S.C.P.C — Annual Report 2024

Jun 3, 2025

Table of Contents

	Table of Contents
I.	Meeting Procedure	1
II.	Meeting Agenda	2
III.	Report Items	3
IV.	Matters Proposed for Ratification	7
V.	Matters Proposed for Discussion	9
VI.	Extempore Motions	10
Attachments
1.	Business Report	11
2.	Independent Auditors’ Report and Financial Statements	14
3.	Comparison Table for the “Articles of Incorporation” Amendments	37
Appendices
1.	Articles of Incorporation (Before Amendment)	40
2.	Rules and Procedures of Shareholders’ Meeting	47
3.	Directors’ Shares Held at Present	61

I.Meeting Procedure

Standard Chem. & Pharm. Co., Ltd.

Procedure for the 2025 Annual Meeting of Shareholders

1. Call Meeting to Order

2. Chairperson Remarks

3. Report Items

4. Matters Proposed for Ratification

5. Matters Proposed for Discussion

6. Extempore Motions

7. Adjournment

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II.Meeting Agenda

Agenda of Annual Meeting of Shareholders

Meeting type：Physical Shareholders’ Meeting

Time：9:00 a.m. on Thursday, May 29, 2025

Place：No. 154, Kaiyuan Rd., Tuku Village, Sinying District, Tainan City.

1. Call Meeting to Order

2. Chairperson Remarks

3. Report Items

4. (1)2024 Business Report

5. (2)Audit Committee’s Review Report on the 2024 Financial Results

6. (3)2024 Annual Report on Remuneration of Employees and Directors

7. (4)Status of 2024 Dividend Distribution

8. (5)Other Reports

9. Matters Proposed for Ratification

10. (1)Ratification of 2024 Business Report and Financial Statements

11. (2)Ratification of Proposed 2024 Profit Distribution Plan

12. Matters Proposed for Discussion

13. (1)Amendment to the “Articles of Incorporation”

14. (2)Release the Directors of the Company from Non-Competition Restrictions

15. Extempore Motions

16. Adjournments

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III. Report Items

1. 2024 Business Report

The overall operating results of Standard Chem. & Pharm. Co., Ltd. and its subsidiaries (the “Group”) for 2024 are summarized as follows:

• (1) Operating Income

The consolidated operating revenue for 2024 was NT$6,789 million, representing an increase of approximately 8.8% compared to 2023.

• (2) Gross Profit

Gross profit increased by approximately 9.7% compared to 2023, primarily due to the growth in revenue.

• (3) Operating Profit

Operating profit increased by approximately 10.9% compared to 2023, mainly because gross profit grew while the increase in operating expenses was relatively smaller.

• (4) Non-operating Income and expenses

• Non-operating income and expenses increased by approximately 29.6% compared to 2023, primarily due to an increase in foreign exchange gains resulting from exchange rate fluctuations.

In summary, net income for 2024 was NT$1,294 million, representing an increase of 11.8% compared to 2023. Earnings per share for 2024 were NT$4.93, reflecting a 5.6% increase over the previous year.

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1. Audit Committee’s review report on the 2024 financial statements

Audit Committee’s Review Report

To Shareholders:

We have reviewed the Company's 2024 Business Report, Financial Statements, and Earnings Appropriation prepared by the Board of Directors. The standalone and consolidated financial statements were audited by PricewaterhouseCoopers Taiwan, to which they issued an unqualified opinion. Business Report, Financial Statements, and Earnings Appropriation has reviewed the abovementioned reports and found no misstatements. We hereby issue this report in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

2025 Annual Meeting of Shareholders Chairman of the Audit Committee: Hwei-Jiung Wang

February 25, 2025

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1. 2024 Annual Report on Remuneration of Employees and Directors Approved by the Board of Directors on February 25, 2025, the distribution of remuneration for employees and directors for fiscal year 2024 is as follows:

2. (1) Employee remuneration for fiscal year 2024 is distributed in the amount of NT$10,777,064. The amount accrued in the financial statements was NT$10,769,910. The shortfall of NT$7,154 will be recognized as an expense in fiscal year 2025.

3. (2) Director remuneration for fiscal year 2024 is distributed in the amount of NT$4,500,000, which is consistent with the amount accrued in the financial statements.

4. (3) Both the employee and director remuneration will be distributed in cash.

5. Status of 2024 Dividend Distribution

Approved by a special resolution of the Board of Directors on February 25, 2025, the distribution of dividends for fiscal year 2024 is as follows:

• (1) Pursuant to Article 26-1 of the Company’s Articles of Incorporation, a cash dividend of NT$2.8 per share will be distributed, totaling NT$500,349,049.

• (2) Based on shareholders’ holdings as recorded in the shareholders’ register on the dividend record date, a cash dividend of NT$2.8 per share will be distributed. Amounts will be rounded down to the nearest whole New Taiwan dollar. Any remaining balance of less than NT$1 will be adjusted by the Chairperson through negotiation with specific parties, as authorized by the Board of Directors.

• (3) The Chairperson is authorized to separately determine the dividend record date. The actual distribution amount shall be adjusted based on the number of outstanding shares on the record date and the applicable dividend rate.

• Other Reports

• (1) Pursuant to Article 172-1 of the Company Act, shareholders may submit proposals to the shareholders' meeting. No shareholder proposals were received for this annual shareholders' meeting.

• (2) Execution Report on the Improvement Plan for Capital Lending Limit Exceedance by Subsidiary Jiangsu Standard Biotech Pharmaceutical Co., Ltd.:

  • ① Jiangsu Standard Biotech Pharmaceutical Co., Ltd. (hereinafter referred to as "Jiangsu Standard") exceeded the capital lending limit to Jiangsu Standard-Dia Biopharma Co., Ltd. (hereinafter referred to as "Jiangsu Standard-Dia") due to a decline in its net worth. The improvement plan

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and execution status are as follows:

As Jiangsu Standard-Dia is unable to repay its due debts, Jiangsu Standard has filed for bankruptcy liquidation of Jiangsu Standard-Dia with the local court. The case has been accepted, and the bankruptcy liquidation proceedings are underway. Subsequent write-off of debts will be conducted in accordance with the liquidation results.

• ② Prior to the full execution of the improvement plan, the implementation status will be disclosed quarterly and reported to the Board of Directors each quarter for supervision, and the execution status will be presented at the shareholders’ meeting.

• ③ The Company has recognized the cumulative losses and impairment of receivables under the equity method. As a result, there is no material impact on the Company’s financial position or operations.

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IV. Matters Proposed for Ratification

1. Proposed by the Board

Proposal:

Ratification of 2024 Business Report and Financial Statements

Explanation:

The 2024 Business Report (please refer to page 11-13) and Financial Statements of SCPC (please refer to page 14-36) have been approved by the Board and examined by the Audit Committee of SCPC.

Resolution:

2. Proposed by the Board

Proposal:

Ratification of 2024 Profit Distribution Plan

Explanation:

Please refer to the 2024 PROFIT DISTRIBUTION TABLE below.

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Standard Chem. & Pharm. Co., Ltd. PROFIT DISTRIBUTION TABLE Year 2024

Year 2024
	(Unit: NT$)
Item	Amount
After-tax net profit	$ 880,499,726
Add: Adjusted Actuarial Gain	30,363,409
Add: Disposal of financial assets measured at fair value through other comprehensive income	6,418,582
Less: Legal reserve	(91,728,172)
Distributable profit from year 2024	$ 825,553,545
Undistributed earnings from previous period	1,828,260,610
Accumulated undistributed earnings	2,653,814,155
Less: Dividend to shareholders-cash (NT$2.8 per share) (2025/2/25 Board Resolution; Report on Shareholders’ meeting)	(500,349,049)
Undistributed earnings as of the end of the period	2,153,465,106

Note 1: Earning distribution for this year shall be based on the distributable profit from year 2024

Note 2: Actual cash dividend amount per share shall be calculated based on the stock register record shown on the distribution record date

Resolution:

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V. Matters Proposed for Discussion

1. Proposed by the Board Proposal:

Amendment to the “Articles of Incorporation”

Explanation:

To comply with the amendment to Article 14, Paragraph 6 of the Securities and Exchange Act, certain provisions of the Company’s Articles of Incorporation are proposed to be amended. Please refer to Attachment 3 on page 37-39 for the comparison table of the proposed amendments.

Resolution:

2. Proposed by the Board

Proposal:

Release of Directors from Non-Competition Restrictions

Explanation:

• (1) The proposal is conducted pursuant to the Article 209, paragraph 1 of the Company Act.

• (2) To meet operational needs, Director Tzu-Ting Fan may invest in or operate companies engaged in businesses similar or identical to that of the Company, and may serve as a director of such companies. Provided that the Company’s interests are not compromised, it is proposed to release him from the non-competition restrictions.

• (3) The Director’s business activities are listed as follow:

Title	name	Other business and Title
Director	Tzu-Ting,Fan	 Chairman of the Medical and Pharmaceutical IndustryTechnologyand Development Center

Resolution:

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VI.Extempore Motions

VII.Adjournments

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Attachments

Attachment 1:

Standard Chem. & Pharm. Co., Ltd. 2024 Business Report

1. Company Business Direction

Standard Chem. and Pharm. Co., Ltd. (SCPC) has focused its operations on the development and manufacturing of pharmaceuticals. Through vertical integration of its corporate group and development of niche and brand differentiated specialty products, SCPC seeks to build a global marketing network. To establish itself as a world-class pharmaceutical manufacturer, SCPC strives to expand its presence in the United States, Japan, China, and Southeast Asian markets. SCPC’s principal objectives for the year 2023 were:

• (1) Continue to expand R&D investments

• (2) Develop core technologies

• (3) Actively expand international operations

• (4) Strengthen internal management

• Implementation Overview

Throughout 2024, SCPC continued to invest in drug development, and the R&D expenses for the year was NT$180 million, which was about 6% of total revenue. To expand international business, besides markets in Japan, China, and Southeast Asian countries, SCPC has submitted ANDAs to the US-FDA, bringing our generic formulations to the next stage of the international pharmaceutical market. Strengthening of internal management and operations was evident in proposal improvement, cost reductions, and process improvements of various ongoing projects.

