RT - AGM Information 2023 | FinancialReports.eu

Stock Code: 2379

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Realtek Semiconductor Corp.

2023 Annual Shareholders’ Meeting

Meeting Handbook

(Translation)

Date: June 6, 2023

Meeting Procedure ........................................................................................................................... 1

Meeting Agenda ............................................................................................................................... 2 1. Report Items ........................................................................................................................... 3 2. Ratification Items ................................................................................................................. 10 3. Extraordinary Motions ......................................................................................................... 12 Attachment ..................................................................................................................................... 13 1. Independent Auditors’ Report and 2022 Consolidated Financial Statements...................... 13 2. Independent Auditors’ Report and 2022 Parent Company Only Financial Statements ....... 24 Appendix ........................................................................................................................................ 35 1. Articles of Incorporation ...................................................................................................... 35 2. Rules of Procedures for Shareholders Meeting .................................................................... 41 3. Shareholding of Directors .................................................................................................... 45

Realtek Semiconductor Corp.

2023 Annual Shareholders’ Meeting Procedure

1. Meeting Commencement Announced

Chairman’s Address

3. Report Items

Ratification Items
Extraordinary Motions
Adjournment

Realtek Semiconductor Corp. 2023 Annual Shareholders’ Meeting Agenda

Time: 9:00 a.m., June 6, 2023 (Tuesday)
Place: No.1, Industry East 2[nd] Road, HsinChu Science Park Life Hub, Bach Conference Room
Shareholders’ meeting will be held by physical meeting
Chairman: Chiu, Sun-Chien, Chairman
Chairman’s Address
Report Items
(1) Business report of 2022
(2) Audit Committee’s review report
(3) To report 2022 employees’ compensation and directors’ remuneration
(4) To report 2022 cash dividends distribution from retained earnings
(5) To report cash distribution from capital surplus
(6) To report 2022 related party transactions

7. Ratification Items

(1) 2022 business report and financial statements
(2) Distribution of 2022 retained earnings
Extraordinary Motions
Adjourment
Remark: Except for the proposals without objection from any shareholder after solicitation by the chairman are deemed approval, the chairman shall decide a vote to be held on individual proposal, or on whole or part of the proposals at the same time before extraordinary motions with the ballots to be counted separately for each proposal of the above ratification items.

Report Items

Report 1: Business report of 2022

Explanation: Please refer to the following for the business report.

Business Report

Dear Shareholders, Ladies and Gentlemen:

1. 2022 Operating Results

After the semiconductor industry experienced a supply shortage in 2021, the end market demand weakened. In 2022 the supply chain faced inventory problems due to geopolitics, epidemics, inflation, and other major environmental factors. According to Gartner's estimate, global semiconductor industry revenue in 2022 was US$601.7 billion, an increase of a mere 1.1% compared to 2021. Analog (19% year-over-year increase) and discrete (15% year-over-year increase) components were the main growth areas, neither of which were Realtek product areas.

Despite the many challenges, Realtek, working closely with upstream suppliers and downstream customers, took it upon ourselves, with the concerted effort of all employees, to deliver an annual revenue growth. Realtek Group’s annual consolidated revenue in 2022 was NT$111.79 billion, an increase of 6.0% from the previous year; gross operating profit was NT$54.64 billion, up 2.7% from the previous year; net profit after tax was NT$16.20 billion , a drop of 3.8% from the previous year, with earnings per share of NT$31.62.

In addition to the solid operating results, Realtek has been consistently recognized in the industry for its technological innovation and execution. According to Taiwan Intellectual Property Office's 2022 Statistical Rankings for Patent Applications and Grants, Realtek ranked 7th with 332 invention applications. Our patent portfolio has also been recognized in international assessments, and Realtek was selected as one of the ‘Top 100 Global Innovators’ by Clarivate for the first time in 2022. Through continuous technological innovation, Realtek products frequently stand out in major competitions in the industry. At 2022 COMPUTEX Taipei, Realtek AI Super Resolution Fidelity Recovery IC (RTD2892NND) won the 'Golden Award' and 'Best Choice of the Year Award'; our Bluetooth Dual Mode AUDIO Watch Solution (RTL8763E) won the 'IC and Component Best Choice' Category Award. The 2.5 Gigabit Ethernet controller won the 31st Taiwan Excellence Award. Realtek's first Edge AI USB Camera Controller (RTS5863) was awarded a 2022 Innovation Product Award from Hsinchu Science Park Administration. These awards reflect Realtek's efforts and achievements in continuously breaking through technical bottlenecks and optimizing product design.

Sustainable development of the enterprise is the core belief behind Realtek's continuous improvement, with the goal of becoming a sustainable enterprise that meets the expectations of all stakeholders. We continue to pay attention to international initiatives related to corporate sustainability, define material issues, formulate short-, mid-, and long-term goals, and push through various sustainable projects by optimizing management mechanisms and effective performance evaluation. Material issues in 2022 include corporate governance and compliance, environmental sustainability and climate change response, information security, economic performance, innovative R&D and product due diligence, customer

relationship management, talent attraction and development, and supplier sustainability management. In order to mitigate the climate change crisis caused by the greenhouse effect, and actively respond to the international Net Zero Initiative, Realtek has committed to achieving the major goal of net zero carbon emissions by 2050. It plans to meet the goal by reducing total carbon emissions through various energysaving and carbon-reduction measures such as continuous development of low-carbon products, improvement of equipment energy efficiency, construction and certification of office buildings in accordance with green building standards, increased use of renewable energy, and implementation of MBO (Management by Objective) for supply chain carbon reduction.

2. 2023 Business Plan

Although the semiconductor industry is facing short-term headwinds and uncertainties, Realtek continues to optimize its product portfolio to meet the needs of various end markets, provide customers with more competitive products, and achieve the long-term goal of uninterrupted growth and continuous profitability. Looking forward into 2023, each main Business Group of Communications Network, Connected Media, Computer Peripheral, Smart Interconnect and Multimedia will respectively launch a series of new products to drive technical specification upgrades in the mainstream markets, and expand niche market applications.

For wireless communication, Wi-Fi 6 controllers have replaced Wi-Fi 5 in the personal computer and router markets, and have become the mainstream specification. In 2023, the Wi-Fi 6 specification is expected to penetrate into new end markets, such as AR/VR, printers, and consumer electronics, thereby further boosting the revenue contribution of Wi-Fi 6 and Wi-Fi 6E. Meanwhile, Wi-Fi 7 is becoming a highly contested new-generation specification for Wi-Fi applications. Realtek plans to launch the first generation Wi-Fi 7 products in 2023, with PCs as the first target market for 2024 mass production by key OEM customers.

With respect to IoT applications, Realtek continues to actively cooperate with IoT-related organizations and standard-setting companies to release the first generation of products in step with major customers. Additional new products will be released in 2023 to facilitate a complete smart home environment. Regarding Bluetooth chips, Realtek's new-generation Bluetooth 5.2 BLE Audio solutions have successfully entered the low-latency gaming headset/smartwatch with Bluetooth calling function markets, thereby gradually expanding its applications in the Bluetooth audio market. The BTNIC and BLE SoC Bluetooth series products also continue to develop the remote controls and wearable market while actively expanding new application markets, aiming at Electronic Shelf Labels (ESL), industrial applications, medical, and automotive markets to provide cross-field and diverse solutions for various customers.

In Ethernet, Realtek's 2.5GbE products have become the standard specification for flagship motherboards. They have also expanded to mid-to-high-end PC models, and have penetrated into the accessory market for switches and network interface extensions. To meet the highly digitalized market demand in the post-pandemic era, in 2023 Realtek will launch a higher-speed 5GbE Ethernet solution to provide more flexible choices for customers in different market segments.

For Ethernet switches, Realtek's Layer 3 managed switch products benefited from the substantial increase in demand for network communication equipment, and have been adopted by key customers. At the same time, PSE (Power Sourcing Equipment) products have also successfully entered the supply chain of major customers. With the gradual increase in Wi-Fi 6 penetration and the infrastructure upgrade of telecom operators in various countries in the past few years, Realtek's 5-port Gb Ethernet switch and

PON product lines have achieved success. It is expected that 2.5 Gb Ethernet switches will gradually replace existing Gb Ethernet switches in 2023. The future goal is to strengthen the depth and breadth of the product portfolio to provide complete and competitive solutions in all areas of the market.

Automotive Ethernet has become the backbone of the automotive in-vehicle network, and Realtek has become one of the primary suppliers of automotive Ethernet. In order to support the needs of future intelligent networked vehicles, Realtek is investing resources to develop a new generation of physical layer chips that support the new 2.5GBASE-T1 standard, and to incorporating data security protection and support for high bandwidth interfaces into our product planning. It is expected that business revenue and market share will grow steadily.

As for Computer Peripheral and Smart Interconnect products, after the supply problems of relevant components gradually subsided in the first half of 2022, high inventory became a major challenge in the second half of the year due to a sharp fall in end market demand under an adverse overall environment. In the face of a market downturn, Realtek continued to improve and develop new generations of products in anticipation of a market rebound. Building on the AI Audio noise cancellation algorithm that has been well received by the market over the past two years, Realtek's new generation of products comprehensively improve the user experience of PCs, conference devices, and live broadcast devices while extending the application field from meetings to content creators. At the same time, in response to possible future PC audio interface specification changes, Realtek continues to actively participate in specification definition, and plans a complete product portfolio so that customers can switch specifications smoothly.

In terms of image signal processing ICs, Realtek, driven by the trend to high resolution, high image quality, and intelligence, has launched the world's first and only USB camera solution that integrates edge computing, and has strategically cooperated with major PC makers to deliver an HPD (Human Presence Detection) solution that supports 5MP with an expected launch date in the first half of 2023. As PC applications are concerned more and more about low power consumption and security, Realtek developed a highly integrated, low power embedded system controller chip with a high-end MCU and more memory than competitors, using an advanced manufacturing process with a built-in full hardware encryption engine. It meets the need for power saving and security at the same time. With the increasing popularity of the USB Type-C specification, this solution can provide customers with more comprehensive and better power control and data transmission solutions.

