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SEETEL AGM Information 2026

May 25, 2026

52692_rns_2026-05-25_1875562f-68cd-4745-97c6-05a1d1a6996d.pdf

AGM Information

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STOCK CODE: 7740

SEETEL

SEETEL NEW ENERGY Co., LTD.

Handbook for the 2026

Annual Meeting of Shareholders

MEETING METHOD: Physical Meeting

MEETING TIME: 09:00 a.m. on Thursday, June 25, 2026

VENUE: No. 350, Songjiang Rd., Zhongshan Dist., Taipei City

(Meeting Room 2, 11th Floor, Conference Center, Importersand Exporters Association of Taipei (IEAT))


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Table of Content

I. Meeting Procedure ... 1
II. Meeting Agenda ... 2
III. Company Reports ... 3
IV. Proposals ... 4
V. Discussion ... 5
VI. Questions and Motions ... 6
VII. Adjournment ... 6
VIII. Attachments ... 7
Attachment 1: 2025 Business Report ... 8
Attachment 2: Audit Committee’s Review Report ... 12
Attachment 3: Independent Auditors’ Report and the 2025 Consolidated
and Parent Company Only Financial Statements of the
Company ... 13
Attachment 4: 2025 Earnings Distribution Table ... 38
Attachment 5: List of Directors and Their Representatives for Lifting of
Non-Compete Restrictions ... 39
IX. Appendices ... 40
Appendix 1: Articles of Incorporation ... 41
Appendix 2: Rules of Procedure for Shareholders Meetings ... 47
Appendix 3: Shareholding of Directors ... 66
Appendix 4: Shareholder Nominations and Proposals for This Annual
General Meeting ... 67


I. Meeting Procedure

  1. Call the Meeting to Order
  2. Chairperson Remarks
  3. Company Reports
  4. Proposals
  5. Discussion
  6. Questions and Motions
  7. Adjournment

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II. Meeting Agenda

  1. Meeting method: Physical Meeting
  2. Meeting time: 9:00 a.m. on Thursday, June 25, 2026
  3. Venue: No. 350, Songjiang Rd., Zhongshan Dist., Taipei City
    (Meeting Room 2, 11th Floor, Conference Center, Importers and Exporters Association of Taipei (IEAT))
  4. Call the Meeting to Order
  5. Chairperson Remarks
  6. Company Reports
    (1) 2025 Business Report
    (2) Audit Committee’s Review Report on the 2025 Financial Statements
    (3) Report on the Distribution of 2025 Directors' Remuneration and Employees' Compensation
  7. Proposals
    (1) Adoption of the 2025 Business Report and Financial Statements
    (2) Adoption of the Proposal for 2025 Earnings Distribution
  8. Discussion
    (1) Proposal for Capitalization of 2025 Earnings through Issuance of New Shares
    (2) Proposal to Lift the Non-Compete Restrictions on Directors and Their Representatives
  9. Questions and Motions
  10. Adjournment

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III. Company Reports

Report No.1
2025 Business Report

Explanation:
The 2025 Business Report is attached as pp.8~11, Attachment 1.

Report No.2
Audit Committee’s Review Report on the 2025 Financial Statements

Explanation:
The 2025 Financial Statements of the Company have been reviewed by the Audit Committee, and the Audit Committee issued a Review Report on the 2025 Financial Statements, which is attached as p.12, Attachment 2.

Report No.3
Report on the Distribution of 2025 Directors' Remuneration and Employees' Compensation

Explanation:
1. Pursuant to Article 24 of the Company’s Articles of Incorporation, if the Company is profitable in a given year, it shall allocate 5% to 15% of such profits as employees’ compensation (of which no less than 20% shall be distributed to non-executive employees) and not more than 3% as directors’ remuneration. However, where the Company has accumulated losses, an amount shall first be reserved to cover such losses.
2. For 2025, the Company proposes to allocate NT$35,300,000 as employees’ compensation (including NT$11,677,500 for non-executive employees, representing 33.1% of the total employees’ compensation) and NT$7,050,000 as directors’ remuneration. All of the above amounts will be distributed in cash.
3. The above proposed amounts are consistent with the amounts recognized as expenses for 2025, with no differences.

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IV. Proposals

Proposal 1 (Proposed by the Board)
Adoption of the 2025 Business Report and Financial Statements

Explanation:
1. The Company has completed the preparation of the 2025 Business Report and Financial Statements. The financial statements have been audited by CPA Liu, Yi-Ching and CPA Chiu, Cheng-Chun of Deloitte & Touche and an unqualified audit opinion has been issued. Along with the Business Report, the documents were submitted to the Board of Directors for review and are hereby presented to the Annual General Meeting of Shareholders for approval in accordance with the law.

  1. The following documents are attached:
    (1) The 2025 Business Report is attached as pp.8~11, Attachment 1.
    (2) Independent Auditors’ Report and the 2025 Consolidated and Parent Company Only Financial Statements of the Company are attached as pp.13~37, Attachment 3.

  2. Please proceed to ratify.

Resolution:

Proposal 2 (Proposed by the Board)
Adoption of the Proposal for 2025 Earnings Distribution

Explanation:
1. The Company’s net income after tax for 2025 amounted to NT$253,672,539. The 2025 Earnings Distribution Table is attached as p.38, Attachment 4.
2. The Company proposes to appropriate NT$109,060,000 from distributable earnings for the distribution of cash dividends at NT$2.05 per share (i.e., approximately NT$2,050 per 1,000 shares). In addition, NT$68,000,000 is proposed to be appropriated from distributable earnings for the distribution of stock dividends at approximately NT$1.27819549 per share (i.e., approximately 127.81954887 shares per 1,000 shares).
3. This proposal has been approved by the Board of Directors. Upon approval by the Annual General Meeting, the Board of Directors is authorized to determine the ex-dividend and ex-rights record date as well as the dividend distribution date. In the event that the number of outstanding shares subsequently changes, resulting in any adjustment to the dividend distribution ratio, the Board of Directors is also authorized to handle such adjustments at its sole discretion.
4. Please proceed to ratify.

Resolution:


V. Discussion

Proposal 1 (Proposed by the Board)
Proposal for Capitalization of 2025 Earnings through Issuance of New Shares

Explanation:
1. To strengthen working capital and enhance operational capacity, the Company proposes to appropriate NT$68,000,000 from distributable earnings as stock dividends and to capitalize such amount by issuing 6,800,000 new shares, each with a par value of NT$10. The distribution shall be made to shareholders of record as of the capitalization record date in proportion to their shareholdings, at a rate of 127.81954887 shares per 1,000 shares held.
2. The rights and obligations of the new shares to be issued in this capital increase shall be identical to those of the existing common shares.
3. Fractional shares less than one share may be consolidated by shareholders within five days from the capitalization record date by applying to the Company's stock affairs agent. Any remaining fractional shares after consolidation shall be paid in cash at par value, rounded down to the nearest New Taiwan dollar (fractions of a dollar to be disregarded). The Chairman is authorized to designate specific persons to subscribe for such fractional shares at par value.
4. In the event that the total number of outstanding shares is subsequently affected by factors such as cash capital increase, conversion of convertible corporate bonds, or repurchase of Company shares, resulting in a change in the share distribution ratio, the Board of Directors is authorized to handle such adjustments at its sole discretion.
5. This proposal has been approved by the Board of Directors. Upon approval by the Annual General Meeting and authorization by the competent authority, the Board of Directors is authorized to determine the capitalization record date. If any amendment is required by the competent authority or due to practical considerations, the Board of Directors is authorized to handle such matters at its sole discretion.
6. Please proceed to approve.

Resolution:

Proposal 2 (Proposed by the Board)
Proposal to Lift the Non-Compete Restrictions on Directors and Their Representatives

Explanation:
1. Pursuant to Article 209 of the Company Act, if a director engages in business conduct that falls within the Company's business scope, either on their own

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behalf or on behalf of another party, the director shall explain the key contents of such conduct to the shareholders' meeting and obtain approval.

  1. Some directors and their representatives may invest in or operate other companies with business scopes identical or similar to that of the Company, and may serve as directors thereof. Provided that there is no conflict with the Company's interests, the Company proposes to seek approval from the shareholders' meeting to lift the non-compete restrictions for these individuals.

  2. The list of directors and their representatives for whom the non-compete restrictions are proposed to be lifted is attached as p.39, Attachment 5.

  3. This proposal has been approved by the Board of Directors and is hereby submitted to the Annual General Meeting for approval to lift the non-compete restrictions on the current directors and their representatives.

  4. Please proceed to approve.

Resolution:

VI. Questions and Motions

VII. Adjournment

6


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VIII. Attachments


Attachment 1: 2025 Business Report

SEETEL NEW ENERGY Co., LTD.

2025 Business Report

The year 2025 represents a highly significant milestone in the development of SEETEL NEW ENERGY Co., LTD. (hereinafter referred to as the "Company"). In June 2025, the Company was officially listed on the Innovation Board of the Taiwan Stock Exchange, marking its formal entry into a new stage of development in the capital markets.

Amid the global acceleration toward net-zero emissions, active promotion of energy transition policies by governments worldwide, and the rapid growth in demand for artificial intelligence (AI) and high-performance computing, electricity consumption structures and power dispatch models are undergoing fundamental changes. In this context, energy storage systems and intelligent energy management have become critical to ensuring power system stability and improving efficiency. The Company has long been engaged in the new energy and energy storage sectors. Leveraging its proprietary core technologies, system integration capabilities, and advantages in localized manufacturing, the Company has continuously strengthened its market competitiveness and achieved notable operating results in 2025.

I. Operating Results for 2025

(1) Implementation Results of the Business Plan

  1. Operating Policies and Key Production and Sales Strategies

In 2025, the Company adopted "expanding business scale, deepening localized manufacturing, and deploying overseas markets" as its core operating strategy. In response to industry trends and market demand, the Company continued to optimize its operational structure and strategic positioning. In terms of business scale, the Company enhanced the execution efficiency of large-scale energy storage projects and energy management projects by accumulating project contracting capabilities and system integration experience, thereby expanding its overall operational scale.