1. Results of Business Plan Implementation

SCPC’s Net Sales for 2024 were NT$3.2billion, which was a 7.9% increase over 2023. Sales from pharmaceuticals for human-use (NT$3.0 billion) represented the largest contribution to overall Net Sales at 95.9%. Sales of healthy food (NT$127 million) contributed 3.9% overall. Other products, including veterinarian pharmaceuticals, had sales of NT$6 million contributing 0.2% overall.

Gross profit for the year increased by approximately 7.4% compared to the previous year, primarily due to the growth in revenue. Operating expenses increased by approximately 2.0% year over year, resulting in an increase in

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operating profit of approximately 14.2% compared to the previous year.

Non-operating income and expenses decreased by approximately 7.6% compared to the previous year, primarily due to a decline in recognized gains from long-term equity investments and a decrease in interest income from bank deposits.

In summation of the above, Net Income After Tax (NIAT) for 2024 was NT$881 million; representing a 5.5% increase over NIAT of 2023.

1. Operation Summary

Unit: NTD thousand

Operation Summary	Unit: NTD thousand
Items	Amount
Net Sales	3,225,953
Gross Profit	1,602,667
Income from Operations	751,976
Non-operating Income/Expenses	310,520
Income Before Income Tax	1,062,496
Net Income	880,501
Basic Earnings per shares (NTD)	4.93

1. Budget Implementation

Unit: NTD thousand

Items	2024 Budget	2024 Actual	Achievement%
Net sales	3,172,045	3,225,953	101.7
Costs	1,587,005	1,623,286	102.3
Gross Profit	1,585,040	1,602,667	101.1
Operating exp.	807,851	850,691	105.3
Income from Operations	777,189	751,976	96.8
Pre-tax income	1,094,398	1,062,496	97.1

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1. Profitability Analysis

ProfitabilityAnalysis
Items	Ratio(%)
Return on Total Assets	13.04
Return on Shareholders’ Equity	15.72
Operatingincome/paid-in capital ratio	42.08
Gain before tax/paid-in capital ratio	59.46
Net Margin	27.29
Basic Earnings per share (NTD)	4.93

1. Research and Development

SCPC’s R&D expenses for 2024 were NT$180 million. Most of SCPC’s research techniques were self-developed, and all of SCPC’s new products, including both domestic and international development, were applied for drug licenses. Development results are listed below:

• (1) Domestic pharmaceutical preparations: 4 applications were submitted and 3 certificates were approved.

• (2) International pharmaceutical preparations: 7 applications were submitted and 13 certificates were approved.

• (3) Food: 0 applications were submitted and 0 certificates were approved.

• (4) New pharmaceutical products: 6 new products were launched.

• (5) BA/BE studies: 5 applications were submitted and 4 applications received passing result.

SCPC continues its commitment to investment in R&D for new product development.

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Attachment 2:

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE To the Board of Directors and Shareholders of STANDARD CHEM. & PHARM. CO., LTD.

Opinion

We have audited the accompanying parent company only balance sheets of STANDARD CHEM. & PHARM. CO., LTD. (the “Company”) as of December 31, 2024 and 2023, 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 material accounting policies.

In our opinion, based on our audits and the reports of other auditors (refer to Other matter section), the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, 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 Financial Statement Audit and Attestation Engagements of 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 statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant 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 judgment, were of most significance in our audit of the Company’s 2024 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 matter of the Company’s 2024 parent company only financial statements is as follows:

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Existence of domestic sales revenue from human medicines

Description

Refer to Note 4(27) for accounting policies on revenue recognition. Revenue is recognised when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products.

The Company is primarily engaged in the manufacturing and sales of human medicines. The Company’s sales is mainly domestic-based and its customers are numerous, including hospitals, clinics and pharmacies all over the country. Since the sales transactions are numerous and would require a longer period for verification, we considered the existence of domestic sales revenue from human medicines a key audit matter.

How our audit addressed the matter

We performed the following key audit procedures for the above matter:

1. Assessed the consistency and effectiveness of internal control relevant to sales revenue recognition.

2. Assessed basic information of the major customers, including the details of the chairman and major shareholders, registered address, principal place of business, capital and main business activities, etc.

3. Selected samples of sales transactions and checked against related supporting documentation, including unit prices, quantities, reasonableness of sales allowance recognition, waybill and subsequent cash collection.

Other matter – Reference to the audits of other auditors

We did not audit the financial statements of the investments accounted for under equity method which were audited by other auditors. Therefore, our opinion expressed herein, insofar as it relates to the amounts included in respect of these associates, is based solely on the reports of the other auditors. The balance of these investments accounted for under equity method amounted to $389,749 thousand and $243,423 thousand, constituting 5.67% and 3.64% of total assets as of December 31, 2024 and 2023, respectively, and the share of comprehensive income of subsidiaries, associates and joint ventures accounted for under equity method amounted to ($6,775) thousand and $4,639 thousand, constituting (0.67%) and 0.47% of total comprehensive income for the years then ended, respectively.

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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 audit committee, are responsible for overseeing the Company’s financial reporting process.

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

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud

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

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

1. Identify and assess the risks of material misstatement of the 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

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error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

1. 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.

2. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

3. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

4. 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.

5. 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.

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 parent company only

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financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Independent Accountants

Tien, Chung-Yu Yeh, Fang-Ting

PricewaterhouseCoopers, Taiwan Republic of China February 25, 2025

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The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

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STANDARD CHEM. & PHARM. CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands Assets Notes Current assets 1100 Cash and cash equivalents 6(1) 1110 Financial assets at fair value through profit or loss - current 5(2) and 6(2) 1136 Financial assets at amortised cost - current 6(1) and 8 1150 Notes receivable, net 6(4), 7 and 12 1170 Accounts receivable, net 6(4), 7 and 12 1200 Other receivables 7 130X Inventories 5(2) and 6(5) 1410 Prepayments 7 1479 Other current assets 11XX Total current assets Non-current assets 1510 Financial assets at fair value through profit or loss - non-current 5(2) and 6(2) 1517 Financial assets at fair value through other comprehensive income - non-current 5(2) and 6(3) 1550 Investments accounted for under equity method 6(6) and 7 1600 Property, plant and equipment 6(7) and 7 1755 Right-of-use assets 6(8) and 7 1760 Investment property, net 6(9) 1780 Intangible assets 6(10) 1840 Deferred income tax assets 6(24) 1915 Prepayments for equipment 6(7) 1920 Guarantee deposits paid 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets	of New Taiwan dollars) December 31, 2024 AMOUNT % $ 300,865 5 1,083 - 8,000 - 91,597 1 622,288 9 13,573 - 755,691 11 59,733 1 2,474 - 1,855,304 27 7,643 - 483,025 7 3,132,078 46 1,068,122 16 8,684 - 62,558 1 2,567 - 76,632 1 142,844 2 22,249 - 8,975 - 5,015,377 73 $ 6,870,681 100	December 31, 2023	December 31, 2023
	AMOUNT $ 300,865 1,083 8,000 91,597 622,288 13,573 755,691 59,733 2,474 1,855,304 7,643 483,025 3,132,078 1,068,122 8,684 62,558 2,567 76,632 142,844 22,249 8,975 5,015,377 $ 6,870,681	AMOUNT $ 715,774 - 8,000 109,055 578,405 11,314 704,154 48,900 4,231 2,179,833 11,604 343,837 2,930,322 994,618 12,976 62,773 4,160 82,778 12,012 38,291 6,619 4,499,990 $ 6,679,823	%
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 1150 Notes receivable, net 1170 Accounts receivable, net 1200 Other receivables 130X Inventories 1410 Prepayments 1479 Other current assets 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 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1915 Prepayments for equipment 1920 Guarantee deposits paid 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets			11 - - 2 9 - 10 1 -
			33
			- 5 44 15 - 1 - 1 - 1 -
			67
			100

(Continued)

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STANDARD CHEM. & PHARM. CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars) December 31, 2024 Liabilities and Equity Notes AMOUNT % Current liabilities 2100 Short-term borrowings 6(11) $ 110,000 2 2130 Contract liabilities - current 6(17) 43,587 1 2150 Notes payable 153,311 2 2170 Accounts payable 7 131,634 2 2200 Other payables 262,150 4 2230 Current income tax liabilities 6(24) 106,239 1 2280 Lease liabilities - current 6(8) and 7 5,030 - 2310 Receipts in advance 320 - 21XX Total current liabilities 812,271 12 Non-current liabilities 2570 Deferred income tax liabilities 6(24) 62,900 1 2580 Lease liabilities - non-current 6(8) and 7 3,811 - 2640 Net defined benefit liabilities - non-current 6(12) 76,632 1 2645 Guarantee deposits received 8,535 - 2670 Other non-current liabilities 6(6) 1,517 - 25XX Total non-current liabilities 153,395 2 2XXX Total liabilities 965,666 14 Equity Share capital 3110 Common stock 6(13) 1,786,961 26 3200 Capital surplus 6(6)(14) 300,128 4 Retained earnings 6(3)(6)(15)(16) 3310 Legal reserve 964,252 14 3320 Special reserve - - 3350 Unappropriated retained earnings 2,745,543 40 3400 Other equity interest 6(3)(6)(16) 108,131 2 3XXX Total equity 5,905,015 86 Significant contingent liabilities and unrecognised contract commitments 9 3X2X Total liabilities and equity $ 6,870,681 100	December 31, 2023	December 31, 2023
	AMOUNT $ 460,000 34,899 134,316 166,760 252,697 108,521 5,290 619 1,163,102 61,992 7,923 139,057 8,733 - 217,705 1,380,807 1,786,961 223,886 878,245 115,935 2,280,812 13,177 5,299,016 $ 6,679,823	%
Current liabilities 2100 Short-term borrowings 2130 Contract liabilities - current 2150 Notes payable 2170 Accounts payable 2200 Other payables 2230 Current income tax liabilities 2280 Lease liabilities - current 2310 Receipts in advance 21XX Total current liabilities Non-current liabilities 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2640 Net defined benefit liabilities - non-current 2645 Guarantee deposits received 2670 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity Share capital 3110 Common stock 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings 3400 Other equity interest 3XXX Total equity Significant contingent liabilities and unrecognised contract commitments 3X2X Total liabilities and equity		7 1 2 2 4 2 - -
		18
		1 - 2 - -
		3
		21
		27 3 13 2 34 -
		79
		100