In terms of multimedia products, to meet the high-quality requirements of high-end 4K/8K TVs, Realtek has developed an AI super-resolution fidelity recovery single chip, which uses a neural network to identify image scenes and objects, dynamically and instantly removes innate noise in the picture, suppresses distortion, and enhances original low-resolution images to 4K/8K high-resolution images. This innovative technology won the 2022 COMPUTEX Taipei 'Golden Award' and ‘Best Choice of the Year Award'. Following the trend to network streaming media, and responding to changes in consumers' viewing habits that demand higher content quality, Realtek has developed a new generation of set-top box solutions that integrate High Dynamic Range, 3D audio, and a new generation of coding technology. These solutions, complete with a cost-competitive, low-power software-hardware reference design, can assist customers in developing high-performance set-top boxes.

In the LCD monitor field, Realtek continues to lead the industry in delivering various high-speed interface specifications, enabling high resolution, high dynamic range, high frame rate, wide color gamut, and true color reproduction, thereby providing customers with the widest product choice.

Strategy for Future Development and Impact by Competitive, Regulatory, and Macro Conditions

Semiconductor markets in the short term are facing challenges such as end market demand and inventory adjustment, impacted by geopolitics, pandemics, and inflation. Nevertheless, with the continuing advancement in Internet, artificial intelligence, and automotive applications, there are ample opportunities and room for growth in the medium and long term. Realtek actively practices sustainable corporate development, strengthens corporate governance, enhances product core technology competitiveness, builds a sustainable supply chain, and deepens mutual trust and partnership with customers to grow with them hand in hand, thereby continuously heightening shareholder value.

We want to thank all shareholders for your ceaseless care and support. We also wish you health and success in the future.

Chairman: Chiu, Sun-Chien President: Yen, Kuang-Yu Controller: Chang, Jr-Neng

Report 2: Audit Committee’s review report

Explanation: Please refer to the following for the Audit Committee’s review report.

Audit Committee’s review report

The Company's 2022 business report, financial statements and distribution of retained earnings have been prepared by the Board of Directors. The financial statements also have been audited by Pricewaterhouse Coopers' with the opinion that they present fairly the Company’s financial position, operating performance, and cash flows. The Audit Committee has reviewed the business report, financial statements, and distribution of retained earnings, and found no irregularities. We hereby according to Securities and Exchange Act and Company Act submit this report.

To 2023 Annual Shareholders’ Meeting.

Realtek Semiconductor Corp.

Chairman of the Audit Committee: Chen, Fu-Yen

February 24, 2023

Report 3: To report 2022 employees’ compensation and directors’ remuneration Explanation:

According to Article 18 of the Articles of Incorporation of the Company, if gained profits within a fiscal year, the Company shall allocate at a maximum of 3% of the profits as directors’ remuneration, and allocate no less than 1% of the profits as employees’ compensation.
The Board of Directors resolved the distribution of 2022 employees’ compensation and directors’ remuneration as follows ：

emuneration as follows`：`
		Unit: NT dollars
Item	Amount	Profit Ratio
Employees’ compensation	4,765,897,688	21.89%
Directors’ remuneration	120,000,000	0.55%

Note: Employees' compensation and directors' remuneration amount are consistent with the 2022 annual estimated expenses.
The above employees’compensation and directors’ remuneration are all paid in cash.

Report 4: To report 2022 cash dividends distribution from retained earnings

Explanation:

The Board of Directors resolved that the 2022 cash dividends distribution from retained earnings is NT$ 13,334,454,666. According to the shares held by each shareholder in the shareholders’ register on cash dividend record date, the cash dividends to common shareholders is NT$26 per share.
Due to the changes of outstanding shares caused by the Company’s subsequent events such as shares’ buyback, transfer or cancellation of treasury stocks or others, the cash distribution per share might be affected. The Chairman is authorized by the Board of Directors to adjust the distribution.
The cash distribution to each shareholder is rounded down to one dollar (under one dollar is rounded down). The rounded down amounts are recognized as the Company’s other income.
The Chairman is authorized by the Board of Directors to determine the cash dividend record date and payment date.

Report 5: To report cash distribution from capital surplus Explanation:

The Board of Directors resolved that pursuant to the Article 241 of the Company Act, the cash distribution from the capital surplus in excess of par value is NT$ 512,863,641. According to the shares held by each shareholder in the shareholders’ register on cash distribution record date, the cash distribution to common shareholders is NT$1 per share.
Due to the changes of outstanding shares caused by the Company’s subsequent events such as shares’ buyback, transfer or cancellation of treasury stocks or others, the cash distribution per share might be affected. The Chairman is authorized by the Board of Directors to adjust the distribution.
The cash distribution to each shareholder is rounded down to one dollar (under one dollar is rounded down). The rounded down amounts are recognized as the Company’s other income.
The Chairman is authorized by the Board of Directors to determine the cash distribution record date and payment date.

Report 6: To report 2022 related party transactions

Explanation:

The actual transaction amount between the Company and its subsidiaries and the related party, GMI Technology Inc., in 2022 is NT$16,520,851 thousand, and the general collection term is 30-60 days after monthly billings.
There is no significant difference in the transaction prices and collection terms for sales of goods available to non-related parties.

Ratification Items

Proposal 1

Proposed by the Board of Directors

Subject: 2022 business report and financial statements. Approval is respectfully requested. Explanation: The 2022 annual financial statements have been audited by Pricewaterhouse Coopers' and the business report was approved by the Board of Directors. For the business report, independent auditors’ report and financial statement, please refer to pages 3-6, page 1323, Attachment 1, and page 24-34, Attachment 2, of this handbook.

Resolution:

Proposal 2

Proposed by the Board of Directors

Subject: Distribution of 2022 retained earnings. Approval is respectfully requested. Explanation: The distribution of 2022 retained earnings was approved by the Board of Directors.

Realtek Semiconductor Corporation Distribution of retained earnings 2022

2022
	Unit: NT dollars
Item	Amount
2022Net Income after taxes	16,204,052,051
Minus: Appropriated for Legal reserve	(1,620,405,205)
Plus: Reversal for Special Reserve	1,776,089,421
2022 Earnings Available for Distribution	16,359,736,267
Plus: Previous Year’s Unappropriated Earnings	12,650,774,148
Cumulative Earnings Available for Distribution for 2022	29,010,510,415

Items for Distribution:
Dividendsto Shareholders (distributedincash)	(13,334,454,666)
UnappropriatedRetainedEarnings	15,676,055,749

According to No. 871941343 official letter issued by Ministry of Finance on April 30, 1998, distribution of retained earnings shall be used in specific identification method. The first priority of distribution of retained earnings is 2022 profit, then the following sequence adopted in last-in first-out method are the previous year’s part before 2022 if insufficiency based on the principles of the Company’s profit distribution.

Chairman: Chiu, Sun-Chien President: Yen, Kuang-Yu Controller: Chang, Jr-Neng

Resolution:

Remark: Except for the proposals without objection from any shareholder after solicitation by the chairman are deemed approval, the chairman shall decide a vote to be held on individual proposal, or on whole or part of the proposals at the same time before extraordinary motions with the ballots to be counted separately for each proposal of the above ratification items.

Extraordinary Motions

Adjourment

Attachment

Attachment 1: Independent Auditors’ Report and 2022 Consolidated Financial Statements

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

PWCR22000267

To the Board of Directors and Shareholders of Realtek Semiconductor Corporation

Opinion

We have audited the accompanying consolidated balance sheets of Realtek Semiconductor Corporation and subsidiaries (the “Group”) as at December 31, 2022 and 2021, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of other auditors (please refer to the Other matter section), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2022 and 2021, 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 the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audits 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 Auditor’s responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the report of other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Group’s 2022 consolidated financial statements. These matters were addressed in the context

of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Group’s 2022 consolidated financial statements are stated as follows:

Evaluation of inventories

Description

Refer to Note 4(13) of the consolidated financial statements for inventory evaluation policies, Note 5(2) for uncertainty of accounting estimates and assumptions of inventory evaluation and Note 6(6) for the details of inventories.

The Group is primarily engaged in researching, developing, manufacturing, selling of various integrated circuits and related application software. Inventories are stated at the lower of cost and net realizable value. Due to the balances of inventories are significant to the financial statements and the rapid technological changes in the industry, there is a higher risk of decline in market value and obsolescence of inventories. Thus, we considered the evaluation of inventories as one of the key audit matters.

How our audit addressed the matter

We performed the following audit procedures in respect of the above key audit matter:

Obtained an understanding of accounting policies on the provision of allowance for inventory valuation losses and assessed the reasonableness.
Validated the accuracy of inventory aging report, as well as sampled and confirmed the consistency of quantities and amounts with detailed inventory listing, verified dates of movements with supporting documents and ensured the proper categorization of inventory aging report.
Evaluated and confirmed the reasonableness of net realizable value for inventories through validating respective supporting documents.

Other matter – Reference to the audits of other auditors

We did not audit the financial statements of certain consolidated subsidiaries and investments accounted for under equity method. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included in the financial statements and the information on the consolidated subsidiaries and investments accounted for under equity method were based solely on the reports of other auditors. Total assets (including investments accounted for under equity method amounting to NT$170,671 thousand and NT$191,377 thousand) of those companies amounted to NT$845,913 thousand and NT$1,220,840 thousand, constituting 0.74% and 1.21% of the consolidated total assets as at December 31, 2022 and 2021, respectively, and total operating revenues both NT$0 thousand, both constituting 0% of the consolidated total operating revenues for the years then ended. Furthermore, according to the reports of other auditors, comprehensive losses of those investments accounted for under equity method amounted

to NT$20,723 thousand and NT$12,113 thousand, constituting (0.10%) and (0.07%) of comprehensive incomes for the years then ended, respectively.

Other matter – Parent company only financial reports

We have audited and expressed an unqualified opinion with other matter section on the parent company only financial statements of Realtek Semiconductor Corporation as at and for the years ended December 31, 2022 and 2021.

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

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, 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.

Auditor’s 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 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 judgement and professional skepticism throughout the audit. We also:

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

Obtain sufficient appropriate audit evidence regarding the financial information of the entities 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 of the current period and are therefore the key audit matters. We describe these matters in our auditor’s 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.