With respect to localized manufacturing, in response to domestic and international customers' demand for MIT (Made in Taiwan) localized production, as well as adjustments in export tariffs and the ongoing restructuring of global supply chains, the Company has continued to invest in its subsidiary, AUROSI PRECISION CO., LTD., which engages in the research and development, design, production, and processing of battery modules. The subsidiary also provides manufacturing and contract processing services for energy storage battery cabinets. Meanwhile, through continuous production line optimization and equipment upgrades, the Company has strengthened its battery module manufacturing capabilities and quality stability, thereby enhancing overall


manufacturing efficiency, delivery flexibility, and market competitiveness.

In terms of operating model and production and sales strategies, the Company has gradually expanded from EPC (Engineering, Procurement, and Construction) turnkey services to long-term operation and maintenance services (with contract periods of approximately 10 to 15 years) and energy management system (EMS) services. This has enabled the Company to establish a comprehensive service chain covering construction, operation, and management, forming a diversified and sustainable revenue structure while enhancing the stability and predictability of long-term cash flows.

2. Sales Performance and Operating Overview

In terms of product and service expansion, cumulative battery shipments in 2025 exceeded 1.5 GWh, demonstrating the Company's continued improvement in product competitiveness and market acceptance in the energy storage system sector. In addition, the cumulative contracted capacity for energy management system (EMS) services reached 535 MW, reflecting the gradual realization of the Company's strategic deployment in intelligent energy management and long-term service markets.

Overall, the Company achieved steady growth across multiple indicators in 2025, including operational scale, product shipments, and service capacity, laying a solid foundation for continued business expansion in the future.

(2) Financial Performance

1. Summary of Financial Results

Unit: NT$ thousand

2025 2024 YoY
Operating revenue 4,221,019 428,517 885.03%
Gross profit 653,000 100,551 549.42%
Operating income (loss) 351,594 ( 14,554 ) (2,515.79%)
Non-operating income and expenses 12,882 ( 907 ) (1,520.29%)
Profit (loss) before tax 364,476 ( 15,461 ) (2,457.39%)
Profit (loss) after tax 278,731 ( 12,793 ) (2,278.78%)
Earnings per share (NT$) 4.90 ( 0.90 ) (644.44%)
Share capital 532,000 500,000 6.4%
Gross profit margin (%) 15.47% 23.46%
Net profit margin (%) 6.60% ( 2.99% )

Note: The above table is prepared based on the consolidated financial statements.

In 2025, the Company continued to expand its operating scale. Overall, the SEETEL Group recorded consolidated annual revenue of NT$4,221 million, representing a


significant year-over-year increase of 885.03% compared to 2024. This growth was primarily driven by the Group’s continued advancement of energy storage system construction projects, with revenue recognized progressively in accordance with project completion milestones. In addition, the expansion of battery module shipments and the gradual accumulation of energy management-related service volumes further contributed to overall operational growth. Gross profit amounted to NT$653 million, profit after tax was NT$278 million, and earnings per share after tax reached NT$4.90.

II. Business Policies for 2026 and Future Development Strategies

In response to the global energy transition trend and the continuously increasing demand for energy storage applications, the Company will, in 2026, continue to build upon its existing core technologies and localized manufacturing advantages, while further advancing its operational deployment to strengthen overall competitiveness and support mid- to long-term business development. The key operating plans and future development strategies are outlined as follows:

(1) Product Innovation and Independent R&D

The Company will continue to enhance its in-house R&D capabilities, with a focus on the development of 5 MWh large-capacity containerized energy storage systems. In line with market and regulatory requirements, the Company will advance relevant testing and certification processes and expects to complete safety certification in the first quarter of 2026. At the same time, the Company is promoting the development of a mobile fast-charging integrated energy storage solution (Mobile BESS) in collaboration with Volvo Penta, targeting application scenarios such as industrial facilities and off-grid or remote areas, thereby expanding the diversified applications of its energy storage products.

(2) Global Expansion and Export Growth

The Company has entered into several strategic partnerships, including a strategic collaboration with Volvo Group’s power solutions business, Volvo Penta, as well as partnerships with Canadian counterparts. Going forward, the Company will focus on expanding into markets such as Canada, the United States, Japan, and ASEAN countries. Based on local market demand and regulatory environments, the Company will steadily advance its export strategy to diversify market risks and enhance operational flexibility.

(3) Enhancement of Laboratory Capabilities

To strengthen R&D testing and quality management capabilities, the Company plans to establish international-grade testing laboratories in Taipei, Linkou, and Taichung, and to obtain TAF (Taiwan Accreditation Foundation) certification. By building a one-stop safety testing and certification service platform, the Company aims to effectively manage product delivery schedules and enhance brand credibility, thereby providing a solid foundation for future operational growth.

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The year 2025 marked a significant milestone in the Company's operational development. With the support of all shareholders, the Company not only successfully achieved its listing objectives but also continued to accumulate tangible results in terms of operational scale and technological capabilities.

Looking ahead, the Company will continue to build on its core technologies and green energy applications as the foundation for development, steadily advance its presence in the intelligent energy sector, and prudently respond to changes in the industry environment and market conditions. Through these efforts, the Company aims to continuously enhance its overall competitiveness and create long-term value.

SEETEL NEW ENERGY Co., LTD.
Chairman: Lin, Sheng-Tse

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Attachment 2: Audit Committee’s Review Report

SEETEL NEW ENERGY Co., LTD.
Audit Committee’s Review Report

The Board of Directors has submitted the Company’s 2025 Business Report, Financial Statements (including Consolidated Financial Statements), and the Proposal for Distribution of Earnings. The Financial Statements (including Consolidated Financial Statements) have been audited by CPAs Liu, Yi-Ching and Chiu, Cheng-Chun of Deloitte & Touche and an audit report has been issued.

The aforementioned documents submitted by the Board of Directors have been reviewed by the Audit Committee and found to be in compliance. This report is hereby submitted in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

To the 2025 Annual General Meeting of Shareholders

SEETEL NEW ENERGY Co., LTD.
Convener of the Audit Committee: Yu, Yu-Ming

March 6, 2026


TSE: 7740

Attachment 3:Independent Auditors’ Report and the 2025 Consolidated and Parent Company Only Financial Statements of the Company

SEETEL NEW ENERGY Co., LTD. and Subsidiaries

Consolidated Financial Statements and Independent Auditor’s Report

2025 and 2024 Fiscal Years

Address: 12F., No. 89, Sec. 5, Nanjing E. Rd., Songshan Dist., Taipei City, Taiwan

Tel: (02) 8665-5650

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Declaration of Preparation of Consolidated Financial Statements of Affiliated Enterprises

For the year 2025 (from January 1 to December 31, 2025), the companies included by the Company in the preparation of the consolidated financial statements of affiliated enterprises in accordance with the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises," are the same as those included in the consolidated financial statements of parent and subsidiary companies prepared in accordance with International Financial Reporting Standard No. 10. Furthermore, the relevant information that should be disclosed in the consolidated financial statements of affiliated enterprises has already been disclosed in the aforementioned consolidated financial statements of parent and subsidiary companies. Therefore, the Company will not prepare separate consolidated financial statements of affiliated enterprises.

Company: SEETEL NEW ENERGY Co., LTD.

Chairman: Lin, Sheng-Tse

March 6, 2026


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INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
SEETEL NEW ENERGY Co., LTD.

Opinion

We have audited the accompanying consolidated balance sheets of SEETEL NEW ENERGY Co., LTD. and its subsidiaries as of December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, changes in equity, and cash flows for the years then ended, as well as the notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of SEETEL NEW ENERGY Co., LTD. and its subsidiaries as of December 31, 2025 and 2024, and their consolidated financial performance and consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations, and SIC Interpretations as endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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


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Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of SEETEL NEW ENERGY Co., LTD. and its subsidiaries for the year ended December 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matters we identified in our audit of the consolidated financial statements of SEETEL NEW ENERGY Co., LTD. and its subsidiaries for the year ended December 31, 2025 are as follows:

Revenue Recognition of Construction Contracts

The construction revenue and costs of SEETEL NEW ENERGY Co., LTD. and its subsidiaries mainly arise from contracted projects. When the outcome of a construction contract can be reliably estimated, revenue is recognized using the percentage-of-completion method over the period of the contract. The stage of completion is determined by the proportion of contract costs incurred to date relative to the estimated total costs of the contract as of the end of the financial reporting period. The estimated total cost is assessed by management based on the nature of each project and current market conditions. As the estimate of total costs directly affects the determination of the percentage of completion and revenue recognition, and because construction cost components are complex and often involve subjective judgment with a high degree of uncertainty, we identified the recognition of construction revenue as a key audit matter for the current year.

For the accounting policies, accounting estimates, and disclosures regarding uncertainties related to construction revenue, please refer to Notes 4, 5, and 21 to the consolidated financial statements.

The main audit procedures we performed in respect of the recognition of construction revenue included the following:

  1. Obtained an understanding of the internal control system related to construction revenue recognition and performed sample testing on the design and operational effectiveness of those controls.
  2. Reviewed major construction contracts, understood specific terms and associated risks, and evaluated the reasonableness of the accounting treatments adopted.
  3. Understood and assessed the reasonableness of the assumptions and methodologies used by management in estimating the percentage of completion.

  1. Evaluated the basis and reasonableness of management’s estimates of total input costs for projects, and performed sample testing of supporting documentation.

  2. Obtained construction revenue calculation schedules, tested actual costs incurred on a sample basis and traced them to appropriate supporting documents, and verified the accuracy of revenue recognition based on the percentage-of-completion method.

Others

SEETEL NEW ENERGY Co., LTD. has also prepared the parent company only financial statements for the years ended December 31, 2025 and 2024, on which we have issued an unmodified opinion for your reference.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations, and SIC Interpretations as endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the ability of SEETEL NEW ENERGY Co., LTD. and its subsidiaries 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 SEETEL NEW ENERGY Co., LTD. and its subsidiaries or to cease operations, or has no realistic alternative but to do so.