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STANDARD CHEM. & PHARM. CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (Expressed in thousands of New Taiwan dollars, except for earnings per share amounts)

Items

Year ended December 31 2024 2023 Notes AMOUNT % AMOUNT % 6(17) and 7 $ 3,225,953 100 $ 2,989,635 100 6(5)(8)(10)(12)(22)(2 3) and 7 ( 1,623,286 ) ( 50) ( 1,497,249 ) ( 50) 1,602,667 50 1,492,386 50 6(8)(10)(12)(22)(23) and 7 ( 482,987 ) ( 15) ( 458,440 ) ( 16) ( 183,739 ) ( 6) ( 186,240 ) ( 6) ( 179,635 ) ( 6) ( 189,105 ) ( 6) 12 ( 4,330 ) - ( 281 ) - ( 850,691 ) ( 27) ( 834,066 ) ( 28) 751,976 23 658,320 22 6(18) 11,352 - 31,593 1 6(3)(9)(19) and 7 86,059 3 105,492 3 6(2)(20), 7 and 12 38,780 1 7,613 - 6(7)(8)(21) and 7 ( 3,418 ) - ( 10,900 ) - 6(6) 177,747 6 202,268 7 310,520 10 336,066 11 1,062,496 33 994,386 33 6(24) ( 181,995 ) ( 6) ( 159,500 ) ( 5) $ 880,501 27 $ 834,886 28 6(12) $ 38,791 1 $ 2,895 - 6(3)(16) 88,637 3 152,452 5 6(6)(16) 124 - 495 - 6(24) ( 7,758 ) - ( 578 ) - 6(6)(16) 11,065 - ( 970 ) - 6(6)(16) 876 - - - $ 131,735 4 $ 154,294 5 $ 1,012,236 31 $ 989,180 33 6(25) $ 4.93 $ 4.67 $ 4.92 $ 4.67

4000 Operating revenue 5000 Operating costs 5900 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Expected credit loss 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7070 Share of profit or loss of subsidiaries, associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year Other comprehensive income (loss) Components of other comprehensive income (loss) that will not be reclassified to profit or loss 8311 Remeasurement of defined benefit plans 8316 Unrealised gain on valuation of investments in equity instruments measured at fair value through other comprehensive income 8330 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for under equitymethod - will not be reclassified to profit or loss 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income (loss) that will be reclassified to profit or loss 8361 Financial statesments translation differences of foreign operations 8380 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for under equity method - will be reclassified to profit or loss 8300 Total other comprehensive income for the year 8500 Total comprehensive income for the year Earnings per share (in dollars) 9750 Basic 9850 Diluted

~21~

STANDARD CHEM. & PHARM. CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

For the year ended December 31, 2023 Balance at January 1, 2023 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income (loss) for the year Change in net equity of associates and joint ventures accounted for under equity method Overdue cash dividends payable Disposal of financial assets at fair value through othe comprehensive income Distribution of 2022 earnings: Legal reserve Special reserve Cash dividends Balance at December 31, 2023 For the year ended December 31, 2024 Balance at January 1, 2024 Profit for the year Other comprehensive income for the year Total comprehensive income for the year Change in net equity of associates and joint ventures accounted for under equity method Overdue cash dividends payable Disposal of financial assets at fair value through othe comprehensive income Distribution of 2023 earnings: Legal reserve Special reserve Cash dividends Balance at December 31, 2024	Notes		Common stock			Capital Surplus	Capital Surplus	Capital Surplus	Capital Surplus						Retained Earnings	Retained Earnings		Other Equity Interest	Other Equity Interest		Total equity
					Additional paid-in capital	Difference between the price for acquisition or disposal of subsidiaries and carrying amount			Change in net equity of associates and joint ventures accounted for under equity method		Others	Legal reserve			Special reserve		Unappropriated retained earnings	Financial statements translation differences of foreign operations	Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income
	6(16) 6(6)(14) 6(14) r 6(3)(16) 6(15) 6(15) 6(16) 6(6)(14) 6(14) r 6(3)(16) 6(15) 6(15)		$ 1,786,961 - - - - - - - - - $ 1,786,961 $ 1,786,961 - - - - - - - - - $ 1,786,961		$ 152,088 - - - - - - - - - $ 152,088 $ 152,088 - - - - - - - - - $ 152,088		$ 60,898 - - - - - - - - - $ 60,898 $ 60,898 - - - - - - - - - $ 60,898		$ 7,085 - - - 3,281 - - - - - $ 10,366 $ 10,366 - - - 76,170 - - - - - $ 86,536		$ 413 - - - - 121 - - - - $ 534 $ 534 - - - - 72 - - - - $ 606		$ 793,498 - - - - - - 84,747 - - $ 878,245 $ 878,245 - - - - - - 86,007 - - $ 964,252	$ 110,329 - - - - - - - 5,606 - $ 115,935 $ 115,935 - - - - - - - ( 115,935 ) - $ -		$ 1,957,837 834,886 2,717 837,603 - - 22,465 ( 84,747 ) ( 5,606 ) ( 446,740 ) $ 2,280,812 $ 2,280,812 880,501 30,363 910,864 - - 6,418 ( 86,007 ) 115,935 ( 482,479 ) $ 2,745,543		($ 6,482 ) - ( 970 ) ( 970 ) - - - - - - ($ 7,452 ) ($ 7,452 ) - 11,941 11,941 - - - - - - $ 4,489	($ 109,453 ) - 152,547 152,547 - - ( 22,465 ) - - - $ 20,629 $ 20,629 - 89,431 89,431 - - ( 6,418 ) - - - $ 103,642	$ 4,753,174 834,886 154,294 989,180 3,281 121 - - - ( 446,740 ) $ 5,299,016 $ 5,299,016 880,501 131,735 1,012,236 76,170 72 - - - ( 482,479 ) $ 5,905,015

~22~

STANDARD CHEM. & PHARM. CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Net loss (gain) on financial assets at fair value through profit or loss Expected credit loss (Reversal of allowance) provision for inventory market price decline Share of profit of subsidiaries, associates and joint ventures accounted for under equity method Property, plant and equipment transferred to expense Depreciation Net loss on disposal of property, plant and equipment Amortisation Dividend income Interest income Interest expense Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss Notes receivable Accounts receivable Other receivables Inventories Prepayments Other current assets Changes in operating liabilities Contract liabilities - current Notes payable Accounts payable Other payables Receipts in advance Net defined benefit liabilities - non-current Cash inflow generated from operations Dividends received Interest received Interest paid Income tax paid Net cash flows from operating activities

Year ended December31, Notes 2024 2023 $ 1,062,496 $ 994,386 6(2)(20) 1,702 ( 1,043 ) 12 4,330 281 6(5) ( 3,407 ) 3,760 6(6) ( 177,747 ) ( 202,268 ) 6(7) - 2,134 6(7)(8)(9) 111,382 102,116 6(20) 2 - 6(22) 8,743 7,815 6(19) ( 11,603 ) ( 10,034 ) 6(18) ( 11,352 ) ( 31,593 ) 6(21) 3,418 10,900 1,176 - 17,368 ( 8,644 ) ( 48,123 ) ( 44,991 ) ( 5,060 ) 61,032 ( 48,130 ) ( 145,516 ) ( 10,833 ) ( 7,319 ) 1,757 20,742 8,688 ( 531 ) 10,239 ( 3,650 ) ( 35,126 ) 24,021 11,293 15,061 ( 299 ) ( 323 ) ( 23,634 ) ( 5,818 ) 867,280 780,518 133,296 111,317 14,153 31,537 ( 3,680 ) ( 11,077 ) ( 184,981 ) ( 141,473 ) 826,068 770,822

( Continued )

~23~

STANDARD CHEM. & PHARM. CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES Increase in financial assets at amortised cost - current Acquisition of financial assets at fair value through other comprehensive income - non-current Proceeds from disposal of financial assets at fair value through other comprehensive income - non-current Acquisition of investments accounted for under equity method Cash paid for acquisition of property, plant and equipment Interest paid for acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Increase in prepayments for equipment Decrease (increase) in guarantee deposits paid 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 Payments of lease liabilities (Decrease) increase in guarantee deposit received Overdue cash dividends payable Payments of cash dividends 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

Year ended December31, Notes 2024 2023 $ - ($ 8,000 ) ( 63,055 ) ( 18,983 ) 6(3) 12,504 75,964 6(6)(26) ( 55,928 ) - 6(26) ( 159,436 ) ( 69,060 ) 6(7)(21)(26) ( 2,338 ) ( 374 ) 13,313 - 6(10) ( 647 ) ( 817 ) ( 153,940 ) ( 19,999 ) 16,042 ( 12,606 ) ( 8,859 ) ( 5,884 ) ( 402,344 ) ( 59,759 ) 6(27) 660,000 460,000 6(27) ( 1,010,000 ) ( 870,000 ) 6(27) ( 6,006 ) ( 5,390 ) 6(27) ( 198 ) 8,533 6(14) 50 56 6(15) ( 482,479 ) ( 446,740 ) ( 838,633 ) ( 853,541 ) ( 414,909 ) ( 142,478 ) 6(1) 715,774 858,252 6(1) $ 300,865 $ 715,774

~24~

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE To the Board of Directors and Shareholders of STANDARD CHEM. & PHARM. CO., LTD.