Li, Tien-Yi Cheng, Ya-Huei For and on behalf PricewaterhouseCoopers, Taiwan February 24, 2023

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

Assets	December 31, 2022 AMOUNT % `$` `13,754,035` `12` `1,563,287` `1` `41,595,837` `37` `9,418,440` `8` `2,594,245` `2` `488,769` `-` `25,552,543` `23` `524,525` `1` `95,491,681` `84` `358,145` `-` `3,099,759` `3` `618,481` `1` `170,671` `-` `7,556,636` `7` `1,537,328` `1` `38,416` `-` `2,413,195` `2` `132,978` `-` `2,283,237` `2` `18,208,846` `16` `$` `113,700,527` `100`	December 31, 2021	December 31, 2021
	AMOUNT `$` `13,754,035` `1,563,287` `41,595,837` `9,418,440` `2,594,245` `488,769` `25,552,543` `524,525` `95,491,681` `358,145` `3,099,759` `618,481` `170,671` `7,556,636` `1,537,328` `38,416` `2,413,195` `132,978` `2,283,237` `18,208,846` `$` `113,700,527`	AMOUNT `$` `7,197,351` `1,952,647` `43,740,876` `12,796,821` `3,192,184` `156,928` `16,548,712` `659,883` `86,245,402` `-` `3,644,878` `80,101` `191,377` `6,302,938` `1,587,910` `41,641` `2,231,694` `171,321` `734,651` `14,986,511` `$` `101,231,913`	%
Current assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1136 Financial assets at amortised cost - current 1170 Accounts receivable, net 1180 Accounts receivable, net - related parties 1200 Other receivables 130X Inventories, net 1410 Prepayments 11XX Total current assets Non-current assets 1510 Financial assets at fair value through profit or loss - non-current 1517 Financial assets at fair value through other comprehensive income - non- current 1535 Financial assets at amortised cost - non-current 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property 1780 Intangible assets 1840 Deferred income tax assets 1900 Other non-current assets 15XX Total non-current assets 1XXX Total assets			`7` `2` `43` `13` `3` `-` `16` `1`
			`85`
			`-` `4` `-` `-` `6` `2` `-` `2` `-` `1`
			`15`
			`100`

(Continued)

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity	Notes 6(12) 6(21) 7 6(13) 7 6(21) 6(14) 6(16) 6(28) 6(15) 6(17) 6(18) 6(19) 6(20) 9	December 31, 2022 December 31, 2021 AMOUNT % AMOUNT % `$` `13,737,994` `12` `$` `13,342,100` `13` `117,752` `-` `211,100` `-` `-` `-` `3,276` `-` `10,340,079` `9` `11,105,568` `11` `156,296` `-` `334,413` `-` `27,684,495` `25` `24,645,141` `24` `90,401` `-` `101,253` `-` `1,379,985` `1` `1,458,340` `2` `78,446` `-` `80,315` `-` `8,959,279` `8` `7,539,417` `8` `62,544,727` `55` `58,820,923` `58` `1,713,316` `2` `1,002,799` `1` `1,287,710` `1` `989,475` `1` `62,725` `-` `103,512` `-` `1,223,185` `1` `1,252,390` `2` `105,914` `-` `110,490` `-` `4,392,850` `4` `3,458,666` `4` `66,937,577` `59` `62,279,589` `62` `5,128,636` `5` `5,106,849` `5` `1,045,147` `1` `1,101,079` `1` `7,262,359` `6` `5,577,083` `5` `1,776,089` `2` `1,556,049` `2` `28,854,826` `25` `27,377,681` `27` `2,686,175` `2 (` `1,776,090) (` `2)` `46,753,232` `41` `38,942,651` `38` `9,718` `-` `9,673` `-` `46,762,950` `41` `38,952,324` `38` `$` `113,700,527` `100` `$` `101,231,913` `100`
		AMOUNT `$` `13,737,994` `117,752` `-` `10,340,079` `156,296` `27,684,495` `90,401` `1,379,985` `78,446` `8,959,279` `62,544,727` `1,713,316` `1,287,710` `62,725` `1,223,185` `105,914` `4,392,850` `66,937,577` `5,128,636` `1,045,147` `7,262,359` `1,776,089` `28,854,826` `2,686,175` `46,753,232` `9,718` `46,762,950` `$` `113,700,527`
Current liabilities 2100 Short-term borrowings 2130 Contract liabilities - current 2150 Notes payable 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2280 Lease liabilities - current 2300 Other current liabilities 21XX Total current liabilities Non-current liabilities 2540 Long-term borrowings 2550 Provisions - non-current 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity Share capital 3110 Common shares Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Undistributed earnings Other equity 3400 Other equity interest 31XX Equity attributable to holders of the parent company 36XX Non-controlling interest 3XXX Total equity Significant contingent liabilities and unrecognized contract commitments 3X2X Total liabilities and equity

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items Year ended December 31
2022
2021
Notes
AMOUNT
%
AMOUNT
%
6(21) and 7
$
111,789,791
100
$
105,504,286
100
6(6) and 7
(
57,154,955) (
51) (
52,315,883) (
49)
54,634,836
49
53,188,403
51
6(26)(27) and 7
(
4,724,569) (
4) (
4,477,084 ) (
4)
(
4,138,151) (
4) (
3,433,308 ) (
3)
(
30,081,533) (
27) (
27,949,765 ) (
27)
12(2)
33,415
- (
3,350 )
-
(
38,910,838) (
35) (
35,863,507) (
34)
15,723,998
14
17,324,896
17
6(22)
950,676
1
326,399
-
6(23)
388,919
-
213,427
-
6(24)
96,732
- (
171,247 )
-
6(25)
(
217,743)
- (
106,640 )
-
6(7)
(
20,723)
- (
12,113)
-
1,197,861
1
249,826
-
16,921,859
15
17,574,722
17
6(28)
(
717,715) (
1) (
721,911) (
1)
$
16,204,144
14
$
16,852,811
16
6(20)
6(3)
($
988,964) (
1) $
995,872
1
5,451,229
5 (
1,215,913 )(
1)
$
4,462,265
4 ($
220,041 )
-
$
20,666,409
18
$
16,632,770
16
$
16,204,052
14
$
16,852,759
16
92
-
52
-
$
16,204,144
14
$
16,852,811
16
$
20,666,317
18
$
16,632,718
16
92
-
52
-
$
20,666,409
18
$
16,632,770
16
6(29)
$
31.62
$
33.00
6(29)
$
30.48
$
32.38

4000
Operating revenue
5000
Operating costs
5950
Gross profit
Operating expenses
6100
Selling expenses
6200
General and administrative expenses
6300
Research and development expenses
6450
Expected credit gains (losses)
6000
Total operating expenses
6900
Operating income
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7060
Share of loss of associates and joint
ventures accounted for under equity
method
7000
Total non-operating income and
expenses
7900
Profit before income tax, net
7950
Income tax expense
8200
Net income for the year
Other comprehensive income
(losses), net
Components of other comprehensive
income (losses) that will not be
reclassified to profit or loss
8316
Unrealised (losses) income from
investments in equity instruments
measured at fair value through other
comprehensive income
Components of other comprehensive
income (losses) that will be
reclassified to profit or loss
8361
Financial statements translation
differences of foreign operations
8300
Other comprehensive income(losses),
net
8500
Total comprehensive income for the
year
Net income attributable to:
8610
Equity holders of the parent
company
8620
Non-controlling interest
Net income for the year
Comprehensive income attributable to:
8710
Equity holders of the parent
company
8720
Non-controlling interest
Total comprehensive income for
the year
Earnings per share (in dollars)
9750
Basic earnings per share
9850
Diluted earnings per share

Items	Year ended December 31 2022 2021 Notes AMOUNT % AMOUNT % 6(21) and 7 `$` `111,789,791` `100` `$` `105,504,286` `100` 6(6) and 7 `(` `57,154,955) (` `51) (` `52,315,883) (` `49)` `54,634,836` `49` `53,188,403` `51` 6(26)(27) and 7 `(` `4,724,569) (` `4) (` `4,477,084 ) (` `4)` `(` `4,138,151) (` `4) (` `3,433,308 ) (` `3)` `(` `30,081,533) (` `27) (` `27,949,765 ) (` `27)` 12(2) `33,415` `- (` `3,350 )` `-` `(` `38,910,838) (` `35) (` `35,863,507) (` `34)` `15,723,998` `14` `17,324,896` `17` 6(22) `950,676` `1` `326,399` `-` 6(23) `388,919` `-` `213,427` `-` 6(24) `96,732` `- (` `171,247 )` `-` 6(25) `(` `217,743)` `- (` `106,640 )` `-` 6(7) `(` `20,723)` `- (` `12,113)` `-` `1,197,861` `1` `249,826` `-` `16,921,859` `15` `17,574,722` `17` 6(28) `(` `717,715) (` `1) (` `721,911) (` `1)` `$` `16,204,144` `14` `$` `16,852,811` `16` 6(20) 6(3) `($` `988,964) (` `1) $` `995,872` `1` `5,451,229` `5 (` `1,215,913 )(` `1)` `$` `4,462,265` `4 ($` `220,041 )` `-` `$` `20,666,409` `18` `$` `16,632,770` `16` `$` `16,204,052` `14` `$` `16,852,759` `16` `92` `-` `52` `-` `$` `16,204,144` `14` `$` `16,852,811` `16` `$` `20,666,317` `18` `$` `16,632,718` `16` `92` `-` `52` `-` `$` `20,666,409` `18` `$` `16,632,770` `16` 6(29) `$` `31.62` `$` `33.00` 6(29) `$` `30.48` `$` `32.38`
4000 Operating revenue 5000 Operating costs 5950 Gross profit Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Expected credit gains (losses) 6000 Total operating expenses 6900 Operating income Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of loss of associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 Profit before income tax, net 7950 Income tax expense 8200 Net income for the year Other comprehensive income (losses), net Components of other comprehensive income (losses) that will not be reclassified to profit or loss 8316 Unrealised (losses) income from investments in equity instruments measured at fair value through other comprehensive income Components of other comprehensive income (losses) that will be reclassified to profit or loss 8361 Financial statements translation differences of foreign operations 8300 Other comprehensive income(losses), net 8500 Total comprehensive income for the year Net income attributable to: 8610 Equity holders of the parent company 8620 Non-controlling interest Net income for the year Comprehensive income attributable to: 8710 Equity holders of the parent company 8720 Non-controlling interest Total comprehensive income for the year Earnings per share (in dollars) 9750 Basic earnings per share 9850 Diluted earnings per share