Those charged with governance of SEETEL NEW ENERGY Co., LTD. and its subsidiaries (including the Audit Committee) are responsible for overseeing the financial reporting process.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, they could reasonably

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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 auditing standards, we exercise professional judgment and maintain 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 SEETEL NEW ENERGY Co., LTD. and its subsidiaries' 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 ability of SEETEL NEW ENERGY Co., LTD. and its subsidiaries 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 SEETEL NEW ENERGY Co., LTD. and its subsidiaries 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 SEETEL NEW ENERGY Co., LTD. and its subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the audit of the group, and we remain solely responsible for our audit opinion.

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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 SEETEL NEW ENERGY Co., LTD. and its subsidiaries for the year ended December 31, 2025, and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audits resulting in this independent auditors' report are Liu, Yi-Ching and Chiu, Cheng-Chun.

Deloitte & Touche
Taipei, Taiwan
Republic of China

March 6, 2026

FSC Approval Number: Jin-Guan-Zheng-Shen-Zi No.1100356048
FSC Approval Number: Jin-Guan-Liu-Shen-Zi No.0930160267


SEETEL NEW ENERGY Co., LTD. and Subsidiaries
Consolidated Balance Sheets
For the Years Ended December 31, 2025, and December 31, 2024
(In Thousands of New Taiwan Dollars)

Code Assets December 31, 2025 December 31, 2024
Amount % Amount %
Current assets
1100 Cash and cash equivalents (Note 4 and 6) $ 1,361,790 16 $ 550,289 30
1136 Financial assets measured at amortized cost - current (Note 4, 8 and 31) 6,000 - - -
1140 Contract assets - current (Note 4 and 21) 287,951 3 21,057 1
1170 Accounts receivable (Note 4, 9 and 21) 1,262,668 14 50,978 3
1180 Accounts receivable - related parties (Note 4, 9, 21 and 30) 3,365 - 3,471 -
1200 Other receivables (Note 4 and 9) 7,364 - 8,881 1
1220 Current income tax assets (Note 4 and 23) 806 - 813 -
130X Inventory (Note 4 and 10) 4,248,043 48 45,554 3
1470 Other current assets (Note 16) 409,312 5 226,950 12
11XX Total current assets 7,587,299 86 907,993 50
Non-current assets
1517 Financial assets measured at FVTOC1 - non-current (Note 4 and 7) 131,955 2 98,165 5
1535 Financial assets measured at amortized cost - non-current (Note 4, 8 and 31) 8,261 - 14,174 1
1600 Property, plant, and equipment (Note 4, 12, 30 and 31) 926,193 10 562,792 31
1755 Right-of-use assets (Note 4, 13 and 30) 109,546 1 113,818 6
1805 Goodwill (Note 4, 14 and 26) 14,802 - 14,802 1
1821 Intangible assets (Note 4 and 15) 4,307 - 5,385 -
1840 Deferred tax assets (Note 4 and 23) 27,917 - 27,635 1
1900 Other non-current assets (Note 16, 30 and 31) 59,421 1 87,357 5
15XX Total non-current assets 1,282,402 14 924,128 50
1XXX Total assets $ 8,869,701 100 $ 1,832,121 100
Code Liabilities and Equity
Current liabilities
2100 Short-term loans (Note 17 and 31) $ 68,431 1 $ - -
2130 Contract liabilities - current (Note 4, 21 and 30) 2,847,314 32 612,322 33
2150 Notes payable - - 45,187 3
2170 Accounts payable 3,665,724 41 49,309 3
2200 Other payables (Note 18) 259,408 3 152,607 8
2220 Other payables - related parties (Note 18 and 30) 9,739 - 8,023 -
2230 Current income tax liabilities(Note 4 and 23) 80,849 - 10,512 1
2280 Lease liabilities - current (Note 4, 13 and 30) 36,873 1 28,415 2
2320 Long-term loans due within one year (Note 17 and 31) 88,763 1 39,628 2
2399 Other current liabilities 1,088 - 777 -
21XX Total current liabilities 7,058,189 80 946,780 52
Non-current liabilities
2540 Long-term loans (Note 17 and 31) 193,011 2 110,609 6
2570 Deferred tax liabilities (Notes 4 and 23) 2,606 - - -
2580 Lease liabilities - non-current (Note 4, 13 and 30) 78,421 1 90,009 5
25XX Total non-current liabilities 274,038 3 200,618 11
2XXX Total liabilities 7,332,227 83 1,147,398 63
Equity attributable to owners of the company (Notes 4, 7, 11, 20, 25 and 27)
3100 Common stock 532,000 6 500,000 27
3200 Capital surplus 522,429 6 13,220 1
3300 Retained earnings (Accumulated deficits)
3310 Legal reserve - - 1,005 -
3350 Unappropriated earnings (Accumulated deficits) 232,171 2 ( 32,652 ) ( 2 )
Total Retained earnings (Accumulated deficits) 232,171 2 ( 31,647 ) ( 2 )
Other equity
3410 Exchange differences on translation of financial statements of foreign operations ( 2,053 ) - - -
3420 Unrealized valuation (losses) gains on financial assets at fair value through other comprehensive income ( 20,128 ) - 9,545 1
3400 Other equity ( 22,181 ) - 9,545 1
31XX Total equity attributable to owners of the company 1,264,419 14 491,118 27
36XX Non-controlling interest (Note 4, 11, 25, 26 and 27) 273,055 3 193,605 10
3XXX Total equity 1,537,474 17 684,723 37
Total liabilities and equity $ 8,869,701 100 $ 1,832,121 100

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

Chairman: Lin, Sheng-Tse
Manager: Chen, Po-Hsun
CAO: Chang, Ya-Yi

20


SEETEL NEW ENERGY Co., LTD. and Subsidiaries
Consolidated Statements of Comprehensive Income
For the Years Ended December 31, 2025, and December 31, 2024
(In Thousands of New Taiwan Dollars,
Except Earnings Per Share)

Code 2025 2024
Amount % Amount %
4000 Operating revenue (Note 4, 5, 21, 30 and 35) $ 4,221,019 100 $ 428,517 100
5000 Operating cost (Note 4, 10, 22 and 30) 3,568,019 84 327,966 77
5900 Gross profit 653,000 16 100,551 23
Operating expense (Note 4, 9, 22 and 30)
6100 Selling expense 66,067 2 15,182 4
6200 Administration expense 164,979 4 78,293 18
6300 R&D expenses 62,339 1 21,630 5
6450 Expected credit losses 8,021 - - -
6000 Total operating expenses 301,406 7 115,105 27
6900 Net operating gain (loss) 351,594 9 ( 14,554 ) ( 4 )
Non-operating revenue/expense (Note 4, 7, 22, 26 and 30)
7100 Interest income 5,558 - 2,772 1
7010 Other income 1,579 - 2,341 1
7020 Other gains and losses 19,368 - 1,424 -
7050 Financial costs ( 13,623 ) - ( 7,444 ) ( 2 )
7000 Total non-operating revenue/expense 12,882 - ( 907 ) -
7900 Net profit (loss) before tax 364,476 9 ( 15,461 ) ( 4 )
7950 Income tax (expense) benefit (Note 4 and 23) ( 85,745 ) ( 2 ) 2,668 1
8000 Net profit (loss) for the year 278,731 7 ( 12,793 ) ( 3 )

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(Continued from the previous page)

Code 2025 2024
Amount % Amount %
8310 Other comprehensive income
Components of other comprehensive income that will not be reclassified to profit or loss:
8316 Unrealized (losses) gains from investments in equity instruments measured at FVTOCI ($ 29,673) ( 1) $ 9,545 2
Components of other comprehensive income that will be reclassified to profit or loss:
8361 Exchange differences on translation of financial statements of foreign operations ( 2,053) - - -
8300 Other comprehensive income for the year (net of tax) ( 31,726) ( 1) 9,545 2
8500 Total comprehensive income in the fiscal year $ 247,005 6 ($ 3,248) ( 1)
8610 Net profit (loss) attributable to:
Owners of the company $ 253,673 6 ($ 41,702) ( 10)
8620 Non-controlling interests 25,058 1 28,909 7
8600 $ 278,731 7 ($ 12,793) ( 3)
8710 The total comprehensive income attributable to:
Owners of the company $ 221,947 5 ($ 32,157) ( 8)
8720 Non-controlling interests 25,058 1 28,909 7
8700 $ 247,005 6 ($ 3,248) ( 1)
9710 Earnings (loss) per share (Note 24)
Basic $ 4.90 ($ 0.90)
9810 Diluted $ 4.88 ($ 0.90)

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

Chairman: Lin, Sheng-Tse

Manager: Chen, Po-Hsun

CAO: Chang, Ya-Yi


SEETEL NEW ENERGY Co., LTD. and Subsidiaries

Consolidated Statements of Changes in Equity

For the Years Ended December 31, 2025, and December 31, 2024

(In Thousands of New Taiwan Dollars)