Opinion

We have audited the accompanying consolidated balance sheets of STANDARD CHEM. & PHARM. CO., LTD. and its subsidiaries (collectively referred herein as the “Group”) as of December 31, 2024 and 2023, 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 material accounting policies.

In our opinion, based on our audits and reports of other auditors (refer to Other matter section), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2024 and 2023, 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 Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in accordance with the 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 judgment, were of most significance in our audit of the Group’s 2024 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial

~25~

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

Key audit matter of the Group’s 2024 consolidated financial statements is stated as follows:

Existence of domestic sales revenue from human medicines and dietary supplements

Description

Refer to Note 4(27) for accounting policies on revenue recognition. Revenue is recognised when control of the products has transferred, being when the products are delivered to the customer, the customer has full discretion over the channel and price to sell the products, and there is no unfulfilled obligation that could affect the customer’s acceptance of the products.

The Group is primarily engaged in the manufacturing and sales of human medicines and dietary supplements. The Group’s sales is mainly domestic-based and its customers are numerous, including hospitals, clinics, pharmacies, food and drug administrations all over the country. Since the sales transactions are numerous and would require a longer period for verification, we considered the existence of domestic sales revenue from human medicines and dietary supplements a key audit matter.

How our audit addressed the matter

We performed the following key audit procedures for the above matter:

1. Assessed the consistency and effectiveness of internal control relevant to sales revenue recognition.

2. Assessed basic information of the major customers, including the details of the chairman and major shareholders, registered address, principal place of business, capital and main business activities, etc.

3. Selected samples of sales transactions and checked against related supporting documentation, including unit prices, quantities, reasonableness of sales allowance recognition, waybill and subsequent cash collection.

Other matter – Reference to the audits of other auditors

We did not audit the financial statements of certain investments accounted for under equity

m e t ho d w hi ch we re a u di t ed b y o t he r a ud i t o rs. The re fo re, ou r op i ni o n ex p res se d herein, insofar as it relates to the amounts included in respect of these associates, is based solely on the reports of the other auditors. The balance of these investments

~26~

accounted for under equity method amounted to $389,749 thousand and $243,423 thousand, constituting 3.49% and 2.18% of the consolidated total assets as of December 31, 2024 and 2023, respectively, and the share of comprehensive income of associates and joint ventures accounted for under equity method amounted to ($6,775) thousand and $4,639 thousand, constituting (0.47%) and 0.35% of the consolidated total comprehensive income for the years then ended, respectively.

Other matter – Parent company only financial reports

We have audited and expressed an unmodified opinion with other matter paragraph on the parent company only financial statements of STANDARD CHEM. & PHARM. CO., LTD. as of and for the years ended December 31, 2024 and 2023.

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 audit committee, are responsible for overseeing the Group’s financial reporting process.

Auditors’ responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always

~27~

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 judgment and professional skepticism throughout the audit. We also:

1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.

5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

6. Obtain sufficient 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,

~28~

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 auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Independent Accountants

Tien, Chung-Yu Yeh, Fang-Ting

PricewaterhouseCoopers, Taiwan Republic of China. February 25, 2025

---

The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

~29~

STANDARD CHEM. & PHARM. CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan Dollars) December 31, 2024 Assets Notes AMOUNT % Current assets 1100 Cash and cash equivalents 6(1) $ 1,520,128 14 1110 Financial assets at fair value through profit or loss - current 5(2) and 6(2) 157,360 2 1136 Financial assets at amortised cost - current 6(1) and 8 134,500 1 1150 Notes receivable, net 6(4), 7 and 12 283,688 3 1170 Accounts receivable, net 6(4), 7 and 12 1,039,155 9 1200 Other receivables 6(5) and 7 16,567 - 1220 Current income tax assets 6(27) 720 - 130X Inventory 5(2), 6(6)(8) 1,720,381 15 1410 Prepayments 126,905 1 1479 Other current assets 2,488 - 11XX Total current assets 5,001,892 45 Non-current assets 1510 Financial assets at fair value through profit or loss - non-current 5(2) and 6(2) 11,267 - 1517 Financial assets at fair value through other comprehensive income - non-current 5(2) and 6(3) 508,242 5 1550 Investments accounted for under equity method 6(7) and 7 688,452 6 1600 Property, plant and equipment 6(8) and 8 4,128,811 37 1755 Right-of-use assets 6(9) and 7 260,641 2 1780 Intangible assets 6(10)(11) 207,731 2 1840 Deferred income tax assets 6(27) 132,264 1 1915 Prepayments for equipment 6(8) 159,487 2 1920 Guarantee deposits paid 28,783 - 1990 Other non-current assets 6(15) 47,975 - 15XX Total non-current assets 6,173,653 55 1XXX Total assets $ 11,175,545 100	December 31, 2023	December 31, 2023
	AMOUNT $ 2,036,743 178,290 60,500 286,544 976,208 155,671 172 1,614,976 103,089 5,563 5,417,756 16,605 347,098 604,029 4,021,526 279,041 214,538 141,311 58,889 44,818 43,113 5,770,968 $ 11,188,724	%
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 1150 Notes receivable, net 1170 Accounts receivable, net 1200 Other receivables 1220 Current income tax assets 130X Inventory 1410 Prepayments 1479 Other current assets 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 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 1915 Prepayments for equipment 1920 Guarantee deposits paid 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets		18 2 - 3 9 1 - 14 1 -
		48
		- 3 6 36 3 2 1 1 - -
		52
		100

(Continued)

~30~

STANDARD CHEM. & PHARM. CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan Dollars)

Liabilities and Equity	Notes 6(12) and 8 6(20) 7 7 6(13) and 7 6(27) 6(9) and 7 6(14) and 8 6(20) 6(14) and 8 6(27) 6(9) and 7 6(15) 6(16) 6(7)(17) 6(3)(18)(19) 6(3)(7)(19) 4(3) 9	December 31, 2024 AMOUNT % $ 110,000 1 94,986 1 360,766 3 242,304 2 573,375 5 195,817 2 23,754 - 583 - 59,027 1 320 - 1,660,932 15 163,946 1 85,494 1 203,701 2 76,632 1 8,772 - 538,545 5 2,199,477 20 1,786,961 16 300,128 2 964,252 9 - - 2,745,543 25 108,131 1 5,905,015 53 3,071,053 27 8,976,068 80 $ 11,175,545 100	December 31, 2023	December 31, 2023
		AMOUNT $ 110,000 94,986 360,766 242,304 573,375 195,817 23,754 583 59,027 320 1,660,932 163,946 85,494 203,701 76,632 8,772 538,545 2,199,477 1,786,961 300,128 964,252 - 2,745,543 108,131 5,905,015 3,071,053 8,976,068 $ 11,175,545	AMOUNT $ 800,000 83,210 373,840 269,148 525,591 235,192 24,166 706 59,027 - 2,370,880 222,973 84,268 221,720 139,247 12,299 680,507 3,051,387 1,786,961 223,886 878,245 115,935 2,280,812 13,177 5,299,016 2,838,321 8,137,337 $ 11,188,724	%
Current liabilities 2100 Short-term borrowings 2130 Contract liabilities - current 2150 Notes payable 2170 Accounts payable 2200 Other payables 2230 Current income tax liabilities 2280 Lease liabilities - current 2310 Receipts in advance 2320 Long-term liabilities, current portion 2365 Refund liabilities - current 21XX Total current liabilities Non-current liabilities 2540 Long-term borrowings 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2640 Net defined benefit liabilities - non-current 2645 Guarantee deposits received 25XX Total non-current liabilities 2XXX Total liabilities Equity attributable to owners of parent Share capital 3110 Common stock 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings 3400 Other equity interest 31XX Equity attributable to owners of the parent 36XX Non-controlling interest 3XXX Total equity Significant contingent liabilities and unrecognised contract commitments 3X2X Total liabilities and equity				7 1 3 2 5 2 - - 1 -
				21
				2 1 2 1 -
				6
				27
				16 2 8 1 20 -
				47
				26
				73
				100

~31~

STANDARD CHEM. & PHARM. CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023

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

Items

Year ended December 31 2024 2023 Notes AMOUNT % AMOUNT % 6(20) and 7 $ 6,789,223 100 $ 6,239,768 100 6(6)(9)(10)(15)(2 5)(26) and 7 ( 3,800,532) ( 56 ) ( 3,514,390) ( 56) 2,988,691 44 2,725,378 44 6(9)(10)(15)(25)( 26) and 7 ( 823,212) ( 12 ) ( 794,519) ( 13) ( 469,546) ( 7 ) ( 414,102) ( 7) ( 288,094) ( 4 ) ( 266,272) ( 4) 12 ( 11,523) - 9,067 - ( 1,592,375) ( 23 ) ( 1,465,826) ( 24) 1,396,316 21 1,259,552 20 6(21) 37,727 - 66,378 1 6(3)(5)(22) and 7 157,579 2 101,082 2 6(2)(23) and 12 62,165 1 ( 5,282) - 6(8)(9)(24) and 7( 15,069) - ( 25,419) ( 1) 6(7) ( 11,359) - 41,556 1 231,043 3 178,315 3 1,627,359 24 1,437,867 23 6(27) ( 333,049) ( 5 ) ( 279,938) ( 4) $ 1,294,310 19$ 1,157,929 19

4000 Operating revenue 5000 Operating costs 5900 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Expected credit (losses) gains 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of (loss) profit of associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year

(Continued)

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STANDARD CHEM. & PHARM. CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars, except for earnings per share amounts) Year ended December 31