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

`Notes`				`Equity attributable to owners of the parent company`	`Equity attributable to owners of the parent company`	`Equity attributable to owners of the parent company`	`Equity attributable to owners of the parent company`	`Equity attributable to owners of the parent company`	`Equity attributable to owners of the parent company`	`Equity attributable to owners of the parent company`			`Non-controlling` `interest`
	`Common shares`		`Capital surplus`	`Retained earnings`					`Other equity interest`			`Total`
				`Legal reserve`		`Special reserve`		`Undistributed` `earnings`	`Financial` `statements` `translation` `differences of` `foreign` `operations`	`Unrealised` `income (losses)` `from financial` `assets measured` `at fair value` `through other` `comprehensive` `income`
6(20) 6(19) 6(19) 6(19) 6(18) 6(18) 6(20) 6(19) 6(19) 6(19) 6(17)(18) 6(19) 6(18)		$ 5,106,849 - - - - - - - - - $ 5,106,849 $ 5,106,849 - - - - - - 21,787 - - - $ 5,128,636	$ 2,122,008 - - - - - ( 1,021,370 ) 226 215 - $ 1,101,079 $ 1,101,079 - - - - - - 969,551 ( 1,025,727 ) 244 - $ 1,045,147		$ 5,577,083 - - - - - - - - - $ 5,577,083 $ 5,577,083 - - - 1,685,276 - - - - - - $ 7,262,359		$ 217,036 - - - 1,339,013 - - - - - $ 1,556,049 $ 1,556,049 - - - - 220,040 - - - - - $ 1,776,089	$ 17,992,154 16,852,759 - 16,852,759 ( 1,339,013 ) ( 6,128,219 ) - - - - $ 27,377,681 $ 27,377,681 16,204,052 - 16,204,052 ( 1,685,276 ) ( 220,040 ) ( 12,821,591 ) - - - - $ 28,854,826	($ 2,940,958 ) - ( 1,215,913 ) ( 1,215,913 ) - - - - - - ($ 4,156,871 ) ($ 4,156,871 ) - 5,451,229 5,451,229 - - - - - - - $ 1,294,358	$ 1,384,909 - 995,872 995,872 - - - - - - $ 2,380,781 $ 2,380,781 - ( 988,964 ) ( 988,964 ) - - - - - - - $ 1,391,817	$ 29,459,081 16,852,759 ( 220,041 ) 16,632,718 - ( 6,128,219 ) ( 1,021,370 ) 226 215 - $ 38,942,651 $ 38,942,651 16,204,052 4,462,265 20,666,317 - - ( 12,821,591 ) 991,338 ( 1,025,727 ) 244 - $ 46,753,232		$ 9,665 52 - 52 - - - - - ( 44 ) $ 9,673 $ 9,673 92 - 92 - - - - - - ( 47 ) $ 9,718	$ 29,468,746 16,852,811 ( 220,041 ) 16,632,770 - ( 6,128,219 ) ( 1,021,370 ) 226 215 ( 44 ) $ 38,952,324 $ 38,952,324 16,204,144 4,462,265 20,666,409 - - ( 12,821,591 ) 991,338 ( 1,025,727 ) 244 ( 47 ) $ 46,762,950

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

Year ended December 31
Notes
2022
2021
$ 16,921,859 $ 17,574,722
6(26)
1,176,920
998,212
6(11)(26)
1,627,409
1,302,659
12(2)
(
33,415 )
3,350
6(25)
217,743
106,640
6(22)
(
950,676 ) (
326,399 )
6(23)
(
60,741 ) (
43,713 )
6(2)(24)
180,983 (
114,364 )
6(7)
20,723
12,113
6(24)
(
1,132 )
196
6(24)
-
145
6(24)
(
24 ) (
236 )
220,475 (
757,626 )
3,404,506 (
1,959,432 )
605,229 (
379,855 )
(
139,755 ) (
5,057 )
(
9,003,831 ) (
7,925,735 )
135,358 (
132,809 )
(
93,348 ) (
125,154 )
(
3,276 ) (
25,377 )
(
765,489 )
485,514
(
178,117 ) (
5,819 )
4,350,517
9,458,090
(
10,851 )
6,445
1,419,864
137,929
185,080
-
(
4,277 ) (
4,610 )

(Continued)

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

Cash inflow generated from operations
Interest received
Dividends received
Interest paid
Income tax paid
Net cash flows from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value
through profit or loss - non-current
Acquisition of financial assets at fair value
through other comprehensive income
Acquisition of financial assets at amortised cost
Proceeds from disposal of financial assets at
amortised cost
Acquisition of investments accounted for under
equity method
Proceeds from disposal of investments accounted
for under equity method
Acquisition of property, plant and equipment

Proceeds from disposal of property, plant and
equipment
Acquisition of intangible assets

Increase in refundable deposits
Increase in other non-current assets
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings

Decrease in short-term borrowings

Increase in long-term borrowings

Repayment of principal portion of lease liabilities

(Decrease)increase in guarantee deposits
Cash from capital surplus and cash dividends
Cash dividends returned
Net cash flows used in financing activities
Effect of exchange rate
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year

Year ended December 31
Notes
2022
2021
$ 19,221,734 $ 18,279,829
758,590
475,959
60,741
43,713
(
214,712 ) (
103,261 )
(
768,184) (
344,311)
19,058,169
18,351,929
(
370,244 )
-
(
228,910 ) (
85,922 )
(
92,296,234 ) (
62,836,686 )
98,487,508
53,308,799
- (
45,000 )
-
110
6(30)
(
2,680,469 ) (
2,510,168 )
1,353
200
6(30)
(
1,959,501 ) (
1,178,805 )
(
1,457,055 ) (
684,728 )
(
91,531) (
604)
(
595,083) (
14,032,804)
6(31)
167,983,101
155,016,591
6(31)
(
167,587,207 ) (
153,131,181 )
6(31)
711,110
1,017,360
6(31)
(
97,150 ) (
90,779 )
(
892 )
197
(
13,847,318 ) (
7,149,589 )
244
215
(
12,838,112) (
4,337,186)
931,710(
80,948)
6,556,684 (
99,009 )
7,197,351
7,296,360
$ 13,754,035 $ 7,197,351

Attachment 2: Independent Auditors’ Report and 2022 Parent Company Only Financial Statements

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

PWCR22003333

To the Board of Directors and Shareholders of Realtek Semiconductor Corporation

Opinion

We have audited the accompanying parent company only balance sheets of Realtek Semiconductor Corporation (the “Company”) as at December 31, 2022 and 2021, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of other auditors (please refer to the Other matter section ), the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2022 and 2021, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing 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 parent company only financial satatements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the reports of other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Company’s 2022 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Company’s 2022 parent company only financial statements are stated as follows:

Valuation of inventories

Description

Refer to Note 4(11) of the parent company only financial statements for inventory valuation policies, Note 5(2) for uncertainty of accounting estimates and assumptions of inventory valuation and Note 6(3) for the details of inventories.

The Company is primarily engaged in researching, developing, manufacturing, selling of various integrated circuits and related application software. Inventories are stated at the lower of cost and net realizable value. Due to the balances of inventories are significant to the financial statements and the rapid technological changes in the industry, there is a higher risk of decline in market value and obsolescence of inventories. Thus, we considered the valuation of inventories as one of the key audit matters.

How our audit addressed the matter

We performed the following audit procedures in respect of the above key audit matter:

Obtained an understanding of accounting policies on the provision for inventory valuation losses and assessed the reasonableness.
Validated the accuracy of inventory aging report, as well as sampled and confirmed the consistency of quantities and amounts with detailed inventory listing, verified dates of movements with supporting documents and ensured the proper categorization of inventory aging report.
Evaluated and confirmed the reasonableness of net realizable value for inventories through validating respective supporting documents.

Other matter – Reference to the audits of other auditors

We did not audit the financial statements of certain investments accounted for under equity method. Those financial statements were audited by other auditors whose reports thereon have been furnished to us, and our opinion expressed herein is based solely on the reports of the other auditors. Investments accounted for under equity method amounted to NT$424,493 thousand and NT$763,850 thousand, constituting 0.42% and 0.83% of total assets as at December 31, 2022 and 2021, respectively. Comprehensive (losses) income amounted to (NT$266,649) thousand and NT$236,416 thousand, constituting (1.29)% and 1.42% of total comprehensive income for the years ended December 31, 2022 and 2021, respectively.

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

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

In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company 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 Company’s financial reporting process.

Auditor’s responsibilities for the audit of the parent company only financial statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Standards of Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

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

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

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s 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.

Li, Tien-Yi[Cheng, Ya-Huei ]

For and on behalf of PricewaterhouseCoopers, Taiwan February 24, 2023

REALTEK SEMICONDUCTOR CORPORATION

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

Assets	December31,2022 AMOUNT % $ 2,538,812 3 57,533 - 5,364,402 5 1,096,212 1 2,861 - 6,910,735 7 12,024,974 12 366,842 - 28,362,371 28 53,000 - 61,455 - 81,197 - 59,161,713 59 7,133,169 7 1,331,689 1 2,353,616 3 132,969 - 2,262,850 2 72,571,658 72 $ 100,934,029 100	December31,2021	December31,2021
	AMOUNT $ 2,538,812 57,533 5,364,402 1,096,212 2,861 6,910,735 12,024,974 366,842 28,362,371 53,000 61,455 81,197 59,161,713 7,133,169 1,331,689 2,353,616 132,969 2,262,850 72,571,658 $ 100,934,029	AMOUNT $ 2,874,335 129,129 7,908,657 1,809,669 8,161 7,534,133 11,800,895 486,118 32,551,097 - - 75,858 48,827,097 5,891,478 1,357,716 2,143,811 171,321 719,802 59,187,083 $ 91,738,180	%
Current assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1170 Accounts receivable, net 1180 Accounts receivable, net - related parties 1200 Other receivables 1210 Other receivables - related parties 130X Inventories, net 1410 Prepayments 11XX Total current assets Non-current assets 1510 Financial assets at fair value through profit or loss - non-current 1517 Financial assets at fair value through other comprehensive income - non- current 1535 Financial assets at fair value - non- current 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1780 Intangible assets 1840 Deferred income tax assets 1900 Other non-current assets 15XX Total non-current assets 1XXX Total assets			3 - 9 2 - 8 13 -
			35
			- - - 53 7 2 2 - 1
			65
			100

(Continued)

REALTEK SEMICONDUCTOR CORPORATION PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