Code Consolidated Capital surplus Retained earnings (accumulated deficits) Other equity Total Non-controlling interests (Note 4, 11, 25, 26 and 27) Total equity
Unappropriated earnings (accumulated deficits) Exchange differences on translation of financial statements of foreign operations Unrealized gains or losses of the financial assets measured at FVTOCI
Number of shares (1,000 shares) Amount
A1 Balance as of Jan. 1, 2024 2,971 $ 29,714 $ 44,938 $ 590 $ 9,465 $ - $ -
B1 2023 earnings allocation and distribution Appropriation of legal reserve - - - 415 ( 415 ) - -
E1 Capital increase in cash 7,100 71,000 355,000 - - - -
N1 Employee compensation costs reserved for subscription from cash capital increase - - 2,003 - - - -
C13 Stock dividends distributed from capital surplus 39,929 399,286 ( 399,286 ) - - - -
O1 Changes in ownership interests in subsidiaries - - - - - - -
O1 Increase in non-controlling interests - - - - - - -
M7 Changes in ownership interests in subsidiaries - - 10,565 - - - -
D1 Net (loss) income for 2024 - - - - ( 41,702 ) - -
D3 Other comprehensive income for 2024 - - - - - - 9,545
D5 The total comprehensive income for 2024 - - - - ( 41,702 ) - 9,545
Z1 Balance as of Dec. 31, 2024 50,000 500,000 13,220 1,005 ( 32,652 ) - 9,545
B13 2024 earnings allocation and distribution Legal reserve used to offset accumulated deficits - - - ( 1,005 ) 1,005 - -
C11 Capital surplus used to offset accumulated deficits - - ( 13,220 ) - 13,220 - -
E1 Capital increase in cash 3,200 32,000 519,985 - - - -
N1 Employee compensation costs reserved for subscription from cash capital increase - - 2,201 - - - -
N1 Employee compensation costs reserved for subscription from cash capital increase in the subsidiary - - 243 - - - -
M7 Changes in ownership interests in subsidiaries - - - - ( 3,075 ) - -
D1 Net income for 2025 - - - - 253,673 - -
D3 Other comprehensive income for 2025 - - - - - ( 2,053 ) ( 29,673 )
D5 The total comprehensive income for 2025 - - - - 253,673 ( 2,053 ) ( 29,673 )
Z1 Balance as of Dec. 31, 2025 53,200 $ 532,000 $ 522,429 $ - $ 232,171 ( $ 2,053 ) ( $ 20,128 )

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

Chairman: Lin, Sheng-Tse

Manager: Chen, Po-Hsun

CAO: Chang, Ya-Yi


SEETEL NEW ENERGY Co., LTD. and Subsidiaries
Consolidated Statements of Cash Flows
For the Years Ended December 31, 2025, and December 31, 2024
(In Thousands of New Taiwan Dollars)

Code 2025 2024
Cash flow from operating activities
A10000 Net profit (loss) before tax $ 364,476 ($ 15,461)
Adjustments to reconcile profit (loss)
A20100 Depreciation expense 166,073 41,137
A20200 Amortization expense 2,793 1,618
A20300 Expected credit losses 8,021 -
A20900 Financial costs 13,623 7,444
A21200 Interest income ( 5,558) ( 2,772)
A21300 Dividend income - ( 426)
A21900 Employee stock option
compensation cost 2,636 2,003
A22500 Net loss on the disposal of property, plant, and equipment - 386
A22600 Reclassification to cost of property, plant and equipment 42 -
A23700 Inventory valuation and obsolescence loss 4,144 3,969
A24100 Net foreign exchange losses 84,364 -
A29900 Gain on lease modification ( 61) ( 9)
A29900 Bargain purchase gain - ( 1,276)
A30000 Net changes in operating assets and liabilities
A31125 Contract assets ( 266,894) ( 21,057)
A31150 Accounts receivable ( 1,219,605) ( 40,786)
A31180 Other receivables 1,768 10,647
A31200 Inventory ( 4,206,633) 12,505
A31220 Other current assets ( 182,362) ( 152,932)
A32125 Contract liabilities 2,234,992 433,634
A32130 Notes payable ( 45,187) 45,151
A32150 Accounts payable 3,532,219 37,310
A32180 Other payables 64,760 62,077
A32230 Other current liabilities 311 557
A33000 Cash inflow generated from operations 553,922 423,719
A33100 Interest received 5,349 2,769
A33300 Interest paid ( 13,578) ( 7,374)
A33500 Income tax paid ( 13,077) ( 1,931)
AAAA Net cash inflows from operating activities 532,616 417,183

(Continue on the next page)

24


(Continued from the previous page)

Code 2025 2024
Cash flow from investing activities
B00010 Acquisition of financial assets measured at FVTOCI ($ 63,463) ($ 21,657)
B00040 Increase in financial assets at amortized cost ( 87) ( 1,474)
B02200 Net cash flows from acquisition of subsidiaries (Note 26) - 28,036
B02700 Purchase of property, plant, and equipment ( 417,411) ( 446,872)
B02800 Price for the disposal of property, plant, and equipment - 48
B03700 Increase in refundable deposits ( 6,904) ( 4,795)
B03800 Decrease in refundable deposits 2,385 9,616
B04500 Acquisition of intangible assets ( 1,715) ( 4,469)
B07600 Dividends received - 426
BBBB Net cash outflow from investing activities ( 487,195) ( 441,141)
Cash flow from financing activities
C00100 Increase in short-term loans 273,187 35,000
C00200 Decrease in short-term loans ( 204,756) ( 45,425)
C01600 Proceeds from long-term borrowings 210,000 44,901
C01700 Repayment of long-term loans ( 78,463) ( 30,147)
C04020 Repayment of principal of lease liabilities ( 34,945) ( 15,752)
C04600 Issuance of new shares 551,985 426,000
C05800 Payment of cash dividends for non-controlling interests - ( 12)
C09900 Proceeds received by subsidiaries from non-controlling interests 51,125 140,000
CCCC Net cash inflows from financing activities 768,133 554,565
DDDD Effect of exchange rate changes on cash and cash equivalents ( 2,053) -
EEEE Net increase in cash and cash equivalents 811,501 530,607
E00100 Cash and cash equivalents at beginning of year 550,289 19,682
E00200 Cash and cash equivalents at end of year $ 1,361,790 $ 550,289

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

Chairman: Lin, Sheng-Tse Manager: Chen, Po-Hsun CAO: Chang, Ya-Yi


TSE: 7740

SEETEL NEW ENERGY Co., LTD.

Parent Company Only

Financial Statements and

Independent Auditors' Report

2025 and 2024 Fiscal Years

Address: 12F., No. 89, Sec. 5, Nanjing E. Rd.,

Songshan Dist., Taipei City, Taiwan

Tel: (02) 8665-5650

26


27

INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
SEETEL NEW ENERGY Co., LTD.

Opinion

We have audited the accompanying parent company only balance sheets of SEETEL NEW ENERGY Co., LTD. as of December 31, 2025 and 2024, and the related parent company only statements of comprehensive income, changes in equity, and cash flows for the years then ended, as well as the notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the parent company only financial statements referred to above present fairly, in all material respects, the parent company only financial position of SEETEL NEW ENERGY Co., LTD. as of December 31, 2025 and 2024, and the financial performance and cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

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


28

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements of SEETEL NEW ENERGY Co., LTD. for the year ended December 31, 2025. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matters we identified in our audit of the parent company only financial statements of SEETEL NEW ENERGY Co., LTD. for the year ended December 31, 2025 are as follows:

Revenue Recognition of Construction Contracts

The construction revenue and costs of SEETEL NEW ENERGY Co., LTD. mainly arise from contracted projects. When the outcome of a construction contract can be reliably estimated, revenue is recognized using the percentage-of-completion method over the period of the contract. The stage of completion is determined by the proportion of contract costs incurred to date relative to the estimated total costs of the contract as of the end of the financial reporting period. The estimated total cost is assessed by management based on the nature of each project and current market conditions. As the estimate of total costs directly affects the determination of the percentage of completion and revenue recognition, and because construction cost components are complex and often involve subjective judgment with a high degree of uncertainty, we identified the recognition of construction revenue as a key audit matter for the current year.

For the accounting policies, accounting estimates, and disclosures regarding uncertainties related to construction revenue, please refer to Notes 4, 5, and 20 to the parent company only financial statements.

The main audit procedures we performed in respect of the recognition of construction revenue included the following:

  1. Obtained an understanding of the internal control system related to construction revenue recognition and performed sample testing on the design and operational effectiveness of those controls.
  2. Reviewed major construction contracts, understood specific terms, and evaluated the reasonableness of the accounting treatments adopted.
  3. Understood and assessed the reasonableness of the assumptions and methodologies used by management in estimating the percentage of completion.
  4. Evaluated the basis and reasonableness of management’s estimates of total input costs for projects, and performed sample testing of supporting documentation.

  1. Obtained construction revenue calculation schedules, tested actual costs incurred on a sample basis and traced them to appropriate supporting documents, and verified the accuracy of revenue recognition based on the percentage-of-completion method.

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 ability of SEETEL NEW ENERGY Co., LTD. 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 SEETEL NEW ENERGY Co., LTD. or to cease operations, or has no realistic alternative but to do so.

Those charged with governance of SEETEL NEW ENERGY Co., LTD. (including the Audit Committee) are responsible for overseeing the financial reporting process.

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

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. Misstatements 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 auditing standards, we exercise professional judgment and maintain 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 error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

29


  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 SEETEL NEW ENERGY Co., LTD.'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 ability of SEETEL NEW ENERGY Co., LTD. 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 SEETEL NEW ENERGY Co., LTD. 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 SEETEL NEW ENERGY Co., LTD. to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision, and performance of the audit of the group, and 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 financial statements of SEETEL NEW ENERGY Co., LTD. for the year ended December 31, 2025, and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation

30


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.

The engagement partners on the audits resulting in this independent auditors’ report are Liu, Yi-Ching and Chiu, Cheng-Chun.