Items	2024 Notes AMOUNT 6(15) $ 41,214 6(3) 90,593 6(7) ( 735 ) 6(27) ( 8,243 ) 12,155 6(7)(19) 191 $ 135,175 $ 1,429,485 $ 880,501 413,809 $ 1,294,310 $ 1,012,236 417,249 $ 1,429,485 6(28) $ $	2024	2023 % AMOUNT 1 $ 4,325 1 152,547 - ( 40) - ( 889) - ( 773) - ( 106) 2 $ 155,064 21 $ 1,312,993 13 $ 834,886 6 323,043 19 $ 1,157,929 15 $ 989,180 6 323,813 21 $ 1,312,993 4.93 $ 4.92 $	2023
					%
Other comprehensive income (loss) Components of other comprehensive income (loss) that will not be reclassified to profit or loss 8311 Remeasurement of defined benefit plans 8316 Unrealised gain on valuation of investments in equity instruments measured at fair value through other comprehensive income 8320 Share of other comprehensive loss of associates and joint ventures accounted for under equity method - will not be reclassified to profit or loss 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income (loss) that will be reclassified to profit or loss 8361 Financial statements translation differences of foreign operations 8370 Share of other comprehensive income (loss) of associates and joint ventures accounted for under equity method - will be reclassified to profit or loss 8300 Total other comprehensive income for the year 8500 Total comprehensive income for the year Profit attributable to: 8610 Owners of the parent 8620 Non-controlling interest Total comprehensive income attributable to: 8710 Owners of the parent 8720 Non-controlling interest Earnings per share (in dollars) 9750 Basic 9850 Diluted					- 2 - - - -
					2
					21
					14 5
					19
					16 5
					21
					4.67
		$		$	4.67

~33~

STANDARD CHEM. & PHARM. CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

For the year ended December 31, 2023 Balance at January 1, 2023 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income (loss) for the year Change in net equity of associates and joint ventures accounted for under equity method Overdue cash dividends payable Disposal of financial assets at fair value through othe comprehensive income Distribution of 2022 earnings: Legal reserve Special reserve Cash dividends Change in non-controlling interest Balance at December 31, 2023 For the year ended December 31, 2024 Balance at January 1, 2024 Profit for the year Other comprehensive income for the year Total comprehensive income for the year Change in net equity of associates and joint ventures accounted for under equity method Overdue cash dividends payable Disposal of financial assets at fair value through othe comprehensive income Distribution of 2023 earnings: Legal reserve Special reserve Cash dividends Change in non-controlling interest Balance at December 31, 2024	Notes										Equity attr	ib	utable to owners of	t	he parent										Non-controlling interest		Total equity
			Common stock				Capital	Surplus							Retained Earnings			Other EquityInterest					Total
					Additional paid-in capital		Difference between the price for acquisition or disposal of subsidiaries and carrying amount	Change in net equity of associates and joint ventures accounted for under equity method			Others		Legal reserve		Special reserve		Unappropriated retained earnings	Financial statements translation differences of foreign operations		v	Unrealised gains (losses) from financial assets measured at fair alue through other comprehensive income
	6(19) 6(7)(17) 6(17) r 6(3)(19) 6(18) 6(18) 6(19) 6(7)(17) 6(17) r 6(3)(19) 6(18) 6(18)		$ 1,786,961 - - - - - - - - - - $ 1,786,961 $ 1,786,961 - - - - - - - - - - $ 1,786,961		$ 152,088 - - - - - - - - - - $ 152,088 $ 152,088 - - - - - - - - - - $ 152,088		$ 60,898 - - - - - - - - - - $ 60,898 $ 60,898 - - - - - - - - - - $ 60,898		$ 7,085 - - - 3,281 - - - - - - $ 10,366 $ 10,366 - - - 76,170 - - - - - - $ 86,536		$ 413 - - - - 121 - - - - - $ 534 $ 534 - - - - 72 - - - - - $ 606		$ 793,498 - - - - - - 84,747 - - - $ 878,245 $ 878,245 - - - - - - 86,007 - - - $ 964,252		$ 110,329 - - - - - - - 5,606 - - $ 115,935 $ 115,935 - - - - - - - ( 115,935) - - $ -		$ 1,957,837 834,886 2,717 837,603 - - 22,465 ( 84,747) ( 5,606) ( 446,740) - $ 2,280,812 $ 2,280,812 880,501 30,363 910,864 - - 6,418 ( 86,007) 115,935 ( 482,479) - $ 2,745,543		( $ 6,482) - ( 970) ( 970) - - - - - - - ( $ 7,452) ( $ 7,452) - 11,941 11,941 - - - - - - - $ 4,489		( $ 109,453) - 152,547 152,547 - - ( 22,465) - - - - $ 20,629 $ 20,629 - 89,431 89,431 - - ( 6,418) - - - - $ 103,642		$ 4,753,174 834,886 154,294 989,180 3,281 121 - - - ( 446,740) - $ 5,299,016 $ 5,299,016 880,501 131,735 1,012,236 76,170 72 - - - ( 482,479) - $ 5,905,015		$ 2,682,427 323,043 770 323,813 - 75 - - - - ( 167,994 ) $ 2,838,321 $ 2,838,321 413,809 3,440 417,249 - 23 - - - - ( 184,540 ) $ 3,071,053		$ 7,435,601 1,157,929 155,064 1,312,993 3,281 196 - - - ( 446,740) ( 167,994) $ 8,137,337 $ 8,137,337 1,294,310 135,175 1,429,485 76,170 95 - - - ( 482,479) ( 184,540) $ 8,976,068

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STANDARD CHEM. & PHARM. CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Net gain on financial assets at fair value through profit or loss Expected credit loss (gain) (Reversal of allowance) provision for inventory market price decline Share of loss (profit) of associates and joint ventures accounted for under equity method Loss on disposal of investments Depreciation Net loss on disposal of property, plant and equipment Property, plant and equipment transferred to expense Net gain on disposal of other non-current assets Amortisation Dividend income Interest income Interest expense Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss Notes receivable Accounts receivable Other receivables Inventories Prepayments Other current assets Other non-current assets Changes in operating liabilities Contract liabilities - current Notes payable Accounts payable Other payables Receipts in advance Refund liabilities - current Net defined benefit liabilities - non-current Cash inflow generated from operations Dividends received Interest received Interest paid Income tax paid Net cash flows from operating activities

Year ended December 31, Notes 2024 2023 $ 1,627,359 $ 1,437,867 6(2)(23) ( 178 ) ( 2,890 ) 12 11,523 ( 9,067 ) 6(6) ( 6,901 ) 24,879 6(7) 11,359 ( 41,556 ) 6(23) 846 - 6(8)(9)(25) 385,589 329,459 6(23) 5,472 1,048 6(8) 533 2,522 6(23) - ( 2,314 ) 6(25) 19,149 18,314 6(22) ( 12,751 ) ( 10,463 ) 6(21) ( 37,727 ) ( 66,378 ) 6(24) 15,069 25,419 26,446 ( 276 ) 2,665 ( 9,530 ) ( 74,279 ) 18,825 136,743 62,435 ( 105,612 ) ( 261,589 ) ( 23,816 ) ( 7,881 ) 3,075 23,552 ( 2,717 ) - 11,776 ( 787 ) 5,623 ( 49,036 ) ( 26,844 ) 40,636 49,737 32,966 ( 123 ) 39 320 - ( 21,401 ) ( 6,370 ) 2,000,935 1,549,824 40,395 28,463 40,088 64,873 ( 15,535 ) ( 25,523 ) ( 370,942 ) ( 281,114 ) 1,694,941 1,336,523

(Continued)

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STANDARD CHEM. & PHARM. CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES (Increase) decrease in financial assets at amortised cost - current Acquisition of financial assets at fair value through other comprehensive income - non-current Proceeds from disposal of financial assets at fair value through other comprehensive income - non-current Acquisition of investments accounted for under equity method Cash paid for acquisition of property, plant and equipment Interest paid for acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Increase in prepayments for equipment Decrease (increase) in guarantee deposits paid 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 Payments of lease liabilities Increase in long-term borrowings Decrease in long-term borrowings (Decrease) increase in guarantee deposit received Overdue cash dividends payable Payments of cash dividends Decrease in non-controlling interests Net cash flows used in financing activities Effects of foreign exchange Net 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 2024 2023 ($ 74,000 ) $ 103,010 ( 83,055 ) ( 18,983 ) 6(3) 12,504 75,964 6(7) ( 47,800 ) - 6(29) ( 410,813 ) ( 429,742 ) 6(8)(24)(29) ( 2,338 ) ( 374 ) 15,586 1,525 6(10) ( 5,469 ) ( 2,722 ) ( 183,326 ) ( 195,580 ) 16,035 ( 12,816 ) ( 9,016 ) ( 5,787 ) ( 771,692 ) ( 485,505 ) 6(30) 1,092,509 1,977,850 6(30) ( 1,782,509 ) ( 2,527,853 ) 6(30) ( 24,828 ) ( 23,474 ) 6(30) - 106,493 6(30) ( 59,027 ) ( 6,493 ) 6(30) ( 3,527 ) 11,888 6(17) 95 196 6(18) ( 482,479 ) ( 446,740 ) ( 184,540 ) ( 167,994 ) ( 1,444,306 ) ( 1,076,127 ) 4,442 2,471 ( 516,615 ) ( 222,638 ) 6(1) 2,036,743 2,259,381 6(1) $ 1,520,128 $ 2,036,743

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Attachment 3:

Standard Chem. & Pharm. Co., Ltd.