Liabilities andEquity	Notes 6(8) 6(16) 7 6(9) 7 6(16) 6(10) 6(11) 6(12) 6(13) 6(14) 6(15) 9	December 31, 2022 December 31, 2021 AMOUNT % AMOUNT % `$` `13,737,994` `14` `$` `13,342,100` `15` `52,282` `-` `84,259` `-` `-` `-` `3,276` `-` `4,411,608` `5` `7,349,443` `8` `90,102` `-` `236,973` `-` `25,604,066` `25` `22,905,637` `25` `232,531` `-` `63,954` `-` `1,374,807` `1` `1,443,630` `2` `27,166` `-` `26,419` `-` `5,701,663` `6` `5,044,464` `5` `51,232,219` `51` `50,500,155` `55` `1,713,316` `2` `1,002,799` `1` `62,725` `-` `103,512` `-` `1,067,060` `1` `1,078,976` `2` `105,477` `-` `110,087` `-` `2,948,578` `3` `2,295,374` `3` `54,180,797` `54` `52,795,529` `58` `5,128,636` `5` `5,106,849` `5` `1,045,147` `1` `1,101,079` `1` `7,262,359` `7` `5,577,083` `6` `1,776,089` `2` `1,556,049` `2` `28,854,826` `29` `27,377,681` `30` `2,686,175` `2 (` `1,776,090 ) (` `2)` `46,753,232` `46` `38,942,651` `42` `$` `100,934,029` `100` `$` `91,738,180 100`
		AMOUNT `$` `13,737,994` `52,282` `-` `4,411,608` `90,102` `25,604,066` `232,531` `1,374,807` `27,166` `5,701,663` `51,232,219` `1,713,316` `62,725` `1,067,060` `105,477` `2,948,578` `54,180,797` `5,128,636` `1,045,147` `7,262,359` `1,776,089` `28,854,826` `2,686,175` `46,753,232` `$` `100,934,029`
Current liabilities 2100 Short-term borrowings 2130 Contract liabilities - current 2150 Notes payable 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2280 Lease liabilities - current 2300 Other current liabilities 21XX Total current liabilities Non-current liabilities 2540 Long-term borrowings 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity Share capital 3110 Common shares Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Undistributed earnings Other equity 3400 Other equity interest 3XXX Total equity Significant contingent liabilities and unrecognized contract commitments 3X2X Total liabilities and equity

REALTEK SEMICONDUCTOR CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items Year ended December 31
2022
2021
Notes
AMOUNT
%
AMOUNT
%
6(16) and 7
$
67,491,952
100 $
68,352,652
100
6(3) and 7
(
35,701,718) (
53 ) (
35,369,895 ) (
52)
31,790,234
47
32,982,757
48
(
168)
-
-
-
1,427
-
-
-
31,791,493
47
32,982,757
48
7
(
2,979,097) (
4 ) (
2,968,243 ) (
4)
(
2,880,970) (
4 ) (
2,808,054 ) (
4)
(
24,745,357) (
37 ) (
23,003,371 ) (
34)
12(2)
33,415
- (
3,350 )
-
(
30,572,009) (
45 ) (
28,783,018 ) (
42)
1,219,484
2
4,199,739
6
7
227,202
-
27,803
-
7
227,189
-
66,543
-
203,097
- (
205,702 ) (
1)
(
201,454)
- (
94,875 )
-
6(4)
15,206,534
23
13,564,251
20
15,662,568
23
13,358,020
19
16,882,052
25
17,557,759
25
(
678,000) (
1 ) (
705,000 ) (
1)
$
16,204,052
24 $
16,852,759
24
6(15)
$
26,419
- $
-
-
(
1,015,383) (
1 )
995,872
2
(
988,964) (
1 )
995,872
2
5,451,229
8 (
1,215,913 ) (
2)
$
4,462,265
7( $
220,041 )
-
$
20,666,317
31 $
16,632,718
24
$
31.62
$
33.00
$
30.48
$
32.38

4000
Operating revenue
5000
Operating costs
5900
Gross profit
5910
Unrealized profit from sales
5920
Realized profit from sales
5950
Net operating margin
Operating expenses
6100
Selling expenses
6200
General and administrative expenses
6300
Research and development expenses
6450
Expected credit gains (losses)
6000
Total operating expenses
6900
Operating income
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of profit of associates and
joint ventures accounted for under
equity method
7000
Total non-operating income and
expenses
7900
Profit before income tax, net
7950
Income tax expense
8200
Net income for the year
Other comprehensive income, net
Components of other comprehensive
income (losses) that will not be
reclassified to profit or loss
8316
Unrealised income from investments
in equity instruments measured at
fair value through other
comprehensive income
8330
Share of other comprehensive
(losses) income of associates and
joint ventures accounted for under
equity method
8310
Total other comprehensive (losses)
income that will not be reclassified
to profit or loss
Components of other comprehensive
(losses) income that will be
reclassified to profit or loss
8380
Share of other comprehensive
income (losses) of associates and
joint ventures accounted for under
equity method
8300
Other comprehensive income
(losses) ,net
8500
Total comprehensive income for the
year
Earnings Per Share (in dollars)
9750
Basic earnings per share
Diluted earnings per share (in dollars)
9850
Diluted earnings per share

Items	Year ended December 31 2022 2021 Notes AMOUNT % AMOUNT % 6(16) and 7 `$` `67,491,952` `100 $` `68,352,652` `100` 6(3) and 7 `(` `35,701,718) (` `53 ) (` `35,369,895 ) (` `52)` `31,790,234` `47` `32,982,757` `48` `(` `168)` `-` `-` `-` `1,427` `-` `-` `-` `31,791,493` `47` `32,982,757` `48` 7 `(` `2,979,097) (` `4 ) (` `2,968,243 ) (` `4)` `(` `2,880,970) (` `4 ) (` `2,808,054 ) (` `4)` `(` `24,745,357) (` `37 ) (` `23,003,371 ) (` `34)` 12(2) `33,415` `- (` `3,350 )` `-` `(` `30,572,009) (` `45 ) (` `28,783,018 ) (` `42)` `1,219,484` `2` `4,199,739` `6` 7 `227,202` `-` `27,803` `-` 7 `227,189` `-` `66,543` `-` `203,097` `- (` `205,702 ) (` `1)` `(` `201,454)` `- (` `94,875 )` `-` 6(4) `15,206,534` `23` `13,564,251` `20` `15,662,568` `23` `13,358,020` `19` `16,882,052` `25` `17,557,759` `25` `(` `678,000) (` `1 ) (` `705,000 ) (` `1)` `$` `16,204,052` `24 $` `16,852,759` `24` 6(15) `$` `26,419` `- $` `-` `-` `(` `1,015,383) (` `1 )` `995,872` `2` `(` `988,964) (` `1 )` `995,872` `2` `5,451,229` `8 (` `1,215,913 ) (` `2)` `$` `4,462,265` `7( $` `220,041 )` `-` `$` `20,666,317` `31 $` `16,632,718` `24` `$` `31.62` `$` `33.00` `$` `30.48` `$` `32.38`
4000 Operating revenue 5000 Operating costs 5900 Gross profit 5910 Unrealized profit from sales 5920 Realized profit from sales 5950 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Expected credit gains (losses) 6000 Total operating expenses 6900 Operating income Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7070 Share of profit of associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 Profit before income tax, net 7950 Income tax expense 8200 Net income for the year Other comprehensive income, net Components of other comprehensive income (losses) that will not be reclassified to profit or loss 8316 Unrealised income from investments in equity instruments measured at fair value through other comprehensive income 8330 Share of other comprehensive (losses) income of associates and joint ventures accounted for under equity method 8310 Total other comprehensive (losses) income that will not be reclassified to profit or loss Components of other comprehensive (losses) income that will be reclassified to profit or loss 8380 Share of other comprehensive income (losses) of associates and joint ventures accounted for under equity method 8300 Other comprehensive income (losses) ,net 8500 Total comprehensive income for the year Earnings Per Share (in dollars) 9750 Basic earnings per share Diluted earnings per share (in dollars) 9850 Diluted earnings per share

Realtek Semiconductor Corporation PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

								RetainedEarnings	RetainedEarnings				Other	equity	equity	interest	interest
															Unrealised income
															from financial assets
												Financial statements				measured at fair
													translation		value through other
											Undistributed		differences of				comprehensive
	Notes	Commonshares			Capitalsurplus		Legal reserve		Special reserve		earnings	foreignoperations					income		Totalequity
2021
Balance at January 1, 2021		`$`	`5,106,849`	`$`	`2,122,008`	`$`	`5,577,083`	`$`	`217,036`	`$`	`17,992,154`	`($`	`2,940,958` `)`		`$`		`1,384,909`	`$`	`29,459,081`
Net income for the year			`-`		`-`		`-`		`-`		`16,852,759`			`-`			`-`		`16,852,759`
Other comprehensive income (loss)	6(15)		`-`		`-`		`-`		`-`		`-`	`(`	`1,215,913` `)`				`995,872`	`(`	`220,041` `)`
Total comprehensive income (loss)			`-`		`-`		`-`		`-`		`16,852,759`	`(`	`1,215,913` `)`				`995,872`		`16,632,718`
Distribution of 2020 earnings
Special reserve	6(14)		`-`		`-`		`-`		`1,339,013`	`(`	`1,339,013 )`			`-`			`-`		`-`
Cash dividends	6(14)		`-`		`-`		`-`		`-`	`(`	`6,128,219 )`			`-`			`-`	`(`	`6,128,219` `)`
Cash from capital surplus	6(13)		`-`	`(`	`1,021,370 )`		`-`		`-`		`-`			`-`			`-`	`(`	`1,021,370` `)`
Changes in equity of associates accounted for	6(13)
under equity method			`-`		`226`		`-`		`-`		`-`			`-`			`-`		`226`
Cash dividends returned	6(13)		`-`		`215`		`-`		`-`		`-`			`-`			`-`		`215`
Balance at December 31, 2021		`$`	`5,106,849`	`$`	`1,101,079`	`$`	`5,577,083`	`$`	`1,556,049`	`$`	`27,377,681`	`($`	`4,156,871` `)`		`$`		`2,380,781`	`$`	`38,942,651`
2022
Balance at January 1, 2022		`$`	`5,106,849`	`$`	`1,101,079`	`$`	`5,577,083`	`$`	`1,556,049`	`$`	`27,377,681`	`($`	`4,156,871` `)`		`$`		`2,380,781`	`$`	`38,942,651`
Net income for the year			`-`		`-`		`-`		`-`		`16,204,052`			`-`			`-`		`16,204,052`
Other comprehensive income (loss)	6(15)		`-`		`-`		`-`		`-`		`-`		`5,451,229`		`(`		`988,964 )`		`4,462,265`
Total comprehensive income (loss)			`-`		`-`		`-`		`-`		`16,204,052`		`5,451,229`		`(`		`988,964 )`		`20,666,317`
Distribution of 2021 earnings
Legal reserve	6(14)		`-`		`-`		`1,685,276`		`-`	`(`	`1,685,276 )`			`-`			`-`		`-`
Special reserve	6(14)		`-`		`-`		`-`		`220,040`	`(`	`220,040 )`			`-`			`-`		`-`
Cash dividends	6(14)		`-`		`-`		`-`		`-`	`(`	`12,821,591 )`			`-`			`-`	`(`	`12,821,591` `)`
Employees’ compensation transferred to	6(12)(13)
common shares			`21,787`		`969,551`		`-`		`-`		`-`			`-`			`-`		`991,338`
Cash from capital surplus	6(13)		`-`	`(`	`1,025,727 )`		`-`		`-`		`-`			`-`			`-`	`(`	`1,025,727` `)`
Cash dividends returned	6(13)		`-`		`244`		`-`		`-`		`-`			`-`			`-`		`244`
Balance at December 31, 2022		`$`	`5,128,636`	`$`	`1,045,147`	`$`	`7,262,359`	`$`	`1,776,089`	`$`	`28,854,826`	`$`	`1,294,358`		`$`		`1,391,817`	`$`	`46,753,232`

