牧路股份有限公司
Sigurd MICROELECTRONICS CORP.
Stock Code: 6257

2026 Annual General Shareholders' Meeting Handbook

May 29, 2026

Meeting Procedures... 1
Meeting Agenda... 2
Reports... 3
Proposals... 6
Discussions... 7
Election Matters... 7
Other Matters... 8
Special Motions... 8

Attachments

I. Business Report... 9
II. Audit Committee's Report... 18
III. Individual Director’s Remuneration... 19
IV. Report on Related Party Transactions for Fiscal Year 2025... 20
V. Independent Auditors' Report for 2025 Financial Statements... 21
VI. Profit Distribution Proposal... 47
VII. Comparison Table of Amendments to the “Procedures for Acquisition or Disposal of Assets”... 48
VIII. List of Director Candidates... 55
IX. List of New Directors’ Non-Compete Activities... 57

Appendices

I. Articles of Incorporation... 59
II. Rules of Procedure for Shareholders’ Meetings... 65
III. Rules for Director Election... 69
IV. “Procedures for Acquisition or Disposal of Assets” (Before Amendment)... 70
V. Table of Current Shareholding of Directors... 91

Sigurd Microelectronics Corporation

2026 Annual General Shareholders' Meeting Procedures

I. Call the Meeting to Order
II. Chairman Remarks
III. Management Presentation
IV. Matters for Approval
V. Discussion
VI. Election Matters
VII. Other Matters
VIII. Special Motions
IX. Adjournment

The chair may decide to vote for one single proposal or vote for all or some proposals before the extempore motions.

Sigurd Microelectronics Corporation
2026 Annual General Shareholders' Meeting Agenda

Time: 09:00 a.m., May 29, 2026 (Friday)

Location: No. 65, Guangfu North Road, Hukou Township, Hsinchu County, Taiwan

Convening method: Physical shareholders' meeting

I. Call the Meeting to Order

II. Chairman Remarks

III. Reports

Item 1: 2025 Business Report.

Item 2: Audit Committee's Review Report on the 2025 Financial Statements.

Item 3: Report on Distribution of Employee and Director Remuneration for 2025.

Item 4: Report on Distribution of Cash Dividends from Earnings for 2025.

Item 5: Report on Cash Distribution from Capital Surplus.

Item 6: Report on Director Remuneration for 2025.

Item 7: Report on Execution of Share Repurchase Program.

Item 8: Related Party Transactions Report.

IV. Proposals

Item 1: Adoption of the 2025 Business Report and Financial Statements.

Item 2: Adoption of the 2025 Proposal for Profit Distribution.

V. Discussion

Item 1: Proposal to Amend Certain Provisions of the "Procedures for Acquisition or Disposal of Assets."

VI. Election Matters

Item 1: Re-election of All Directors, Totaling 11 Directors, Including 4 Independent Directors

VII. Other Matters

Item 1: Proposal to Lift the Non-Compete Restriction on Newly Elected Directors.

VIII. Special Motions

IX. Adjournment

Reports

Item 1: 2025 Business Report.

Explanation: For further details, please refer to Attachment 1 (Pages 9 to 17).

Item 2: The Audit Committee's Report for 2025.

Explanation: For further details of the Audit Committee's Report, please refer to Attachment 2 (Page 18).

Item 3: Report on Distribution of Employee and Director Remuneration for 2025.

Explanation: On March 9, 2026, the Board of Directors of the Company approved the distribution of director remuneration of NT$19,800,000 and employee remuneration of NT$364,000,000 for 2025. The total amount will be paid in cash. The amount resolved is identical to the amount recognized as expenses for 2025.

Item 4: Report on Distribution of Cash Dividends for 2025.

Explanation:

(1) Pursuant to Article 24 of the Articles of Incorporation, the Company allocated NT$1,306,563,278 for cash dividends. As of February 24, 2026, the Company had 483,912,325 shares eligible for distribution, with a cash distribution of NT$2.7 per share. The cash allocated to each shareholder shall be calculated to the nearest dollar and rounded down. The cumulative fractional cash dividends less than NT$1 shall be classified as the Company's other income.

(2) This matter has been approved by the Board of Directors, and authorization is also given to the Chairman to determine the record date of ex-dividend, distribution date, and other related matters. Subsequently, if the Company buys back its shares, transfers treasury stocks to employees, converts employee stock option certificate subscription into ordinary shares, converts employee restricted stock awards or corporate bonds into ordinary shares, to the extent that they affect the number of shares participating in distribution, and the ratio of cash dividends to shareholders needs to be adjusted, authorization is also given to the Chairman to do so.

Item 5: Report on Cash Distribution from Capital Surplus.

Explanation:

(1) The Company proposes a cash distribution of NT$725,868,488 from the capital surplus, specifically the tax-exempt portion derived from the premium of convertible bonds converted into common shares, based on shareholders' shareholding ratio. As of February 24, 2026, the Company had 483,912,325 shares eligible for distribution, with a cash distribution of NT$1.5 per share. The cash allocated to each shareholder shall be calculated to the nearest dollar and rounded down. The cumulative fractional cash dividends less than NT$1 shall be classified as the Company's other income. Subsequently, if the Company repurchases its shares, transfers treasury shares to employees, converts employee stock option certificates into ordinary shares, issues restricted stock awards to employees, or converts corporate bonds into ordinary shares, thereby requiring an adjustment to the cash distribution ratio to shareholders, it is proposed to seek authorization from the Annual General Meeting for the Board of Directors or its designated representatives to handle the matter with full discretion.