Comparison Table of the Articles of Incorporation Before and After Amendment

	Amendedprovisions	Currentprovisions	Remark
	Article 26: On the basis of the Company's profit for the year (i.e., income before taxation before the distribution of employee remuneration and directors' remuneration as described below), the Company shall distribute the remaining balance, if any, after making up its deficit in the following manner: 1. 1% to 10% of the remaining balance is allocated as employee remuneration, of which at least 60% shall be distributed to grassroots employees. 2. No more than 3% of the remaining balance is allocated as directors' remuneration. (Omitted)	Article 26: On the basis of the Company's profit for the year (i.e., income before taxation before the distribution of employee remuneration and directors' remuneration as described below), the Company shall distribute the remaining balance, if any, after making up its deficit in the following manner: 1. 1% to 10% of the remaining balance is allocated as employee remuneration. 2. No more than 3% of the remaining balance is allocated as directors' remuneration. (Omitted)	Amended in accordance with Article 14, Paragraph 6 of the Securities and Exchange Act.
	Article 30： These Operational Procedures were promulgated on Jun 8, 1967 Amended for first time on April 25, 1968 Amended for second time on March 30, 1970 Amended for third time on March 23, 1972 Amended for fourth time on November 30, 1980 Amended for fifth time on August 20, 1982 Amended for sixth time on October	Article 30： These Operational Procedures were promulgated on Jun 8, 1967 Amended for first time on April 25, 1968 Amended for second time on March 30, 1970 Amended for third time on March 23, 1972 Amended for fourth time on November 30, 1980 Amended for fifth time on August 20, 1982 Amended for sixth time on October	Newly Added Date of Amendment

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Amendedprovisions	Currentprovisions	Remark
21, 1983 Amended for seventh time on September 25, 1985 Amended for eighth time on November 23, 1987 Amended for ninth time on June 1, 1988 Amended for tenth time on September 20, 1989 Amended for eleventh time on October 5, 1990 Amended for twelfth time on October 19, 1991 Amended for thirteenth time on October 09, 1992 Amended for fourteenth time on March 05, 1993 Amended for fifteenth time on June 19, 1993 Amended for sixteenth time on June 06, 1994 Amended for seventeenth time on April 08, 1995 Amended for eighteenth time on May 28, 1996 Amended for nineteenth time on May 22, 1998 Amended for twentieth time on May 26, 2000 Amended for twenty-first time on May 26, 2000 Amended for twenty-second time on May 23, 2001 Amended for twenty-third time on May 29, 2002 Amended for twenty-fourth time on May30, 2006	21, 1983 Amended for seventh time on September 25, 1985 Amended for eighth time on November 23, 1987 Amended for ninth time on June 1, 1988 Amended for tenth time on September 20, 1989 Amended for eleventh time on October 5, 1990 Amended for twelfth time on October 19, 1991 Amended for thirteenth time on October 09, 1992 Amended for fourteenth time on March 05, 1993 Amended for fifteenth time on June 19, 1993 Amended for sixteenth time on June 06, 1994 Amended for seventeenth time on April 08, 1995 Amended for eighteenth time on May 28, 1996 Amended for nineteenth time on May 22, 1998 Amended for twentieth time on May 26, 2000 Amended for twenty-first time on May 26, 2000 Amended for twenty-second time on May 23, 2001 Amended for twenty-third time on May 29, 2002 Amended for twenty-fourth time on May30, 2006

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	Amendedprovisions	Currentprovisions	Remark
	Amended for twenty-fifth time on June 18, 2008 Amended for twenty-sixth time on June 9, 2009 Amended for twenty-seventh time on June 9, 2010 Amended for twenty-eighth time on June 15, 2011 Amended for twenty-ninth on June 6, 2012 Amended for thirtieth on June 18, 2013 Amended for thirty-first time on June 17, 2014 Amended for thirty-second time on June 17,2016 Amended for thirty-third time on June 19, 2019 Amended for thirty-fourth time on June 17, 2020 Amended for thirty-fifth on August 24, 2021 Amended for thirty-sixth time on June 21, 2022 Amended for thirty-seventh time on May 29, 2025	Amended for twenty-fifth time on June 18, 2008 Amended for twenty-sixth time on June 9, 2009 Amended for twenty-seventh time on June 9, 2010 Amended for twenty-eighth time on June 15, 2011 Amended for twenty-ninth on June 6, 2012 Amended for thirtieth on June 18, 2013 Amended for thirty-first time on June 17, 2014 Amended for thirty-second time on June 17,2016 Amended for thirty-third time on June 19, 2019 Amended for thirty-fourth time on June 17, 2020 Amended for thirty-fifth on August 24, 2021 Amended for thirty-sixth time on June 21, 2022

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Appendices

Appendices 1

Articles of Incorporation of STANDARD CHEM. & PHARM.CO., LTD.

Chapter 1 General Provisions

• Article 1: The Company is organized according to the provisions of the Company Act and is named as "STANDARD CHEM. & PHARM. CO., LTD.

• Article 2: The Company engages in the following businesses:

• C110010 Beverage Manufacturing

• F102040 Wholesale of nonalcoholic Beverages

• C199990 Manufacture of Other Food Products Not Elsewhere Classified

• F102170 Wholesale of Foods and Groceries

• F203010 Retail sale of Food Products and Groceries

• C201010 Feed Manufacturing

• F103010 Wholesale of Animal Feeds

• F202010 Retail Sale of Feeds

• C801110 Fertilizer Manufacturing

• F107050 Wholesale of Fertilizer

• F207050 Retail Sale of Manure

• C802041 Drugs and Medicines Manufacturing

• F108021 Wholesale of Western Pharmaceutical

• F208021 Retail Sale of Western Pharmaceutical

• C802051 Chinese Medicine Manufacturing

• F108011 Wholesale of Traditional Chinese Medicine

• F208011 Retail Sale of Chinese Medicine 18. C802100 Cosmetics Manufacturing

• F108040 Wholesale of Cosmetics

• F208040 Retail Sale of Cosmetics 21. CE01010 General Instrument Manufacturing

• CF01011 Medical Materials and Equipment Manufacturing 23. F108031 Wholesale of Drugs, Medical Goods

• F208031 Retail sale of Medical Equipment

• C802060 Veterinary Drug Manufacturing

• F107070 Wholesale of Veterinary Drugs 27. F207070 Retail Sale of Veterinary Drugs

• F401010 International Trade

• H701040 Specific Area Development

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1. H701060 New Towns, New Community Development 31. I103060 Management Consulting

2. F399040 Retail Sale No Storefront

3. J701040 Recreational Activities Venue

4. J801030 Athletics and Recreational Sports Stadium

5. J802010 Sports Training

6. ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

7. Article 3: The Company is located in Tainan City and may, pursuant to a resolution adopted at the meeting of the Board of Directors, set up branch offices within or outside the territory of the Republic of China when deemed necessary.

8. Article 4: The Company may provide external guarantee for its business needs.

Chapter 2 Capital Stock

• Article 5: The total capital of the Company shall be in the amount of 2 billion NTD, divided into 200 million shares of 10 NTD each, which the Board of Directors is authorized to issue in installments in accordance with the law.

• Article 6: The Company's share certificates shall be in registered form, signed or sealed and numbered by the directors on behalf of the Company, and shall be issued upon certification by a bank authorized by law to act as a certifying officer for the issuance of share certificates.

• The shares issued by the Company may be printed jointly or without printing, and shall be registered or kept by a centralized securities depository.

• Article 7: The name transfer of shares shall cease within 60 days prior to the regular shareholders' meeting, within 30 days prior to the shareholders' meeting or within 5 days prior to the base date of the Company's decision to distribute dividends and bonuses or other benefits.

• Article 8: The Company's stock transactions are subject to the relevant regulations of the competent authorities.

Chapter 3 Shareholders’ Meeting

• Article 9: Shareholders meetings of the Company are of two kinds: (1) regular meeting and (2) special meeting. Regular meetings shall be convened at least once a year by the Board of Directors according to the law within six months after the close of each fiscal year. Special meetings shall be convened whenever necessary according to the laws and regulations.

• Article 10: Each shareholder shall be notified of the dates, places and reasons at least 30 days before the regular meeting and 15 days before the special meeting.

• Article 10-1: The Company's shareholders' meetings may be held by video conference or other forms as announced by the authorities of the Central Government.

• Article 11: In case a shareholder is unable to attend a shareholders' meeting for any reason, he/she may appoint a proxy to attend the meeting by presenting a document issued by the Company stating the scope of authority, with the shareholder's signature and seal on it. The authority to vote by proxy shall

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be governed by the Company Act and relevant laws and regulations.

• Article 12: Unless otherwise provided in the Company Act, the chairman of the shareholders' meeting shall be the president of the Company. In the absence of the president, his or her proxy shall be governed by the provisions of the Company Act; if the meeting is convened by someone other than the board of directors, it shall be governed by the provisions of the Company Act.

• Article 13: Each shareholder of the Company is entitled to one vote for each share held, with the exception of those who are not entitled to vote in accordance with Article 179 of the Company Act.

• Article 14:Unless otherwise provided for in the Company Act, a meeting of shareholders shall proceed only if attended by shareholders representing more than one-half of the total outstanding capital stock of the Company. Resolutions of a shareholders meeting shall be made at the meeting with the concurrence of a majority of the votes held by the shareholders present at the meeting.

• Article 15: The minutes of the shareholders' meeting shall be prepared, signed or sealed by the chairman, and distributed to the shareholders within 20 days after the meeting, and the preceding minutes shall be distributed by means of an announcement posted on the Market Observation Post System. The minutes of the meeting shall contain the year, month, date, place, the name of the chairman and the method of resolution, as well as the main points of the proceedings and the results thereof. The minutes shall be kept at the Company together with the signature book of the shareholders present and the proxy form for attendance.

Chapter 4 Directors and Audit Committee

• Article 16: The Company shall have five to nine directors, who shall be nominated by candidates and elected by the shareholders' meeting from a list of candidates for a term of three years, and shall be eligible for re-election.

• The total shareholding of all directors and supervisors shall be in accordance with the regulations of the competent securities authorities. In accordance with Article 14-2 of the Securities and Exchange Act, the number of independent directors of the Company shall not be less than three and shall not be less than one-fifth of the number of directorships. The professional qualifications, shareholdings, restrictions on part-time employment, nomination and election of independent directors and other matters to be followed shall be in accordance with the relevant regulations of the competent securities authorities.

• The Company has established an Audit Committee since the 19th Board of Directors, which is composed of independent directors, with at least three members, one of whom is the convener, and at least one of whom is specialized in accounting or finance.

The exercise of the Audit Committee's authority, organizational procedures and other matters to be followed shall be in accordance with relevant laws and regulations or the Company's regulations.