REALTEK SEMICONDUCTOR CORPORATION PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation
Amortization
Expected credit (gains)losses

Interest expense
Interest income
Dividend income
Losses(gains) on financial assets at fair value
through profit or loss
Share of gain of associates and joint ventures
accounted for under equity method

Gain on disposal of property, plant and
equipment
Losses on disposal of investments
Impairment loss
Gains arising from lease modifications
Changes in operating assets and liabilities
Changes in operating assets
Financial assets at fair value through profit or
loss - current
Accounts receivable, net
Accounts receivable, net - related parties
Other receivables
Other receivables, - related parties
Inventories
Prepayments
Changes in operating liabilities
Contract liabilities - current
Notes payable
Accounts payable
Accounts payable - related parties
Other payables
Other payables - related parties
Other current liabilities
Accrued pension obligations Notes
2022
2021
$
16,882,052 $
17,557,759
976,697
833,678
1,589,992
1,272,531
12(2)
(
33,415 )
3,350
201,454
94,875
(
227,202 ) (
27,803 )
(
1,278 ) (
1,434 )
71,596 (
47,244 )
6(4)
(
15,206,534 ) (
13,564,251 )
(
1,002 ) (
200 )
-
145
3,031
-
(
24 ) (
236 )
-
42,475
2,570,380 (
324,856 )
720,747
1,160
5,391 (
4,354 )
(
13,074 ) (
16,956 )
(
224,079 ) (
5,771,338 )
119,276 (
109,607 )
(
31,977 ) (
78,821 )
(
3,276 )
-
(
2,937,835 ) (
259,649 )
(
146,871 ) (
16,718 )
4,010,659
8,980,596
168,577
3,170
657,199 (
195,584 )
(
4,484 ) (
4,606 )

(Continued)

REALTEK SEMICONDUCTOR CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

(Expressed in thousands of New Taiwan dollars)

Cash inflow generated from operations
Interest received
Dividends received
Interest paid
Income taxes paid
Net cash flows from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through
profit or loss
Acquisition of financial assets at fair value through
other comprehensive income
Acquisition of financial assets at amortised cost
Proceeds from disposal of financial assets at
amortised cost
Increase in other receivables, - related parties
Decrease in other receivables, - related parties
Acquisition of investments accounted for under
equity method
Proceeds from disposal of investments accounted
for under equity method
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and
equipment
Acquisition of intangible assets
Increase in refundable deposits
Increase in other non-current assets
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term borrowings
Decrease in short-term borrowings
Increase in long-term borrowings
Repayment of principal portion of lease liabilities
(Decrease) increase in guarantee deposits
Cash from capital surplus and cash dividends
Cash dividends returned
Net cash flows used in financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year Notes
2022
2021
$
9,146,000 $
8,366,082
227,111
27,824
6,235,211
5,670,493
(
198,423 ) (
91,496 )
(
748,966 ) (
325,663 )
14,660,933
13,647,240
(
53,000 )
-
(
35,037 )
-
(
10,125 ) (
627 )
4,786
62
(
11,788,573 ) (
10,323,895 )
15,495,845
3,500,242
- (
20,000 )
-
110
(
2,349,017 ) (
2,425,189 )
4,064
200
(
1,953,420 ) (
1,167,374 )
(
1,452,037 ) (
684,997 )
(
91,011 )
-
(
2,227,525 ) (
11,121,468 )
161,350,173
155,016,591
(
160,954,279 ) (
153,131,181 )
711,110
1,017,360
(
28,142 ) (
35,293 )
(
719 )
12
(
13,847,318 ) (
7,149,589 )
244
215
(
12,768,931 ) (
4,281,885 )
(
335,523 ) (
1,756,113 )
2,874,335
4,630,448
$
2,538,812 $
2,874,335

Appendix

Appendix 1

Realtek Semiconductor Corporation Articles of Incorporation

(Translation)

I. General Provisions

Article 1 The Company shall be incorporated under the Company Act as a company limited by shares named “Realtek Semiconductor Corp.”. “Realtek Semiconductor Corp.” is the Company’s English name.
Article 2 The scope of business of the Company shall be as follows: 1. CC01080 Electronic Parts and Components Manufacturing
I501010 Product Designing
F401010 International Trade
I301010 Service of information software.
I301020 Data Processing Services
CC01100 Restrained Telecom Radio Frequency Equipments and Materials Manufacturing (Radio transmitters, radio transceivers, radio receivers, industrial, scientific, medical radiation machines, and other machines with radio radiant energy only)
CF01011 Medical Materials and Equipment Manufacturing
F108031 Wholesale of Drugs, Medical Goods
F208031 Retail sale of Medical Equipments
(1) Researching, designing, developing, manufacturing, and selling the following products:
1. various integrated circuits
2. hearing aids with tinnitus mask function
3. bone conduction hearing aid
4. Picture archiving and communications system.
(2) Providing application design, testing, maintenance and technical consulting services of the software and hardware for the above products.
(3) Researching, developing and selling various intellectual property
(4) Also engaged in trading business in relation to the business of the Company.
Article 3 The Company is headquartered in Hsinchu Science Park, Taiwan, Republic of China, and when necessary, upon approval of the Board of Directors and the competent authorities, may establish branch offices within or outside the territory of the Republic of China.
Article 4 Public announcements of the Company shall be made in accordance with Article 28 of the Company Act.
(1) The Company's domestic and foreign investment transactions shall be resolved by the board of directors, and are not subject to the restriction of Article 13 of the Company Act.
(2) The Company upon approval of the Board of Directors may provide endorsement and guarantee to others.

II. Shares

Article 5 The authorized capital of the Company is NT$8,900,000,000, divided into 890,000,000 common shares, and may be paid-up in installments. Among the above capital, a total of NT$800,000,000, divided into 80,000,000 shares at par value NT$10 each share, is reserved for issuing employee stock warrants, and may be issued in installments in accordance with the resolution of the Board of Directors.
Article 5-1 To issue employee stock warrants with the exercise price lower than the closing price of the Company stocks as of the issuing date, the Company is required to obtain the consent of a majority of the shareholders present who represent twothirds or more of the total number of outstanding shares. The Company is allowed to register multiple issues over a period of 1 year from the date of the shareholders meeting resolution.
Article 5-2 To transfer treasury shares to employees at less than the average actual share repurchase price, the Company is required to obtain the consent of a majority of the shareholders present who represent two-thirds or more of the total number of outstanding shares at the most recent shareholders meeting.
Article 6 The share certificates of the Company shall be all name-bearing share certificates, which shall be signed or sealed by three or more directors of the Company, and issued after duly authentication pursuant to the law. The Company’s shareholder services follow the Regulations Governing the Administration of Shareholder Services of Public Companies issued by the competent authority.

The Company may be exempted from printing share certificates if the shares are registered with the centralized securities depository enterprise.

III. Shareholders Meetings

Article 7 Registration of stock transfer shall be suspended within sixty days prior to any general shareholders meeting, thirty days prior to any special shareholders meeting, or within five days prior to the record date for distributing dividends, bonuses, or other benefits.
Article 8 Shareholders meetings of the Company are of two types, general meeting and special meeting. General meeting shall be convened once a year within six months of the end of a fiscal year, and shareholders shall be notified thirty days prior to the scheduled meeting date. Special meeting shall be convened whenever necessary, and shareholders shall be notified fifteen days prior to the scheduled meeting date.
Article 8-1 When the Company's shareholders' meeting is held, it may be held by video conference or other methods announced by the central competent authority.
Article 9 In case the shareholder is unable to attend the Shareholders meeting, the shareholder may appoint a proxy to attend the meeting by presenting a proxy document with signature or seal and stating therein the scope of power authorized to the proxy. Unless otherwise provided in the relevant regulation, the shareholders’ appointment of proxies to attend the meeting shall follow the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies issued by the Competent Authority. The voting rights at a shareholders meeting may be exercised by way of electronic means. A shareholder exercising voting rights at a shareholders meeting by way of electronic means shall be deemed to have attended the said

		shareholders meeting in person. The related matters are handled in accordance
		with the relevant regulation.
Article	10	Each share is entitled to one voting right, unless otherwise provided in the
		Company Act.
Article	11	Unless otherwise provided in the Company Act, the resolutions at a
		shareholders meeting shall be adopted by a majority of the shareholders present
		who represent half or more of the total number of outstanding shares.
		The resolution of the proposal at a shareholders meeting shall be decided by the
		chairman by way of voting or solicitation. Except for the proposals without
		objection from any shareholder after solicitation by the chairman are deemed
		approval, the chairman shall decide that a vote to be held on whole or part of
		the proposals at the same time before extraordinary motions with the ballots to
		be counted separately for each proposal.

