Linden RPM	Thailand Hong Kong Thailand Taiwan Thailand Thailand Thailand	Designing, Manufacturing and Selling jewelry and gem Investment activities Investment activities Selling jewelry and gems Plating jewelry and gems Selling jewelry and gems Metal recycling operation	300,000 - 33,810 22,500 11,497 (THB12,750) 3,535 (THB3,920) 90,080 (THB99,900)	300,0 00 38,971 26,6 52 45,0 00 11,400 (THB12,750) 3,505 (THB3,920) 53,592 (THB59,940)	4,549,998 - 7,392,600 2,250,000 127,500 392,000 999,000	99.99% - % 99.90% 100.00% 51.00% 49.00% 99.90%	791,639 - 1,258 3,968 84,252 (THB93,437) 704 (THB781) 83,733 (THB92,862)	(151,644) (1) (8,141) (6,072) (9,280) (THB (10,306)) (421) (THB (467)) (5,861) (THB(6,509))	(151,644) (1) (8,133) (6,072) (4,434) (THB (4,924)) 48 (THB53) (5,856) ( THB(6,503))	Eliminated in the consolidated financial statements 〞 〞 〞 〞 〞 〞

Note 1: Investment gains (losses) had been recognized based on the financial statements of the investee companies audited by the Company's auditor.

• Note 2: The above contributed capital invested by the Company was calculated at historical exchange rate, and the above contributed capital invested by RJM was calculated by using the exchange rate on December 31, 2023. (BS exchange rate THB:NTD = 1:0.9017), IS exchange rate THB:NTD = 1:0.9005.

3.Information on investment in China: None

4.Major shareholders:

Shareholding Shareholder’s Name	Shares	Percentage
Solar Jewelers Group Corp. Bank SinoPac as Custodian for Arianna Investment Co., Ltd. Investment Account	13,760,000 2,549,559	35.83% 6.64%

Note (1) The major shareholder information in the table above contains a listing of shareholders with 5% or more ownership of the Company. The ownership information was calculated by Taiwan Depository & Clearing Corporation at the last trading date in each quarter using

the number of common shares (including treasury stocks) and preferred shares issued in scripless form. There might be a difference between share capital on the financial report and the actual share that have completed non-physical delivered due to different basis of calculation.

(2) Shareholders who transferred their shares to trustees are disclosed by each settlor of the trustee accounts. The ownership information disclosed by shareholders with ownership above 10% include their own shares and those shares that they transfer to trustees while retains the power to decide the allocation of trust property. Information on insider ownership declaration is available on the Market Observation Post System website.

• (14) Segment information:

• General information

The Group has two reportable segments: manufacturing and selling gems and jewelry department and electro-plating department. The Group did not allocate income tax expense to reportable segments. Each reportable segment profit or loss included depreciation expenses, amortization expenses, and all other significant non-cash items. The reportable amount is consistent with that in the report used by the chief operating decision maker. The accounting policies of the operating segments are the same as described in note (4) significant accounting policies. The Group's operating segments' profits and losses are measured based on the income before income tax, and used as the basis for assessing the segments' performance. Adjustments and eliminations mainly arose from inter-segment transaction.

270

Revenue: Revenue from external customers Revenue from transactions with other operating segments Interest income Total revenue Interest expense Depreciation and amortization Reportable segment profit or loss Revenue: Revenue from external customers Revenue from transactions with other operating segments Interest income Total revenue Interest expense Depreciation and amortization Reportable segment profit or loss	2023	Total 1,148,730 - 5,660
	Manufacturing and selling gems and Jewelry department Electro-plating department Adjustments And eliminations $ 1,078,151 70,579 - - 106,843 (106,843) 5,180 480 -
	$ 1,083,331 177,902 (106,843)	1,154,390
	$ 7,754 - -	7,754
	$ 57,919 8,145 -	66,064
	$ (202,901) (11,838) -	(214,739)
	2022	Total 1,650,906 - 1,393
	Manufacturing and selling gems and Jewelry department Electro-plating department Adjustments And eliminations $ 1,557,921 92,985 - - 207,630 (207,630) 1,257 136 -
	$ 1,559,178 300,751 (207,630)	1,652,299
	$ 5,690 - -	5,690
	$ 50,481 10,217 -	60,698
	$ 46,557 29,428 -	75,985

For the years ended December 31, 2023 and 2022, the adjustments and eliminations of operating segments were (106,843) thousand and (207,630)

thousand, respectively.

• 2.Product and service information: Revenue from external customers: please refer to note 6(16).

• 3.Geographic information: In presenting information on the basis of geography, segment revenue is based on the geographical location of customers and segment assets are based on the geographical location of the assets. Revenue from external customers: please refer to note 6(16). Non-current assets:

Geographical information		December 31, 2023	December 31, 2022 370,771 1,781 372,552 2022
Thailand Other countries Total 4. Major customers Customer D from manufacturing and selling jewelry and gems department Customer D from the electro-plating department Customer E from manufacturing and selling jewelry and gems department Customer F from manufacturing and selling jewelry and gems department		$ 386,727 390 $ 387,117 2023 $ 312,067 20,589 144,881 136,198 $ 613,735
			774,358 35,184 176,774 122,988 1,109,304

271

REGAL HOLDING CO., LTD.

CHAIRMAN:

PHACHARAPON PAIBOONSUNTORN