On the establishment date of the Audit Committee, the Supervisors shall be dismissed immediately and the relevant provisions of the Articles of Incorporation regarding the Supervisors shall cease to be effective

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immediately.

To enhance the function of decision-making and strengthen the management mechanism, the Company may establish various functional committees, and the organizational procedures of each committee shall be determined by the board of directors' meeting.

• Article 17: If a director's term expires without re-election, the director's executive duties will be extended until the re-election takes place.

• Article 18: The Directors shall constitute the Board of Directors and shall elect one Chairman (and one vice Chairman) of the Board from among themselves by a majority at a meeting attended by at least two-thirds of the Directors. The Chairman shall externally represent the Company. In the case of an emergency, the Board of Directors may be convened at any time, and notice of such convening may be given in writing, by E-Mail, or by electronic means such as facsimile.

• Article 19: If the number of directors' vacancies reaches one-third, the board of directors shall convene an interim meeting of shareholders within 60 days to hold a by-election, provided that the term of office of the directors to be elected shall be limited to fill the original term of office.

• Article 20: Unless otherwise provided in the Company Act, a resolution of the Board of Directors shall be made by a majority of the directors present with the consent of a majority of the directors present. If a director is unable to attend the meeting for any reason, the director may appoint a proxy to attend the meeting for another director by listing the scope of authority to convene the meeting, but limited to the extent that one person shall be appointed by one person.

• Article 21: The minutes of the board of directors' meetings shall be made, signed or sealed by the chairman, and distributed to the directors within 20 days after the meeting. The minutes shall record the main points of the proceedings and their results, and shall be kept in the Company together with the signature book of the attending directors and the proxy statement of attendance.

• Article 22: Remuneration shall be paid to the directors of the Company for the performance of their duties for the Company, regardless of the Company's profit or loss. The Board of Directors is authorized to determine their remuneration based on their participation in the Company's operations and the value of their contributions, in accordance with the general standards of the industry.

• Article 22-1: The Company shall provide liability insurance to the directors during their term of office to cover their liability under the law for the execution of their business, and the Board of Directors is authorized to make the determination of such insurance.

• Article 23: The Board of Directors is authorized to exercise discretion and flexibility in determining the amount of the Company's transferable investments, which are not subject to the Company Act restriction that the total amount of transferable investments shall not exceed 40% of the Company's paid-in capital.

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Chapter 5 Managerial Officials

• Article 24: The Company may appoint managerial officials, who shall be appointed and dismissed in accordance with the provisions of the Company Act, and who shall have the right to manage and sign the Company's affairs within the scope of the Company's Articles of Incorporation.

Chapter 6 Accounting

• Article 25: After the close of each fiscal year, a report on operations, financial statements and proposals concerning appropriation of net profits or making up losses shall be prepared by the Board of Directors, and shall be submitted to the regular meeting of shareholders for acceptance. 1.Business Report 2.Financial Statements 3.Proposals for appropriation of earnings or loss.

• Article 26: On the basis of the Company's profit for the year (i.e., income before taxation before the distribution of employee remuneration and directors' remuneration as described below), the Company shall distribute the remaining balance, if any, after making up its deficit in the following manner:

• 1% to 10% of the remaining balance is allocated as employee remuneration.

• No more than 3% of the remaining balance is allocated as directors' remuneration.

• Employee remuneration may be in the form of stock or cash, and may be granted to employees of the controlling or subordinate companies who satisfy certain criteria.

The aforementioned director's remuneration may be paid in cash only.

The distribution of employee remuneration and director's remuneration shall be reported to the board of directors by the remuneration committee, and shall be made by a resolution of the board of directors with at least two-thirds of the directors present and a majority of the directors present, and shall be reported to the shareholders' meeting.

• Article 26-1: Given the variable industrial environment in which the Company operates and the stable growth stage of its corporate life cycle, and considering the Company's future capital needs and long-term financial planning, as well as meeting shareholders' needs for cash inflows, the Company's annual earnings, if any, are distributed in the following order:

• To pay taxes and contributions

• To make up losses

• Set aside 10% of the earnings as legal reserve. However, if the legal reserve has reached the amount of paid-in capital, it shall not be used for this purpose

• Special reserve is provided or reversed in accordance with the law

• At least 10% of the accumulated undistributed earnings of the previous year shall be set aside as dividends to shareholders, of which no less than 20% shall be cash dividends; however, if the cash dividends are less than NT$0.50 per share, stock dividends may be paid instead by resolution of the shareholders' meeting.

• If the dividends mentioned above are paid in the form of new shares,

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they shall be distributed after a resolution is submitted to the shareholders' meeting.

The Company authorizes the Board of Directors, with the presence of at least two-thirds of the directors and the approval of a majority of the directors present, to distribute all or part of the dividends and bonuses, capital surplus or legal reserve in the form of cash and report to the shareholders' meeting.

Chapter 7 Supplementary Provisions

Article 27: The Articles of Incorporation and procedures of the Company shall be otherwise determined by the Board of Directors.

Article 28: In regard to all matters not provided for in these Articles of Incorporation, the Company Act and other regulations shall govern.

Article 29: The Articles of Incorporation shall be implemented after the resolution of the shareholders' meeting and the approval of the competent government office, and shall be the same in case of any changes.

Article 30: These Operational Procedures were promulgated on Jun 8, 1967 Amended for first time on April 25, 1968 Amended for second time on March 30, 1970 Amended for third time on March 23, 1972 Amended for fourth time on November 30, 1980 Amended for fifth time on August 20, 1982 Amended for sixth time on October 21, 1983 Amended for seventh time on September 25, 1985 Amended for eighth time on November 23, 1987 Amended for ninth time on June 1, 1988 Amended for tenth time on September 20, 1989 Amended for eleventh time on October 5, 1990 Amended for twelfth time on October 19, 1991 Amended for thirteenth time on October 09, 1992 Amended for fourteenth time on March 05, 1993 Amended for fifteenth time on June 19, 1993 Amended for sixteenth time on June 06, 1994 Amended for seventeenth time on April 08, 1995 Amended for eighteenth time on May 28, 1996 Amended for nineteenth time on May 22, 1998 Amended for twentieth time on May 26, 2000 Amended for twenty-first time on May 26, 2000 Amended for twenty-second time on May 23, 2001 Amended for twenty-third time on May 29, 2002 Amended for twenty-fourth time on May 30, 2006 Amended for twenty-fifth time on June 18, 2008 Amended for twenty-sixth time on June 9, 2009 Amended for twenty-seventh time on June 9, 2010 Amended for twenty-eighth time on June 15, 2011 Amended for twenty-ninth on June 6, 2012 Amended for thirtieth on June 18, 2013 Amended for thirty-first time on June 17, 2014 Amended for thirty-second time on June 17,2016

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Amended for thirty-third time on June 19, 2019 Amended for thirty-fourth time on June 17, 2020 Amended for thirty-fifth on August 24, 2021 Amended for thirty-sixth time on June 21, 2022

Standard Chem. & Pharm. Co., Ltd. Representative: Tzu-Ting, Fan

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Appendices 2

Standard Chem. & Pharm. Co., Ltd.

Rules of Procedure for Shareholders Meetings

• Article 1:The rules of procedures for the Company’s shareholders meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.

Article 2: Convening shareholders meetings and shareholders meeting notices

1. Unless otherwise provided by law or regulation, this Corporation's shareholders meetings shall be convened by the board of directors.

When a company holds a virtual shareholder meeting, it should be stipulated in the company's articles of association, except as otherwise provided in the Regulations Governing the Administration of Shareholder Services of Public Companies. A resolution for the virtual shareholder meeting must be passed by the board of directors, and it shall be executed only when it is agreed upon by two-thirds or more of the directors present and the majority of the attending directors, as required by the board of directors.

1. Changes to how this Corporation convenes its shareholders meeting shall be resolved by the board of directors, and shall be made no later than mailing of the shareholders meeting notice. This Corporation shall prepare electronic versions of the shareholders meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders meeting or before 15 days before the date of a special shareholders meeting. This Corporation shall prepare electronic versions of the shareholders meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the regular shareholders meeting or before 15 days before the date of the special shareholders meeting. In addition, before 15 days before the date of the shareholders meeting, this Corporation shall also have prepared the shareholders meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at this Corporation and the professional shareholder services agent designated thereby.

This Corporate shall make the meeting agenda and supplemental meeting materials in the preceding paragraph available to shareholders for review in the following manner on the date of the shareholders meeting:

a. For physical shareholders meetings, to be distributed on-site at the meeting.

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• b. For hybrid shareholders meetings, to be distributed on-site at the meeting and shared on the virtual meeting platform.

• c. For virtual-only shareholders meetings, electronic files shall be shared on the virtual meeting platform.

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

• Election or dismissal of directors , amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders meeting. None of the above matters may be raised by an extraordinary motion.

• Where re-election of all directors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.

• A shareholder holding one percent or more of the total number of issued shares may submit to this Corporation a proposal for discussion at a regular shareholders meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. When the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda. A shareholder may propose a recommendation for urging the corporation to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one item will be included in the meeting agenda.

7.

8.

Prior to the book closure date before a regular shareholders meeting is held, this Corporation shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the regular shareholders meeting and

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take part in discussion of the proposal.

1. Prior to the date for issuance of notice of a shareholders meeting, this Corporation shall inform the shareholders who submitted proposals of the proposal screening results, and shall list in the meeting notice the proposals that conform to the provisions of this article. At the shareholders meeting the board of directors shall explain the reasons for exclusion of any shareholder proposals not included in the agenda.

2. The venue for a shareholders meeting shall be the premises of this Corporation, 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.

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

Article 3: Shareholders'Attendance, Proxy, and Authorization.

1. When the government or a juristic person is a shareholder, it may be represented by more than one representative at a shareholders meeting. When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting.

2. For each shareholders meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by this Corporation and stating the scope of the proxy's authorization.

3. 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 this Corporation before five days before the date of the shareholders meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment.