IV. Directors

Article	12	The number of directors of the Company shall be between seven (7) to thirteen
		(13), and the board of directors is authorized to determine the number of
		directors.
		In the board, the number of independent directors shall be no less than three
		(3). Directors shall be elected by adopting a candidate nomination system. The
		election of independent directors and non-independent directors shall be held
		together, provided the elected number of independent directors and non-
		independent directors shall be calculated separately. The professional
		qualifications, restrictions on shareholdings and concurrent office held, method
		of nomination and election, and other matters for compliance with respect to
		independent directors shall be in accordance with relevant regulation by the
		Competent Authority. Directors are elected from among the nominees listed
		in the roster of director candidates at a shareholders meeting. The term of office
		for directors is three (3) years and the directors are eligible for re-election.
Article	12-1	The Company is allowed to purchase liability insurance for directors and
		managers. The board of directors is authorized to decide the insurance
		coverage.
Article	13	The board of directors shall be formed by directors. The directors shall elect
		from among themselves a chairman by a majority approval in a meeting
		attended by over two-thirds of the directors. A vice chairman may be elected
		depending on the demand of business.
		The chairman internally presides over the shareholders meeting and the board
		of directors, and externally represents the Company.
		Meetings of the Board of Directors shall be convened by the Chairman.
		However, the first meeting after the re-election of directors shall be convened
		in accordance with the article 203 of the Company Act. Notice of the meeting
		shall be delivered in writing, by email, or by fax with the proposed agenda
		specified.
		The chairman presides over the board of directors. In case the chairman is on
		leave or cannot exercise his duty, the vice chairman shall act on his behalf. In
		case of no vice chairman elected or the vice chairman is on leave or cannot
		exercise his duty as well, the chairman shall designate one of the directors to
		act on his behalf. In case of no designation, the board shall elect from among
		directors as the acting chairman. In case a meeting of the board of directors is

proceeded via visual communication network, then the directors taking part in such a visual communication meeting shall be deemed to have attended the meeting in person.

Article 13-1 The Company forms an Audit Committee, consisting of all independent directors. The number, term of office, powers, rules of procedure for meetings of the audit committee, and resources to be provided by the Company when the audit committee exercises its powers, shall be in accordance with the Company’s audit committee charter.
Article 14 The duties and responsibilities of the Board of Directors shall be as follows: 1. Review the following matters raised by the general manager:
1-1. The Company's operating principles, and medium and long-term development plans.
1-2. Annual budget and implementation supervision.
1-3. Annual report and final statements.
1-4. Capital increase and decrease plan.
1-5. Important contracts with others.
1-6. Company charters and important business rules.
1-7. Branch establishment, reorganization or withdrawal.
1-8. Major capital expenditure plan.
1-9. Other matters issued for review.
Review of distribution of earnings or offset of losses.
Review of the Company's articles of incorporation or amendments.
Appointment and dismissal of general manager, financial supervisor, and audit supervisor.
Implementation of the resolution of the shareholders meeting.
Convening of the shareholders meeting and business report at the shareholders meeting.
Other businesses that should be handled in accordance with the laws.
Article 15 Directors shall attend the meeting of the Board in person. In case that a director is unable to attend a board meeting, he/she may appoint one of the other directors as his/her proxy to attend the meeting. A director may accept the appointment to act as the proxy referred to in the preceding paragraph of one other director only.
Article 15-1 The directors’ remuneration is authorized to be decided by the board of directors based on the directors’ degree of involvement and contribution to the Company’s business operation, as well as on usual level of the industry.

V. Managers

Article 16 The Company shall appoint general manager, whose appointment, discharge, and remuneration shall be in accordance with the provisions in Article 29 of the Company Act.

VI. Accounting

Article 17 The Company’s fiscal year shall be from January 1 to December 31 of each calendar year. At the end of each fiscal year, the board of directors shall have the following documents prepared and submitted to the shareholders meeting for approval.
Business report

Financial statements
Proposal for distribution of earning or offset of losses
Article 18 If gained profits within a fiscal year, the Company shall allocate at a maximum of 3% of the profits as directors’ remuneration, and allocate no less than 1% of the profits as employees’ compensation. However, in case of the accumulated losses, certain profits shall first be reserved to cover the accumulated losses, and then allocate employees’ compensation and directors’ remuneration according to the proportion in the preceding paragraph.

The distribution of employees' compensation in the preceding paragraph shall be in cash or in stock, and shall be resolved with a consent of a majority of the directors present at a meeting attended by over two-thirds of the total directors. The distribution of director's remuneration and employee’ compensation shall be reported to the shareholders meeting.

The employees entitled to receive employees’ compensation may include the employees of subsidiaries of the Company meeting certain specific requirements. The requirements are determined by the board of directors or its authorized person.

The Company belongs to the integrated circuit design industry and is in the growth phase of the enterprise life cycle. After considering the long-term business development of the Company, matching future investment fund requirements, and the long-term financial planning of the Company, if there are profits at the end of fiscal year, the Company shall first offset the accumulated losses with profits after tax, and then shall contribute 10% of profit as legal reserve, unless the accumulated legal reserve has reached the amount of the Company’s total capital, and contribute or reverse special reserve in accordance with relevant laws or regulation by the competent authority. If there are net profits remained, the remaining net profits and the retained earnings from previous years shall be distributed as shareholders’ dividend after the distribution proposal is prepared by the board of directors. In case the distribution is in the form of issuing new shares, the distribution proposal shall be approved at a shareholders meeting. In case the distribution is in the form of cash, the distribution proposal is authorized to be approved by the board of directors. After considering financial, business and operational factors, the Company may distribute the whole of distributable earnings of the current year, and may also distribute whole or part of the reserves in accordance with the law or the regulation by the competent authority. The dividend distributed to shareholders shall not be less than 50% of the increased distributable retained earnings for the current year.

When distributing dividends, the main consideration is the Company's future expansion of operating scale and requirement of cash flow. The cash dividends shall not be less than 10% of the total dividends distributed to shareholders in the current year.

According to Article 240, Paragraph 5, and Article 241, Paragraph 2 of the Company Act, the Company authorizes the distributable dividends, legal reserve, and capital reserve in whole or in part may be paid in cash after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors, and in addition thereto a report of such distribution shall be submitted to the shareholders meeting.

VII. Supplementary Provisions

Article 19 For matters not provided herein, provisions in the Company Act shall govern. Article 20 The Articles of Incorporation hereof were established on Oct. 16, 1987; 1st amended on Sep. 25, 1989; 2nd amended on Oct. 7, 1989; 3rd amended on Dec. 5, 1990; 4th amended on Jun. 26, 1991; 5th amended on Jun. 27, 1992; 6th amended on Jun. 26, 1993; 7th amended on Apr. 2,1994; 8th amended on May 20, 1995; 9th amended on May 4, 1996; 10th amended on Jan. 21, 1997; 11th amended on May 5, 1997; 12th amended on May 19, 1998; 13th amended on Apr. 30, 1999; 14th amended on Jun. 9, 2000; 15th amended on May 30, 2001; 16th amended on Jun. 3, 2002; 17th amended on Jun. 9, 2003; 18th amended on Jun. 1, 2004; 19th amended on Jun. 13, 2005; 20th amended on Jun. 12, 2006; 21st amended on Jun. 11,2007; 22nd amended on Jun. 13, 2008; 23rd amended on Jun. 10, 2009; 24th amended on Jun. 15, 2010; 25th amended on Jun. 15, 2011; 26th amended on Jun. 12, 2012; 27th amended on Jun. 21, 2013; 28th amended on Jun. 24, 2014; 29th amended on Jun. 7, 2016; 30th amended on Jun. 8, 2017; 31st amended on Jun. 5, 2018; 32nd amended on Jun. 12, 2019; 33rd amended on Jun. 10, 2020; 34th amended on Jun. 8, 2022.

Appendix 2

Realtek Semiconductor Corporation Rules of Procedures for Shareholders Meeting (Translation)

Article	1	The rules of procedures for the Company's shareholders meetings, except as
		otherwise provided by laws, regulations, or the Articles of Incorporation, shall
		be as provided in these Rules.
Article	2	Shareholders and their proxies (collectively, "shareholders") shall attend
		shareholders meetings based on attendance cards, sign-in cards, or other
		certificates of attendance. Solicitors soliciting proxy forms shall also bring
		identification documents for verification.
		Attending shareholders may hand in a sign-in card in lieu of signing in. The
		number of shares in attendance shall be calculated according to the shares
		indicated by the sign-in cards handed in plus the number of shares whose
		voting rights are exercised by correspondence or electronic means.
Article	3	Attendance and voting at shareholders meetings shall be calculated based on
		numbers of shares.
		With respect to resolutions of shareholders meetings, the number of shares held
		by a shareholder with no voting rights shall not be calculated as part of the total
		number of issued shares.
		When the Company holds a shareholders meeting, the shareholders may
		exercise voting rights by electronic or correspondence means. Shareholders
		exercising voting rights by way of electronic means shall be in accordance with
		the Company Act, Securities and Exchange Act, and Regulations Governing
		the Administration of Shareholder Services of Public Companies, to exercise
		voting rights on the electronic voting platform designated by the Company.
		Shareholders exercising voting rights by electronic means will be deemed to
		have attended the meeting in person.
		Shareholder who are not able to attend the shareholders meeting in person may
		appoint a proxy to attend the meeting by providing the proxy form issued by
		the Company and stating the scope of the proxy's authorization.
		A shareholder may issue only one proxy form and appoint only one proxy for
		any given shareholders meeting, and shall deliver the proxy form to the
		Company 5 days before the date of the shareholders meeting. When duplicate
		proxy forms are delivered, the one received earliest shall prevail unless a
		declaration is made to cancel the previous proxy appointment.
		After a proxy form has been delivered to the Company, if the shareholder
		intends to attend the meeting in person or to exercise voting rights by
		correspondence or electronic means, a written notice of proxy cancellation
		shall be submitted to the Company 2 business days before the date of the
		shareholders meeting. If the cancellation notice is submitted after that time,
		votes cast at the meeting by the proxy shall prevail.
		After a shareholder has exercised voting rights by electronic means, in the
		event the shareholder intends to attend the shareholders meeting in person, a
		declaration of intent to retract the voting rights already exercised under the
		preceding paragraph shall be made by the same means by which the voting
		rights were exercised, 2 business days before the date of the shareholders
		meeting. If the notice of retraction is submitted after that time, the voting rights