Deloitte & Touche
Taipei, Taiwan
Republic of China

March 6, 2026

FSC Approval Number: Jin-Guan-Zheng-Shen-Zi No.1100356048
FSC Approval Number: Jin-Guan-Liu-Shen-Zi No.0930160267

31


SEETEL NEW ENERGY Co., LTD.
Parent Company Only Balance Sheet
For the Years Ended December 31, 2025, and December 31, 2024
(In Thousands of New Taiwan Dollars)

Code Assets December 31, 2025 December 31, 2024
Amount % Amount %
Current assets
1100 Cash (Note 4 and 6) $ 785,993 15 $ 458,109 34
1140 Contract assets – current (Note 4 and 20) 65,150 1 2,971 -
1170 Accounts receivable (Note 4, 9 and 20) 29,833 1 49 -
1180 Accounts receivable - related parties (Note 4, 9, 20 and 28) 3,870 - 3,991 -
1200 Other receivables (Note 4 and 9) 7,191 - 7,610 1
1210 Other receivables - related parties (Note 4, 9 and 28) 10,195 - - -
1220 Current income tax assets (Note 4 and 22) 206 - 217 -
130X Inventory (Note 4, 10 and 28) 3,281,920 61 45,188 4
1410 Other current assets (Note 15 and 28) 347,870 7 292,504 22
11XX Total current assets 4,532,228 85 810,639 61
Non-current assets
1517 Financial assets measured at FVTOCI - non-current (Note 4 and 7) 131,955 2 98,165 7
1535 Financial assets measured at amortized cost - non-current (Note 4, 8 and 29) 5,261 - 9,388 1
1550 Investment accounted for using the equity method (Note 4 and 11) 583,286 11 343,077 25
1600 Property, plant, and equipment (Note 4, 12 and 28) 42,362 1 22,398 2
1755 Right-of-use assets (Note 4, 13 and 28) 18,116 - 13,949 1
1780 Intangible assets (Note 4 and 14) 2,407 - 3,664 -
1840 Deferred tax assets (Note 4 and 22) 7,562 - 27,483 2
1900 Other non-current assets (Note 15 and 28) 28,956 1 9,285 1
15XX Total non-current assets 819,905 15 527,409 39
1XXX Total assets $ 5,352,133 100 $ 1,338,048 100
Code Liabilities and Equity
Current liabilities
2130 Contract liabilities - current (Note 4, 20 and 28) $ 2,776,018 52 $ 612,143 46
2150 Notes payable - - 11 -
2170 Accounts payable 1,078,292 20 48,643 3
2180 Accounts payable - related parties (Note 28) 20,200 - - -
2200 Other payables (Note 17) 104,240 2 93,686 7
2220 Other payables - related parties (Note 17 and 28) 10,809 - 9,835 1
2230 Current tax liabilities (Notes 4 and 22) 32,943 1 - -
2280 Lease liabilities - current (Note 4, 13 and 28) 10,811 - 7,273 -
2320 Long-term loans due within one year (Note 16 and 29) 24,346 1 24,695 2
2399 Other current liabilities 771 - 472 -
21XX Total current liabilities 4,058,430 76 796,758 59
Non-current liabilities
2540 Long-term loans (Note 16 and 29) 19,296 - 43,642 3
2570 Deferred tax liabilities (Notes 4 and 22) 2,606 - - -
2580 Lease liabilities - non-current (Notes 4, 13 and 28) 7,382 - 6,530 1
25XX Total non-current liabilities 29,284 - 50,172 4
2XXX Total liabilities 4,087,714 76 846,930 63
Equity (Note 4, 7, 11, 19, 24 and 25)
3100 Common stock 532,000 10 500,000 37
3200 Capital surplus 522,429 10 13,220 1
Retained earnings (Accumulated deficits)
3310 Legal reserve - - 1,005 -
3350 Unappropriated earnings (Accumulated deficits) 232,171 4 (32,652) (2)
3300 Total retained earnings (accumulated deficits) 232,171 4 (31,647) (2)
Other equity
3410 Exchange differences on translation of financial statements of foreign operations (2,053) - - -
3420 Unrealized valuation (losses) gains on financial assets at fair value through other comprehensive income (20,128) - 9,545 1
3400 Other equity (22,181) - 9,545 1
3XXX Total equity 1,264,419 24 491,118 37
Total liabilities and equity $ 5,352,133 100 $ 1,338,048 100

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Lin, Sheng-Tse
Manager: Chen, Po-Hsun
CAO: Chang, Ya-Yi


SEETEL NEW ENERGY Co., LTD.
Parent Company Only Statements of Comprehensive Income
For the Years Ended December 31, 2025, and December 31, 2024
(In Thousands of New Taiwan Dollars, Except Earnings per share)

Code 2025 2024
Amount % Amount %
4000 Operating revenue (Note 4, 5, 20 and 28) $ 1,910,291 100 $ 272,809 100
5000 Operating cost(Note 4, 10, 21 and 28) 1,562,229 82 256,983 94
5900 Gross profit 348,062 18 15,826 6
5910 Unrealized gains (Note 4 and 11) ( 185 ) - ( 1,300 ) ( 1 )
5920 Realized gains (Note 4 and 11) 2,261 - 1,977 1
5950 Realized gross profit 350,138 18 16,503 6
Operating expense (Note 4, 21 and 28)
6100 Selling expense 45,144 2 14,199 5
6200 Administrative expense 109,091 6 62,861 23
6300 R&D expense 52,330 3 21,630 8
6000 Total operating expenses 206,565 11 98,690 36
6900 Net operating gain (loss) 143,573 7 ( 82,187 ) ( 30 )
Non-operating revenue/expense(Note 4, 11, 21 and 28)
7100 Interest income 4,689 - 2,195 1
7010 Other income 4,210 - 3,102 1
7020 Other gains and losses 129,958 7 837 -
7050 Financial costs ( 2,873 ) - ( 3,590 ) ( 1 )
7070 Share of profit or loss of subsidiaries accounted for using the equity method 29,987 2 22,040 8
7000 Total non-operating revenue/expense 165,971 9 24,584 9

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33


(Continued from the previous page)

Code 2025 2024
Amount % Amount %
7900 Net profit (loss) before tax $ 309,544 16 ($ 57,603) (21)
7950 Income tax (expense) benefit (Note 4 and 22) ( 55,871 ) ( 3 ) 15,901 6
8000 Net profit (loss) for the year 253,673 13 ( 41,702 ) ( 15 )
8310 Other comprehensive income
Components of other comprehensive income that will not be reclassified to profit or loss:
8316 Unrealized (losses) gains from investments in equity instruments measured at FVTOCI ( 29,673 ) ( 1 ) 9,545 3
8360 Components of other comprehensive income that will be reclassified to profit or loss:
8361 Exchange differences on translation of financial statements of foreign operations ( 2,053 ) - - -
8300 Other comprehensive income for the year (net of tax) ( 31,726 ) ( 1 ) 9,545 3
8500 Total comprehensive income for the year $ 221,947 12 ($ 32,157 ) ( 12 )
9710 Earnings (loss) per share (Note 23)
9810 Basic $ 4.90 ($ 0.90 )
Diluted $ 4.88 ($ 0.90 )

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Lin, Sheng-Tse

Manager: Chen, Po-Hsun

CAO: Chang, Ya-Yi


SEETEL NEW ENERGY Co., LTD.
Parent Company Only Statements of Changes in Equity
For the Years Ended December 31, 2025, and December 31, 2024
(In Thousands of New Taiwan Dollars)

| Code | | Capital Stock (Note 4 and 19) | | Capital surplus
(Note 4, 11, 19, 24 and 25) | Retained earnings (accumulated deficits) (Note 19) | | Other equity
(Note 4, 7 and 11) | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | Number of shares
(1,000 shares) | Amount | | Legal reserve | Unappropriated earnings
(accumulated deficits) | Exchange differences on
translation of financial
statements of foreign
operations | Unrealized gains or losses
of the financial assets
measured at FVTOCI | Total equity |
| A1 | Balance as of Jan. 1, 2024 | 2,971 | $ 29,714 | $ 44,938 | $ 590 | $ 9,465 | $ - | $ - | $ 84,707 |
| B1 | 2023 earnings allocation and distribution
Appropriation of legal reserve | - | - | - | 415 | ( 415 ) | - | - | - |
| E1 | Capital increase in cash | 7,100 | 71,000 | 355,000 | - | - | - | - | 426,000 |
| N1 | Employee compensation costs reserved for
subscription from cash capital increase | - | - | 2,003 | - | - | - | - | 2,003 |
| C13 | Stock dividends distributed from capital
surplus | 39,929 | 399,286 | ( 399,286 ) | - | - | - | - | - |
| M7 | Changes in ownership interests in
subsidiaries | - | - | 10,565 | - | - | - | - | 10,565 |
| D1 | Net loss for 2024 | - | - | - | - | ( 41,702 ) | - | - | ( 41,702 ) |
| D3 | Other comprehensive income for 2024 | - | - | - | - | - | - | 9,545 | 9,545 |
| D5 | The total comprehensive income for 2024 | - | - | - | - | ( 41,702 ) | - | 9,545 | ( 32,157 ) |
| Z1 | Balance as of Dec. 31, 2024 | 50,000 | 500,000 | 13,220 | 1,005 | ( 32,652 ) | - | 9,545 | 491,118 |
| B13 | 2024 earnings allocation and distribution
Legal reserve used to offset
accumulated deficits | - | - | - | ( 1,005 ) | 1,005 | - | - | - |
| C11 | Capital surplus used to offset accumulated
deficits | - | - | ( 13,220 ) | - | 13,220 | - | - | - |
| E1 | Capital increase in cash | 3,200 | 32,000 | 519,985 | - | - | - | - | 551,985 |
| N1 | Employee compensation costs reserved for
subscription from cash capital increase | - | - | 2,201 | - | - | - | - | 2,201 |
| M7 | Changes in ownership interests in
subsidiaries | - | - | 243 | - | ( 3,075 ) | - | - | ( 2,832 ) |
| D1 | Net income for 2025 | - | - | - | - | 253,673 | - | - | 253,673 |
| D3 | Other comprehensive income for 2025 | - | - | - | - | - | ( 2,053 ) | ( 29,673 ) | ( 31,726 ) |
| D5 | The total comprehensive income for 2025 | - | - | - | - | 253,673 | ( 2,053 ) | ( 29,673 ) | 221,947 |
| Z1 | Balance as of Dec. 31, 2025 | 53,200 | $ 532,000 | $ 522,429 | $ - | $ 232,171 | ($ 2,053 ) | ($ 20,128 ) | $ 1,264,419 |

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Lin, Sheng-Tse
Manager: Chen, Po-Hsun
CAO: Chang, Ya-Yi


SEETEL NEW ENERGY Co., LTD.
Parent Company Only Statements of Cash Flows
For the Years Ended December 31, 2025, and December 31, 2024
(In Thousands of New Taiwan Dollars)