4. After a proxy form has been delivered to this Corporation, if the shareholder intends to attend the meeting in person or to exercise voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to this Corporation before two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

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

6. In the event of a virtual shareholders meeting, shareholders wishing to attend the meeting online shall register with this Corporation two days before the meeting date.In the event of a virtual shareholders meeting, this Corporation shall upload the meeting agenda book,

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annual report and other meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

1. In the event of a virtual shareholders meeting, this Corporation shall upload the meeting agenda book, annual report and other meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

2. Article 3-1: Convening virtual shareholders meetings and particulars to be included in shareholders meeting notice

To convene a virtual shareholders meeting, this Corporation shall include the follow particulars in the shareholders meeting notice:

1. How shareholders attend the virtual meeting and exercise their rights.

2. Actions to be taken if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events, at least covering the following particulars:

3. a. To what time the meeting is postponed or from what time the meeting will resume if the above obstruction continues and cannot be removed, and the date to which the meeting is postponed or on which the meeting will resume.

4. b. Shareholders not having registered to attend the affected virtual shareholders meeting shall not attend the postponed or resumed session.

5. c. In case of a hybrid shareholders meeting, when the virtual meeting cannot be continued, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders meeting online, meets the minimum legal requirement for a shareholder meeting, then the shareholders meeting shall continue. The shares represented by shareholders attending the virtual meeting online shall be counted towards the total number of shares represented by shareholders present at the meeting, and the shareholders attending the virtual meeting online shall be deemed abstaining from voting on all proposals on meeting agenda of that shareholders meeting.

6. d. Actions to be taken if the outcome of all proposals have been announced and extraordinary motion has not been carried out.

7. To convene a virtual-only shareholders meeting, appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders meeting online shall be specified. Except for the circumstances specified in Article 44-9, paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, At least the shareholders should be provided with connection equipment and necessary assistance, and the period during which shareholders may apply

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to the company and other relevant matters to be noted should be stated.

Article 4: Shareholder attendance registration process

1. This Corporation shall specify in its shareholders meeting notices the time during which attendance registrations for shareholders, solicitors and proxies (collectively "shareholders") will be accepted, the place to register for attendance, and other matters for attention.

2. The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. For virtual shareholders meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed as attend the shareholders meeting in person.

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

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

5. This Corporation shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker's slips, voting slips, and other meeting materials. Where there is an election of directors or supervisors, pre-printed ballots shall also be furnished.

Article 5: Chairman and Attendees of the Shareholders' Meeting

1. If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the chairperson shall appoint one of the directors to act as chair. Where the chairperson does not make such a designation, the directors shall select from among themselves one person to serve as chair.

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

3. It is advisable that shareholders meetings convened by the board of directors be chaired

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by the chairperson of the board in person and attended by a majority of the directors, at least one supervisor in person, and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes.

4.

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.

• This Corporation may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders meeting in a non-voting capacity.

• When this Corporation convenes a virtual-only shareholders meeting, both the chair and secretary shall be in the same location, and the chair shall declare the address of their location when the meeting is called to order.

Article 6: Calculation of Shareholding for Attendance at Shareholders' Meeting

1. Attendance at shareholders meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus the number of shares whose voting rights are exercised by correspondence or electronically.

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

During this Corporation's virtual shareholders meeting, when the meeting is called to order, the total number of shares represented at the meeting shall be disclosed on the virtual meeting platform. The same shall apply whenever the total number of shares represented at the meeting and a new tally of votes is released during the meeting.

1. The chair shall call the meeting to order at the appointed meeting time and disclose information concerning the number of nonvoting shares and number of shares represented by shareholders attending the meeting.However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned. In the event

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of a virtual shareholders meeting, this Corporation shall also declare the meeting adjourned at the virtual meeting platform.

1. If the quorum is not met after two postponements as referred to in the preceding paragraph, 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; all shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within one month. In the event of a virtual shareholders meeting, shareholders intending to attend the meeting online shall re-register to this Corporation in accordance with Article 3.

2. When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders meeting pursuant to Article 174 of the Company Act.

Article 7: Documentation of a shareholders meeting by audio or video

1. This Corporation, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures.The recorded materials of the preceding paragraph shall be retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation. Where a shareholders meeting is held online, this Corporation shall keep records of shareholder registration, sign-in, check-in, questions raised, votes cast and results of votes counted by this Corporation, and continuously audio and video record, without interruption, the proceedings of the virtual meeting from beginning to end.

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

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

1. Staff handling administrative affairs of a shareholders meeting shall wear identification cards or arm bands.

2. The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor."

3. At the place of a shareholders meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by this Corporation, the chair may prevent the shareholder from so doing.

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1. When a shareholder violates the rules of procedure and defies the chair's correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to escort the shareholder from the meeting.

Article 8: Discussion of proposals

1. If a shareholders meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. Votes shall be cast on each separate proposal in the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting.

2. 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.

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

4. The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting.

Article 9: Shareholder speech

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

2. 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.

3. Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.

4. When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has

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the floor; the chair shall stop any violation.

1. 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.

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

3. Where a virtual shareholders meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The regulations in paragraphs 1 to 5 do not apply.

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

Article 10: Calculation of voting shares and recusal system

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

2. 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.

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

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

5. With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed three percent of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

Article 11: Voting, monitoring and vote counting

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

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1. When this Corporation holds a shareholder meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting.

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

After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders meeting in person or online, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to this Corporation, by the same means by which the voting rights were exercised, before two 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 correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders meeting, the voting rights exercised by the proxy in the meeting shall prevail.

1. Except as otherwise provided in the Company Act and in this Corporation's articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS.

5.

6.

When there is an amendment or an alternative to a proposal, the chair 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.

Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of this Corporation.

Vote counting for shareholders meeting proposals or elections shall be conducted in

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public at the place of the shareholders meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

1. The election of directors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by this Corporation, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected, and the names of directors not elected and number of votes they received.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

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

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

3. When this Corporation convenes a hybrid shareholders meeting, if shareholders who have registered to attend the meeting online in accordance with Article 3 decide to attend the physical shareholders meeting in person, they shall revoke their registration two days before the shareholders meeting in the same manner as they registered. If their registration is not revoked within the time limit, they may only attend the shareholders meeting online.

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

Article 12: Recess and resumption of a shareholders meeting

1. When a meeting is in progress, the chair may announce a break based on time considerations. If a force majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed.

2. 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

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shareholders meeting may adopt a resolution to resume the meeting at another venue.

1. A resolution may be adopted at a shareholders meeting to defer or resume the meeting within five days in accordance with Article 182 of the Company Act.

Article 13: Minutes of the meeting

1. Matters relating to the resolutions of a shareholders meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The production and distribution of meeting minutes can be announced through the MOPS.

2. The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors or supervisors. The minutes shall be retained for the duration of the existence of this Corporation.

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

4. When convening a virtual-only shareholder meeting, other than compliance with the requirements in the preceding paragraph, this Corporation shall specify in the meeting minutes alternative measures available to shareholders with difficulties in attending a virtual-only shareholders meeting online.

5. In the event of a virtual shareholders meeting, this Corporation shall disclose real-time results of votes and election immediately after the end of the voting session on the virtual meeting platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chair has announced the meeting adjourned.

Article 14: Public disclosure

If there are matters regarding resolutions of shareholders' meetings that involve significant information as prescribed by laws or regulatory authorities, this Corporation shall upload the content of such resolution to the MOPS within the prescribed time period.

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Article 15 ： Handling of disconnection

1. In the event of a virtual shareholders meeting, this Corporation may offer a simple connection test to shareholders prior to the meeting, and provide relevant real-time services before and during the meeting to help resolve communication technical issues.

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

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

7.

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

During a postponed or resumed session of a shareholders meeting held under the second paragraph, no further discussion or resolution is required for proposals for which votes have been cast and counted and results have been announced, or list of elected directors.

When this Corporation convenes a hybrid shareholders meeting, and the virtual meeting cannot continue as described in second paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders meeting online, still meets the minimum legal requirement for a shareholder meeting, then the shareholders meeting shall continue, and not postponement or resumption thereof under the second paragraph is required.

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

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

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

Article 16 ：

To convene a virtual-only shareholders meeting, appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders meeting online shall be specified.Except for the circumstances specified in Article 44-9, paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, At least the shareholders should be provided with connection equipment and necessary assistance, and the period during which shareholders may apply to the company and other relevant matters to be noted should be stated.

Article 17:

Any matters not specified in these regulations shall be handled in accordance with the provisions of the Company Act, relevant laws and regulations, and the Articles of Incorporation of this company.

Article 18:

These regulations shall come into effect after being passed by the shareholders' meeting, and the same applies to any amendments made to them.

Article 19:

These Operational Procedures were promulgated on August 24, 2021.

Amended for first time on June 20, 2023

Amended for 2nd time on June 20, 2024.

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Appendices 3

Standard Chem. & Pharm. Co., Ltd.

Shareholding of Directors

1. SCPC’s total shares (issued and outstanding): 178,696,089 shares.

2. Minimum shareholding required and record of shareholding by Directors according to SCPC’s share register:

Title	Minimum share required	Shares record per register
Directors	10,721,766	26,608,440

Book closure date: 2025/3/31~2025/5/29

1. Directors shareholding record table: 2025/3/30

Position	Name	Shares per register	Shareholding ratio(%)
Chairman	Tzu-Ting Fan	11,766,604	6.58
Director	Fan Dao Nan Foundation Representative: Chin-Tsai Fan	5,623,881	3.14
Director	Tsuey-Wen Yeh	9,124,669	5.10
Director	Yuan-Teh Lee	-	-
Director	Wen-Jang Lin	93,286	0.05
Independent Director	Hwei-Jiung, Wang	-	-
Independent Director	Shao-Zong, Liu	-	-
Independent Director	Lawrence C. Lee	-	-
Independent Director	Yi-Zhen Zhang	-	-
Total		26,608,440	14.87

1. The total shareholding of SCPC Directors is in accordance with the minimum shareholding requirement.

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