		already exercised by electronic means shall prevail. When a shareholder has
		exercised voting rights both by electronic means and by appointing a proxy to
		attend a shareholders meeting, the voting rights exercised by the proxy in the
		meeting shall prevail.
Article	4	Unless otherwise provided by laws or regulations, the Company's shareholders
		meetings shall be convened by the board of directors.
		The venue for a shareholders meeting shall be the premises of the Company, or
		a place easily accessible to shareholders and suitable for a shareholders
		meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m.
		Full consideration shall be given to the opinions of the independent directors
		with respect to the place and time of the meeting.
Article	5	If a shareholders meeting is convened by the board of directors, the meeting
		shall be chaired by the chairman of the board. When the chairman of the board
		is on leave or for any reason unable to exercise the powers of the chairman, the
		vice chairman shall act in place of the chairman; if there is no vice chairman or
		the vice chairman also is on leave or for any reason unable to exercise the
		powers of the vice chairman, the directors shall select from among themselves
		one person to serve as chair.
		If a shareholders meeting is convened by a party with power to convene but
		other than the board of directors, the convening party shall chair the meeting.
		When there are two or more such convening parties, they shall mutually select
		a chair from among themselves.
Article	6	The Company may appoint its attorneys, certified public accountants, or related
		persons retained by it to attend a shareholders meeting. Staff handling
		administrative affairs of a shareholders meeting shall wear identification cards
		or arm bands.
Article	7	The Company shall make completed audio and video recording of the
		proceedings of the shareholders meeting. The recorded materials shall be
		retained for at least 1 year.
Article	8	The chairman shall call the meeting to order at the appointed meeting time.
		However, when the attending shareholders do not represent a majority of the
		total number of issued shares, the chairman may announce a postponement,
		provided that no more than two such postponements, for a combined total of no
		more than 1 hour, may be made.
		If the quorum is not met after two postponements, but the attending
		shareholders represent one third or more of the total number of issued shares, a
		tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the
		Company Act.
		When, prior to conclusion of the meeting, the attending shareholders represent
		a majority of the total number of issued shares, the chairman may resubmit the
		tentative resolution for a vote by the shareholders meeting pursuant to Article
		174 of the Company Act.
Article	9	If a shareholders meeting is convened by the board of directors, the meeting
		agenda shall be set by the board of directors. The meeting shall proceed in the
		order set by the agenda, which may not be changed without a resolution of the
		shareholders meeting.
		The provisions of the preceding paragraph apply mutatis mutandis to a
		shareholders meeting convened by a party with the power to convene that is
		not the board of directors.
		The chairman may not declare the meeting adjourned prior to completion of

deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders meeting. If the chairman declares the meeting adjourned in violation of the rules of procedure, the other members of the board of directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting. After adjournment, shareholders are not allowed to elect another chair to continue the meeting at the original place or another place.
Article 10 Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chairman. A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail. When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chairman and the shareholder that has the floor. The chairman shall stop any violation.
Article 11 Attending shareholders' enquiries on the matters set out in the agenda shall be made after all the reported matters have been read or reported by the chairman or his designated person. Except with the consent of the chairman, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chairman may terminate the speech.
Article 12 When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting. When a juristic person shareholder appoints two or more representatives to attend a shareholders meeting, only one of the representatives so appointed may speak on the same proposal.
Article 13 After an attending shareholder has spoken, the chairman may respond in person or direct relevant personnel to respond.
Article 14 The chairman shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders. When the chairman is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chairman may announce the discussion closed and call for a vote.
Article 15 Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chairman, provided that all monitoring personnel shall be shareholders of the Company. Immediately after vote counting has been completed, the results of the voting shall be announced on-site at the meeting and be recorded.
The ballot of voting at the shareholders meeting shall be deemed void if one of the following conditions are found by all of the vote monitoring personnel: (1) The ballot is not prepared by the company.
(2) The ballot in the ballot box is not marked for voting, or not the one designated for voting of specific proposal.
(3) The ballot is not placed in the ballot box.
(4) The ballot is not recognizable due to damage or indistinct handwriting.
(5) The ballot has been altered or written with other characters or symbols.

(6) Both for and against are marked on the ballot. If there is a dispute from shareholders on the voting process, the vote counting method, the validity of the votes, etc., the chairman shall make a determination.
Article 16 When a meeting is in progress, the chairman may announce a break based on time considerations.
Article 17 Except as otherwise provided in the Company Act and in the Articles of Incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. The resolution of the shareholders meeting shall be decided by the chairman by way of voting or solicitation. Except for the motions without objection from any shareholders after solicitation by the chairman are deemed approval, the chairman shall decide that all or part of the motions be voted on a case-by-case basis at the same time before the extraordinary motion.
If no objection from any shareholders after solicitation by the chairman, the resolution shall be deemed approval with the same effect as the resolution by voting.
Article 18 When there is an amendment or an alternative to a proposal, the chairman shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.
The discussion and voting order of the shareholders' proposals in the extraordinary motions shall be determined by the chairman. Those belonging to the same type of proposals shall be merged by the chairman.
Article 19 The chairman may direct the proctors or security personnel to help maintain order at the meeting. When proctors or security personnel help maintain order at the meeting, they shall wear identification cards or arm bands. At the meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by the Company, the chairman may prevent the shareholder from so doing.
When a shareholder violates the rules of procedure and defies the chairman's correction, obstructing the proceedings and refusing to heed calls to stop, the chairman may direct the proctors or security personnel to escort the shareholder from the meeting.
Article 20 When a meeting is in progress, if a force majeure event occurs, the chairman may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed.
If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders meeting may adopt a resolution to resume the meeting at another venue.
Article 21 These Rules shall be implemented after adoption by shareholders meetings. Amendments based on demand of these Rules are authorized to the board of directors.

Appendix 3 Shareholding of Directors

Shareholding of Directors	Shareholding of Directors	Shareholding of Directors	Shareholding of Directors	Shareholding of Directors
Record date: April 8,2023 Position Name Date Elected Shares Shareholding Ratio(%) Chairman United Glory Co., Ltd. Representative: Chiu,Sun-Chien 2021.08.09 3,265,954 0.64% Vice Chairman United Glory Co., Ltd. Representative: Chern,Kuo-Jong 2021.08.09 Director Cotek Pharmaceutical Industry Co., Ltd Representative: Yeh,Nan-Horng 2021.08.09 22,146,604 4.32% Director Sonnen Limited Representative: Yeh,Po-Len 2021.08.09 66,000 0.01% Director Yen, Kuang-Yu 2021.08.09 23,948 0.00% Director Huang, Yung-Fang 2021.08.09 42,205 0.01% Director Ni, Shu-Ching 2021.08.09 6,308,389 1.23% Independent Director Chen, Fu-Yen 2021.08.09 0 0 Independent Director Tsai, Tyau-Chang 2021.08.09 0 0 Independent Director Lo, Chun-Pa 2021.08.09 0 0 Total 31,853,100 6.21%
Position	Name	Date Elected	Shares	Shareholding Ratio(%)
Chairman	United Glory Co., Ltd. Representative: Chiu,Sun-Chien	2021.08.09	3,265,954	0.64%
Vice Chairman	United Glory Co., Ltd. Representative: Chern,Kuo-Jong	2021.08.09
Director	Cotek Pharmaceutical Industry Co., Ltd Representative: Yeh,Nan-Horng	2021.08.09	22,146,604	4.32%
Director	Sonnen Limited Representative: Yeh,Po-Len	2021.08.09	66,000	0.01%
Director	Yen, Kuang-Yu	2021.08.09	23,948	0.00%
Director	Huang, Yung-Fang	2021.08.09	42,205	0.01%
Director	Ni, Shu-Ching	2021.08.09	6,308,389	1.23%
Independent Director	Chen, Fu-Yen	2021.08.09	0	0
Independent Director	Tsai, Tyau-Chang	2021.08.09	0	0
Independent Director	Lo, Chun-Pa	2021.08.09	0	0
Total			31,853,100	6.21%

Total shares issued as of April 8, 2023: 512,863,641 common shares

Note ： The Company’s Directors are required by the law to hold in the aggregate not less than 16,411,636 shares. As of April 8, 2023, the shareholdings of all Directors (not including Independent Directors) were 31,853,100 shares.

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RT — AGM Information 2023

52043_rns_2023-06-16_69ddceb4-266c-43a5-a657-5b959339d67d.pdf

Realtek Semiconductor Corp.

Meeting Handbook

Table of Contents

Realtek Semiconductor Corp.

2023 Annual Shareholders’ Meeting Procedure

1. Meeting Commencement Announced

3. Report Items

Realtek Semiconductor Corp. 2023 Annual Shareholders’ Meeting Agenda

7. Ratification Items

Report Items

1. 2022 Operating Results

2. 2023 Business Plan

Audit Committee’s review report

Ratification Items

Proposal 2

Realtek Semiconductor Corporation Distribution of retained earnings 2022

Extraordinary Motions

Adjourment

Attachment

Opinion

Basis for opinion

Key audit matters

Evaluation of inventories

Description

How our audit addressed the matter

Other matter – Reference to the audits of other auditors

Other matter – Parent company only financial reports

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

Auditor’s responsibilities for the audit of the consolidated financial statements

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2022 AND 2021

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2022 AND 2021

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

REALTEK SEMICONDUCTOR CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

Opinion

Basis for opinion

Key audit matters

Valuation of inventories

Description

How our audit addressed the matter

Other matter – Reference to the audits of other auditors

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

Auditor’s responsibilities for the audit of the parent company only financial statements

REALTEK SEMICONDUCTOR CORPORATION

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2022 AND 2021

REALTEK SEMICONDUCTOR CORPORATION PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2022 AND 2021

REALTEK SEMICONDUCTOR CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

Realtek Semiconductor Corporation PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

REALTEK SEMICONDUCTOR CORPORATION PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

REALTEK SEMICONDUCTOR CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021

Appendix

Realtek Semiconductor Corporation Articles of Incorporation

I. General Provisions

III. Shareholders Meetings

IV. Directors

V. Managers

VI. Accounting

VII. Supplementary Provisions

Appendix 2

Appendix 3

Shareholding of Directors

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