Code 2025 2024
Cash flow from operating activities
A10000 Net (loss) profit before tax $ 309,544 ($ 57,603 )
Adjustments to reconcile profit (loss)
A20100 Depreciation expense 21,457 12,346
A20200 Amortization expense 2,112 1,527
A20900 Financial costs 2,873 3,590
A21200 Interest income ( 4,689 ) ( 2,195 )
A21300 Dividend income - ( 426 )
A21900 Employee stock option
compensation cost 1,635 2,003
A22300 Share of the profit or loss of subsidiaries accounted for using equity method ( 29,987 ) ( 22,040 )
A22500 Net loss on the disposal of property, plant, and equipment - 386
A22600 Reclassification to cost of property, plant and equipment 42 -
A23700 Inventory valuation and obsolescence loss 4,144 3,969
A23900 Unrealized gains 185 1,300
A24000 Realized gains ( 2,261 ) ( 1,977 )
A24100 Net foreign exchange gains ( 12,608 ) -
A29900 Gain on lease modification ( 61 ) -
A29900 Bargain purchase gain - ( 1,276 )
A30000 Net changes in operating assets and liabilities
A31125 Contract assets ( 62,179 ) 40,681
A31150 Accounts receivable ( 29,663 ) 26,187
A31180 Other receivables 545 11,915
A31200 Inventory ( 3,240,876 ) 12,871
A31220 Other current assets ( 55,366 ) ( 276,038 )
A32125 Contract liabilities 2,163,875 558,429
A32130 Notes payable ( 11 ) ( 25 )
A32150 Accounts payable 1,062,442 42,840
A32180 Other payables 9,639 43,831
A32230 Other current liabilities 299 291
A33000 Cash inflow generated from operations 141,091 400,586
A33100 Interest received 4,403 2,195

(Continue on the next page)

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(Continued from the previous page)

Code 2025 2024
A33300 Interest paid ($ 2,914) ($ 3,600)
A33500 Income tax paid ( 390) ( 206)
AAAA Net cash inflows from operating activities 142,190 398,975
Cash flow from investing activities
B00010 Acquisition of financial assets measured at FVTOCI ( 63,463) ( 21,657)
B00040 Decrease (increase) in financial assets at amortized cost 4,127 ( 373)
B02200 Net cash flows from (used in) acquisition of subsidiaries ( 1,120) ( 212,000)
B02700 Purchase of property, plant, and equipment ( 47,574) ( 21,010)
B02800 Proceeds from disposal of property, plant, and equipment - 48
B03700 Increase in refundable deposits ( 3,435) ( 2,016)
B03800 Decrease in refundable deposits 2,175 1,929
B04300 Increase in other receivables – related parties ( 10,020) -
B04500 Purchase of intangible assets ( 855) ( 2,657)
B07600 Dividends received - 614
BBBB Net cash outflow from investing activities ( 120,165) ( 257,122)
Cash flow from financing activities
C00100 Increase in short-term loans 183,975 35,000
C00200 Decrease in short-term loans ( 183,975) ( 45,425)
C01600 Proceeds from long-term borrowings - 20,000
C01700 Repayment of long-term loans ( 24,695) ( 23,547)
C04020 Repayment of principal of lease liabilities ( 10,086) ( 6,946)
C04600 Proceeds from issuance of new shares 551,985 426,000
C05400 Acquisition of ownership interests in subsidiaries ( 211,345) ( 108,000)
CCCC Net cash inflows from financing activities 305,859 297,082
EEEE Net increase in cash 327,884 438,935
E00100 Beginning balance of cash 458,109 19,174
E00200 Ending balance of cash $ 785,993 $ 458,109

The accompanying notes are an integral part of the parent company only financial statements.

Chairman: Lin, Sheng-Tse

Manager: Chen, Po-Hsun

CAO: Chang, Ya-Yi


Attachment 4: 2025 Earnings Distribution Table

SEETEL NEW ENERGY Co., LTD.

Year 2025

Earnings Distribution Table

(Unit: New Taiwan Dollars)

Item Amount
Beginning accumulated deficit ($18,427,050)
Add (Less):
Net income after tax for the current year 253,672,539
Adjustment to retained earnings from investments accounted for using the equity method (3,074,733)
Appropriation of legal reserve (23,217,076)
Appropriation of special reserve (22,180,669)
Distributable earnings 186,773,011
Distribution Items:
Cash dividends to shareholders (NT$2.05 per share) (109,060,000)
Stock dividends to shareholders (NT$1.27819549 per share) (68,000,000)
Ending unappropriated retained earnings 9,713,011

Chairman: Lin, Sheng-Tse

Manager: Chen, Po-Hsun

CAO: Chang, Ya-Yi


39

Attachment 5: List of Directors and Their Representatives for Lifting of Non-Compete Restrictions

SEETEL NEW ENERGY Co., LTD. List of Non-Compete Restriction Exemptions

Name Other Companies Current Positions
Yuanyuan Holding Co., Ltd.
Corporate Representative – Lin, Sheng-Tse Yongcheng Holding Co., Ltd. Chairman
Huayuan Sustainable Green Energy CO., LTD. Chairman
Hua Yi Supercomputing Co., Ltd. Chairman
Shun Cheng Holding Co., Ltd. Chairman
Prometheus Origin Ltd. Director
Gaian Bridge Limited Director
Sylva Management Limited. Director
Beorht Limited Director
Seigen Co., Ltd. Director
CASCADE CAPITAL MANAGEMENT L.P.
Corporate Representative – Li, Kuang-Pin Hankel International Corporation Director
CONNACT INC. Director and Chief Operating Officer
Jubilee International Biomedical Co., Ltd. Director
Aimed Technologies Inc. Director
CARBON-BASED TECHNOLOGY INC. Director
Shane Education Ltd. President
Shin Kong Global Venture Capital Corp Vice President
TX Ventures INC. Chairman
Dibo Enterprises Co., Ltd. Chairman
De Guang Development Co., Ltd. Chairman
TX Technology Innovation Biomedical Consulting INC. Chairman
Hong Cheng Management Consulting Co., Ltd. Chairman
Artificial Intelligence Foundation Director

40

IX. Appendices


SEETEL NEW ENERGY Co., LTD.
Appendix 1: Articles of Incorporation

Chapter I: General Provisions

Article 1: The Company is incorporated in accordance with the provisions of the Company Act and is named SEETEL NEW ENERGY Co., LTD. (熊特爾新能源股份有限公司).

Article 2: The business activities of the Company are as follows:

001 CC01090 Battery Manufacturing Industry
002 F113050 Wholesale of Computers and Peripheral Equipment
003 F113110 Wholesale of Batteries
004 F119010 Wholesale of Electronic Materials
005 F213110 Retail Sale of Batteries
006 F399040 Non-store Retailing
007 F401010 International Trade
008 I501010 Product Design Services
009 IG03010 Energy Technical Services
010 ZZ99999 Other Businesses Not Prohibited or Restricted by Law Except Those Requiring Special Approval
011 CB01010 Machinery and Equipment Manufacturing Industry
012 D101060 Renewable Energy Power Generation Equipment for Own Use
013 E601020 Electric Appliance Installation Industry
014 E603050 Automatic Control Equipment Engineering Industry
015 E606010 Electrical Equipment Inspection and Maintenance
016 I103060 Management Consulting Services
017 I199990 Other Consulting Services
018 I301010 Information Software Services
019 I301030 Electronic Information Supply Services
020 IF04010 Non-destructive Testing Industry
021 JE01010 Leasing Industry

Article 3: The Company is headquartered in Taipei City. Branch offices may be established domestically or internationally upon a resolution of the Board of Directors when necessary.

Article 4: The method of public announcements by the Company shall be conducted in accordance with Article 28 of the Company Act.

Article 5: The Company may engage in equity investments. The total amount of such investments shall not be subject to the restriction under Article 13 of the Company Act that limits the investment amount to no more than 40 percent of the Company's paid-in capital.

Article 6: For business needs, the Company may provide endorsements and guarantees to

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external parties upon approval by the Board of Directors. The operating procedures shall be handled in accordance with the Company's Guidelines for Endorsements and Guarantees.

Chapter II: Shares

Article 7: The total capital of the Company shall be NT$1,000,000,000, divided into 100,000,000 shares with a par value of NT$10 per share, and the Board of Directors is authorized to issue the shares in installments.

Within the aforesaid total capital, NT$150,000,000, equivalent to 15,000,000 shares, shall be reserved for the issuance of employee stock option certificates, and the Board of Directors is authorized to issue them in installments by resolution.

The Company may, with the attendance of shareholders representing more than half of the total issued shares and with the approval of more than two-thirds of the voting rights of the shareholders present at a shareholders meeting, issue employee stock option certificates at a subscription price lower than the market price or the par value per share.

Article 8: Shares repurchased by the Company in accordance with laws may be transferred to employees of parents or subsidiaries of the company meeting certain specific requirements.

Recipients of employee stock option certificates, employee compensation, employee subscriptions to new shares, and restricted employee shares may include employees of parents or subsidiaries of the company meeting certain specific requirements.

Article 9: All shares of the Company shall be registered shares and shall be signed or sealed by the director authorized to represent the Company and issued only after certification by a bank authorized to certify stock issuance in accordance with the law.

The Company may issue shares without printing physical share certificates, but such shares shall be registered with a centralized securities depository and handled in accordance with its regulations.

Article 10: The registration of share transfers shall not be processed within 60 days prior to a regular shareholders meeting, 30 days prior to a special shareholders meeting, or 5 days prior to the record date determined by the Company for distribution of dividends, bonuses, or other benefits.

Unless otherwise provided by laws or regulations, the Company's stock affairs shall be handled in accordance with the relevant regulations promulgated by the competent authority.

Chapter III: Shareholders' Meeting

Article 11: Shareholders' meetings are categorized into regular meetings and special meetings. A regular shareholders' meeting shall be convened at least once a year and held in accordance with the law within six months after the end of each fiscal year. A special shareholders' meeting shall be convened as necessary in accordance with the law.

Shareholders' meetings shall be convened by the Board of Directors, and the Chairman of the Board shall act as chairperson. In the event the Chairman is absent, a proxy shall be designated by the Chairman; if no proxy is designated, the directors shall elect one from among themselves to act as chairperson. If the meeting is convened by a party with convening authority other than the Board of Directors, the chairperson shall be the convener. If there are two or more conveners, one shall be elected among them to act as chairperson.

The notice of the shareholders' meeting may be delivered electronically with the consent

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of the shareholder. For shareholders holding less than 1,000 shares, the meeting may be convened by means of a public announcement.

The convening of shareholders' meetings shall be conducted in accordance with Article 172 of the Company Act.

In case a shareholders' meeting is proceeded via visual communication network, the shareholders taking part in such a visual communication meeting shall be deemed to have attended the meeting in person.

Article 12: If a shareholder is unable to attend a shareholders' meeting for any reason, they may issue a proxy form stating the scope of authorization and sign or seal it to appoint a proxy to attend the meeting on their behalf.

Unless otherwise provided by the Company Act, proxy attendance at the shareholders' meeting shall comply with the "Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies."

Article 13: Unless otherwise provided by laws and regulations, each share of the Company shall carry one voting right.

Article 14: Unless otherwise provided by the Company Act, a resolution at a shareholders' meeting shall be adopted by a majority of the voting rights of the shareholders present at a meeting attended by shareholders representing more than one-half of the total issued shares.

When convening a shareholders' meeting, the Company shall, in accordance with the Company Act, provide an electronic voting option as one of the means for shareholders to exercise their voting rights. Shareholders may exercise their voting rights in writing or by electronic means. Shareholders who exercise their voting rights electronically shall be deemed to have attended the meeting in person. All related matters shall be handled in accordance with applicable laws and regulations.

Article 15: Resolutions adopted at a shareholders' meeting shall be recorded in the minutes of the meeting, which shall be affixed with the signature or seal of the chairman of the meeting and shall be distributed to all shareholders of the company within twenty days after the close of the meeting. The preparation and distribution of the minutes may be affected by means of electronic transmission.

The distribution of the meeting minutes may also be made by public announcement.

Chapter IV: Board of Directors and Audit Committee

Article 16: The Company shall have five to nine directors, who shall serve a term of three years and be elected by the shareholders' meeting from among persons with legal capacity. Directors may be re-elected. The election of the Company's directors shall adopt the candidate nomination system, and directors shall be elected from the list of nominated candidates at a shareholders' meeting. In accordance with the Securities and Exchange Act, the number of independent directors among the aforementioned directors shall not be fewer than three, and shall not be less than one-fifth of the total number of directors. The professional qualifications, shareholding, concurrent positions, nomination and election methods, and other compliance matters related to independent directors shall be handled in accordance with the regulations prescribed by the competent securities authority.

Pursuant to Article 14-4 of the Securities and Exchange Act, the Company shall establish an Audit Committee. The Audit Committee shall be composed entirely of independent directors and shall consist of no fewer than three members. One member shall serve as the convener, and at least one member shall have accounting or

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financial expertise.

The Company's Board of Directors may establish a Remuneration Committee or other functional committees. The establishment and responsibilities of such committees shall be handled in accordance with the regulations prescribed by the competent authority.

Article 17: The Board of Directors shall be composed of all directors. The Chairman shall be elected from among the directors by a majority of the attending directors at a meeting attended by at least two-thirds of all directors. The Chairman shall represent the Company externally.

The Chairman shall preside over Board meetings. If the Chairman is on leave or otherwise unable to exercise their authority, a proxy shall be designated in accordance with Article 208 of the Company Act.

Article 18: The Board of Directors shall meet at least once per quarter. The meeting notice shall state the agenda and be delivered to each director at least seven days in advance, in writing, by email, or by fax. However, in case of emergency, a meeting may be convened at any time.

Directors shall attend Board meetings in person. If a director is unable to attend due to a legitimate reason, they may appoint another director to attend as their proxy by providing a written authorization. A proxy may act on behalf of only one director per meeting. If a Board meeting is held via video conferencing, directors participating by video shall be deemed to have attended in person.

Article 19: Unless otherwise provided by the Company Act, resolutions of the Board of Directors shall be adopted by a majority vote at a meeting attended by a majority of all directors.

If a director has a personal interest in any matter on the agenda that may be detrimental to the interests of the Company, the director shall not participate in the voting and shall not act as a proxy for another director. If the director's spouse, a relative within the second degree of kinship, or a company with a controlling or subordinate relationship to the director has an interest in the matter, the director shall be deemed to have a personal interest in such matter.

The minutes of the Board meetings shall be signed or sealed by the chairperson of the meeting and distributed to all directors within twenty days after the meeting.

Article 20: The remuneration of directors shall be determined by the Board of Directors based on their participation in the Company's operations and the value of their contributions, with reference to prevailing industry standards. Such remuneration may be paid regardless of whether the Company operates at a profit or loss.

Article 21: The Company may obtain liability insurance for its directors during their term of office to cover legal liability arising from the performance of their duties.

Chapter V: Managerial Officers

Article 22: The Company may appoint managerial officers. Their appointment, dismissal, and remuneration shall be handled in accordance with Article 29 of the Company Act.

Chapter VI: Accounting

Article 23: The fiscal year of the Company shall begin on January 1 and end on December 31 of each year. At the end of each fiscal year, the Board of Directors shall prepare the following documents and submit them to the Annual General Meeting of Shareholders for approval in accordance with legal procedures:

  1. Business Report

  1. Financial Statements
  2. Proposal for Earnings Distribution or Deficit Compensation

Article 24: If the Company has earnings for the year, 5% to 15% shall be allocated as employee compensation (of which no less than 20% shall be allocated to grassroots employees), and no more than 3% shall be allocated as director compensation. However, if the Company still has accumulated deficits, such deficits shall first be covered.

The aforementioned employee compensation and non-executive employee compensation may be distributed in the form of shares or cash. The recipients may include employees of parents or subsidiaries of the company meeting certain specific requirements. Director compensation shall be distributed in cash only.

The preceding two items shall be approved by a resolution of the Board of Directors with the attendance of at least two-thirds of the directors and the consent of a majority of the attending directors, and shall be reported at the shareholders’ meeting.

Article 25: If there is a net profit in the Company’s final accounts for the year, it shall first be used to pay taxes and cover prior years’ losses. Next, 10% shall be allocated to the legal reserve, except when the legal reserve has reached the total paid-in capital of the Company. A special reserve may also be allocated depending on business needs and regulatory requirements. If there is any remaining profit, it shall be combined with undistributed earnings at the beginning of the period, and the Board of Directors shall prepare a proposal for earnings distribution to be resolved at the shareholders’ meeting.

The Company’s dividend policy takes into account current and future development plans, investment environment, capital needs, domestic and international competitive conditions, and shareholder interests. At least 10% of the distributable earnings each year shall be allocated as shareholder dividends and bonuses, which may be distributed in the form of shares or cash. To ensure a stable and balanced dividend policy, the cash dividend shall not be less than 10% of the total dividend amount, unless a resolution is passed by the Board of Directors not to distribute dividends, and such resolution is approved at the shareholders’ meeting. When the Company has no earnings, no dividends or bonuses shall be distributed. However, based on financial, business, and operational considerations, all or part of the legal reserve and capital surplus may be distributed in accordance with applicable laws or the regulations of the competent authority.

Article 26: Matters not provided for in these Articles of Incorporation shall be handled in accordance with the Company Act and other applicable laws and regulations.

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Article 27: These Articles of Incorporation were enacted on September 7, 2017.

The 1st amendment was made on October 31, 2018.

The 2nd amendment was made on January 18, 2019.

The 3rd amendment was made on June 17, 2019.

The 4th amendment was made on June 17, 2019.

The 5th amendment was made on June 28, 2019.

The 6th amendment was made on December 30, 2019.

The 7th amendment was made on July 13, 2021.

The 8th amendment was made on September 13, 2021.

The 9th amendment was made on January 17, 2022.

The 10th amendment was made on March 2, 2023.

The 11th amendment was made on June 28, 2023.

The 12th amendment was made on September 26, 2023.

The 13th amendment was made on December 11, 2023.

The 14th amendment was made on June 7, 2024.

The 15th amendment was made on December 3, 2024.

The 16th amendment was made on June 18, 2025.

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SEETEL NEW ENERGY Co., LTD.
Appendix 2: Rules of Procedure for Shareholders Meetings

I. Purpose:
To establish a strong governance system and sound supervisory capabilities for the Company's shareholders meetings, and to strengthen management capabilities, these Rules are adopted pursuant to Article 5 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.

II. Scope:
These Rules govern the procedures for convening and conducting the Company's shareholders meetings. Unless otherwise provided by laws or the Articles of Incorporation, the shareholders meetings shall be conducted in accordance with these Rules.

III. Definitions:
The term "listed period" refers to the period starting from the day before the Company's securities are initially listed on the Emerging Stock Market, the Taipei Exchange (TPEx), the Taiwan Stock Exchange (TWSE), or any securities market in Taiwan, regardless of any period during which the securities are suspended from trading for any reason.

IV. Responsibility:
Shareholders and related personnel participating in the shareholders meetings of the Company.

V. Operating Procedures:
1. Shareholders meeting convening, notices, and meeting handbook:
(1) Unless otherwise provided by law or articles of incorporation, the Company's shareholders meetings shall be convened by the board of directors.
(2) Unless otherwise provided in the Regulations Governing the Administration of Shareholder Services of Public Companies, a company that will convene a shareholders' meeting with video conferencing shall expressly provide for such meetings in its Articles of Incorporation and

47


obtain a resolution of its board of directors. Furthermore, convening of a virtual-only shareholders' meeting shall require a resolution adopted by a majority vote at a meeting of the board of directors attended by at least two-thirds of the total number of directors.

(3) Changes to how the Company 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.

(4) During the non-listed period, the shareholders meeting shall be convened by written notice to all shareholders within the timeframe specified in Article 172 of the Company Act.

(5) During the listed period, the notice of a regular shareholders meeting shall be issued no later than 30 days prior to the meeting date, and for a special shareholders meeting, no later than 15 days prior. The meeting notice, proxy form, and proposals to be submitted for approval, discussion, or election/dismissal of directors shall be compiled in electronic format and transmitted to the Market Observation Post System (MOPS).

(6) The Company 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. If, however, the Company has the paid-in capital of NT$10 billion or more as of the last day of the most current fiscal year, or total shareholding of foreign shareholders and PRC shareholders reaches 30% or more as recorded in the register of shareholders of the shareholders meeting held in the immediately preceding year, transmission of these electronic files shall be made by 30 days before the regular shareholders meeting. In addition, before 15 days before the date of the shareholders meeting, the Company shall also have prepared the shareholders meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at the Company and the professional shareholder services agent designated thereby.

(7) The Company shall make the meeting agenda and supplemental meeting materials in the preceding paragraph available to shareholders for review

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in the following manner on the date of the shareholders meeting:

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

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.

(8) 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.

(9) Election or dismissal of directors or supervisors, amendments to the articles of incorporation, reduction of capital, mandatory repurchase and cancellation of the Company's shares pursuant to Article 24, Paragraph 1 of the Company's Articles of Incorporation, application for the approval of ceasing its status as a public company, 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 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.

(10) 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.

  1. Virtual shareholders meetings – required information in the notice:

(1) To convene a virtual shareholders meeting, the Company shall include the following particulars in the shareholders meeting notice:

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

B. 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:

a. To what time the meeting is postponed or from what time the meeting will resume if the above obstruction continues and

49


cannot be removed, and the date to which the meeting is postponed or on which the meeting will resume.

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

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.

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

C. 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.

D. Except in the circumstances set out in Article 44-9, paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the shareholders shall at least be provided with connection facilities and necessary assistance, and the period during which shareholders may apply to the company and other related matters requiring attention shall be specified.

  1. Shareholders’ proposal rights:

(1) A shareholder holding 1% or more of the total issued shares may submit one proposal in writing or by electronic means to the Company for deliberation at the regular shareholders meeting. If more than one proposal is submitted, none shall be included in the agenda.

(2) Prior to the book closure date before a regular shareholders meeting is

50


held, the Company shall publicly announce its acceptance of shareholder proposals, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

(3) 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 take part in discussion of the proposal.

(4) Except for circumstances specified in each subparagraph of Article 172-1, Paragraph 4 of the Company Act, the Board of Directors shall include the proposal in the meeting agenda.

(5) If the proposal is a recommendation urging the Company to enhance public interest or fulfill its social responsibilities, it shall still be limited to one item only. In accordance with the procedural requirements under Article 172-1, Paragraph 4 of the Company Act, any excess proposals will not be included in the agenda.

(6) Prior to the date for issuance of notice of a shareholders meeting, the Company 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.

  1. Attendance by proxy and authorization:

(1) For each shareholders meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization.

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

(3) After a proxy form has been delivered to the Company, if the shareholder

51


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 the Company 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.

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

  1. Principles determining the time and place of a shareholders meeting:

(1) The venue for a shareholders meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.

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

  1. Shareholder check-in:

(1) The Company 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) The Company shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu

52


of signing in.

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

(5) The Company 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.

(6) 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.

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

  1. The chair and non-voting participants of a 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 vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or 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

53


true for a representative of a juristic person director that serves as chair.

(3) 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.

(4) The Company may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders meeting in a non-voting capacity.

  1. Documentation of a shareholders meeting by audio or video:

(1) The Company, beginning from the time it accepts shareholder attendance registrations, may make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures.

(2) During the listed period, the Company shall make continuous, uninterrupted audio and video recordings throughout the entire process. The recorded materials 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.

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

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

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

  1. Calculation of the number of shares attending the shareholders meeting and commencement of the meeting:

(1) Attendance at shareholders meetings shall be calculated based on numbers of shares.

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(2) The number of shares in attendance shall be calculated according to the shares indicated by the 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.

(3) 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 of a virtual shareholders meeting, the Company shall also declare the meeting adjourned at the virtual meeting platform.

(4) 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 the Company in accordance with 6.(7).

(5) 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.

  1. 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

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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 shareholders may elect 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.

  1. 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 the floor; the chair shall stop any

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violation.

(5) 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.

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

(7) 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.

  1. Calculation of voting shares and recusal system:

(1) Voting at a shareholders meeting shall be calculated based on 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 the Company, that shareholder may not vote on that item, and may not exercise voting rights as proxy for any other shareholder. However, this restriction shall not apply when the shareholder is participating in a resolution concerning a merger, acquisition, share exchange, or demerger pursuant to the Business Mergers and Acquisitions Act, or when otherwise provided by law.

(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.

  1. Voting rights, proposal voting, voting supervision, and vote counting methods:

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

(2) With the exception of a trust enterprise or a shareholder services agent

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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.

(3) Except as otherwise provided in the Company Act and in the Company's articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a 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.

(4) 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.

(5) Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company.

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

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

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(8) 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.

(9) When the Company convenes a hybrid shareholders meeting, if shareholders who have registered to attend the meeting online in accordance with Article 6.(7) 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.

(10) 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.

(11) When a shareholder holds shares on behalf of others, the shareholder may claim the right to exercise voting rights separately.

(12) The qualifications, applicable scope, exercise methods, operational procedures, and other compliance matters concerning the separate exercise of voting rights shall be handled in accordance with the relevant regulations prescribed by the competent securities authority.

  1. Exercise of voting rights by written or electronic means:

(1) When the Company holds a shareholder meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders meeting notice.

(2) 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; it is therefore advisable that the Company avoid the submission of extraordinary motions and amendments to original proposals.

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

(4) 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 the Company, 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.

(5) 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. Election matters:

(1) The election of directors or supervisors at a shareholders meeting shall be held in accordance with the Company's "Rules for Election of Directors and Supervisors", and the voting results shall be announced on-site immediately, including the names of those elected as directors and supervisors and the numbers of votes with which they were elected, and the names of directors and supervisors not elected and number of votes they received.

(2) 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. Meeting minutes and signing requirements:

(1) Matters relating to the resolutions of a shareholders meeting shall be

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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.

(2) During the listed period, the distribution of the meeting minutes as mentioned in the preceding paragraph may be effected by public announcement through the Market Observation Post System.

(3) The meeting minutes may be produced and distributed in electronic form.

(4) 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 the Company.

(5) 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.

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

  1. Public disclosure:

(1) On the day of a shareholders meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the shareholders meeting. In

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the event a virtual shareholders meeting, the Company shall upload the above meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

(2) During the Company'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.

(3) If matters put to a resolution at a shareholders meeting constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation (or Taipei Exchange Market) regulations, the Company shall upload the content of such resolution to the MOPS within the prescribed time period.

  1. Maintaining order at the meeting place:

(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 the Company, the chair may prevent the shareholder from so doing.

(4) 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.

  1. Recess, resumption, and adjournment 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

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of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders meeting may adopt a resolution to resume the meeting at another venue.

(3) 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.

(4) After the completion of the scheduled agenda of the shareholders meeting, the chair may declare the meeting adjourned.

(5) After the meeting has been adjourned, shareholders may not designate another chairperson to reconvene the meeting at the original venue or at another location.

  1. Disclosure of information at virtual meetings:

In the event of a virtual shareholders meeting, the Company 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.

  1. Location of the chair and secretary of virtual-only shareholders meeting:

When the Company 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.

  1. Handling of disconnection issues:

(1) In the event of a virtual shareholders meeting, the Company 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 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

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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 paragraph (2), shareholders who have not registered to participate in the affected shareholders meeting online shall not attend the postponed or resumed session.

(4) For a meeting to be postponed or resumed under paragraph (2), 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.

(5) During a postponed or resumed session of a shareholders meeting held under paragraph (2), 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 and supervisors.

(6) When the Company convenes a hybrid shareholders meeting, and the virtual meeting cannot continue as described in paragraph (2), 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 paragraph (2) is required.

(7) Under the circumstances where a meeting should continue as in paragraph (2), 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.

(8) When postponing or resuming a meeting according to paragraph (2), the Company shall handle the preparatory work based on the date of the

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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.

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

  1. Addressing the digital divide:

When convening a virtual-only shareholders meeting, the Company shall provide appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders meeting online.

  1. Implementation and amendments:

These Rules shall take effect after having been submitted to and approved by a shareholders meeting. Subsequent amendments thereto shall take effect in the same manner.

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SEETEL NEW ENERGY Co., LTD.

Appendix 3: Shareholding of Directors

As of the book closure date for this Annual General Meeting, the number of shares held by individual directors and all directors as recorded in the shareholders register is as follows:

Title Name Shares Held %
Chairman Yuan Yuan Holdings Co., Ltd.
Representative: Lin, Sheng-Tse 5,007,541 9.41%
Director Cascade Capital Management L.P.
Representative: Chen, Po-Hsun 2,224,839 4.18%
Director Cascade Capital Management L.P.
Representative: Li, Kuang-Bin
Director Yeh, Wen-Tsun 0 0%
Independent Director Yu, Yu-Ming 0 0%
Independent Director Chang, Hung-Hsin 0 0%
Independent Director Yen, Yu-Ming 0 0%
Total 7,232,380 13.59%

Note1: The date of this Annual General Meeting is June 25, 2026.
(The book closure period is from April 27, 2026, to June 25, 2026.)
Note2: As the Company has established an Audit Committee, the statutory minimum shareholding requirement for supervisors is not applicable.


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SEETEL NEW ENERGY Co., LTD.

Appendix 4: Shareholder Nominations and Proposals for This Annual General Meeting

  1. The nomination and proposal period for shareholders for this Annual General Meeting was from April 17 to April 28, 2026, and the relevant announcement was duly published on the Market Observation Post System.

  2. The Company did not receive any shareholder nominations or proposals during the aforementioned period.


Power Your Success

SEETEL
SEETEL NEW ENERGY Co., LTD.
12F, No. 89, Section 5, Nanjing E. Road, Songshan District, Taipei City, Taiwan
02-8665-5650