(2) The Chairman is authorized to set the base date for the distribution of capital surplus separately.

Item 6: 2025 Distribution Report for Directors' Remuneration.

Explanation: Directors' remuneration policies, procedures, standards and structure, as well as the linkage to responsibilities, risks and time spent:

(1) According to the Company's Articles of Incorporation, the remuneration of directors shall be determined by the Board of Directors with reference to the prevailing industry standards. If the Company is profitable for a fiscal year, no more than 3% of the earnings shall be allocated as directors' remuneration. According to the Company's Remuneration Committee Charter, with respect to the performance assessment and remuneration of directors and managerial personnel of the Company, it shall refer to the typical pay levels adopted by peer companies, and take into consideration the reasonableness of the correlation between remuneration and individual performance, the Company's business performance, and future risk exposure.

(2) For further details of directors' remuneration, please refer to Attachment 3 (Page 19).

Item 7: Report on the execution status of the Company's share repurchase program.

Explanation:

Pursuant to Paragraph 7 of Article 28 of the Securities and Exchange Act, a company shall report to the shareholders at the most recent shareholders' meeting on the resolution of the Board of Directors regarding the repurchase of shares and the execution status thereof. The execution status of the Company's share repurchase is as follows:

Repurchase Program (Round)	Eleventh repurchase
Date of Board Resolution	April 21, 2025
Purpose of Repurchase	Transfer of shares to employees
Actual Repurchase Period	April 22, 2025 to June 20, 2025
Class and Number of Shares Repurchased	5,131,000 shares of common stock
Total Amount of Shares Repurchased	NT$385,472,645
Average Repurchase Price per Share	NT$75.13
Number of Shares Canceled	-
Cumulative Number of Shares Held by the Company	5,131,000 shares
Percentage of Cumulative Shares Held to Total Issued Shares	1.06%
Execution Result of Share Repurchase	The repurchase was not fully executed upon expiration of the repurchase period
Reason for Incomplete Execution upon Expiration	In order to safeguard shareholders' interests while taking market mechanisms into consideration, the Company conducted the repurchase in batches based on share price fluctuations; therefore, the repurchase was not fully executed.

Item 8: Related Party Transactions Report.

Explanation: Report on the execution of related party transactions for fiscal year 2025, as detailed in Attachment 4 (Page 20).

Proposals

Item 1: Adoption of the 2025 Business Report and Financial Statements.
(Proposed by the Board of Directors)

Explanation:
(1) The Company's 2025 financial statements have been audited and certified by CPAs Tien-Yi Li and Chih-Cheng Hsieh of PwC Taiwan.
(2) The aforementioned financial statements and business report have been audited and certified by the Audit Committee and are to be submitted to the shareholders' meeting for approval. For the details, please refer to Attachment 1 (Pages 9 to 17), Attachment 2 (Page 18), and Attachment 5 (Pages 21 to 46).

Resolution:

Item 2: Adoption of the 2025 Proposal for Profit Distribution. (Proposed by the Board of Directors)

Explanation:
(1) The earnings distribution table for 2025 has been approved by the Board of Directors and audited by the Audit Committee, as detailed in Attachment 6 (Page 47).
(2) In accordance with the Company Act and the Articles of Incorporation, the proposal for distribution of cash dividends which was resolved by the Board of Directors has been submitted for report. Other matters of the profit distribution that shall be adopted by the Shareholders' Meeting are proposed to the Annual General Shareholders' Meeting for adoption.

Resolution:

Discussions

Item 1: Proposal to amend certain provisions of the “Procedures for Acquisition or Disposal of Assets,” submitted for approval. (Proposed by the Board of Directors)

Explanation:

(1) In response to the Company’s operational needs and amendments to relevant regulations, the “Procedures for Acquisition or Disposal of Assets” is hereby revised in accordance with the order issued by the Financial Supervisory Commission on July 24, 2025, Order No. Jin-Guan-Zheng-Fa-1140383333.

(2) A comparison table of the amended provisions is provided in Attachment 7 (pages 48–54).

Resolution:

Election Matters

Item 1: Comprehensive re-election of directors: Eleven (11) directors (including four (4) independent directors) to be elected, submitted for approval.

Explanation:

(1) The Company’s Articles of Incorporation prescribe that the number of directors shall be between nine (9) and eleven (11). The Company currently has ten (10) directors, whose term of office expires on June 6, 2026. It is proposed that all incumbent directors be dismissed in advance upon the conclusion of the shareholders’ meeting on May 29, 2026, at which new directors will be elected. The shareholders’ meeting is proposed to elect eleven (11) directors (including four (4) independent directors), and all independent directors shall concurrently serve as members of the Audit Committee. The term of office of all newly elected directors shall be three (3) years commencing from the date of election at the annual general shareholders’ meeting (from May 29, 2026 to May 28, 2029). The newly elected directors shall assume office after the conclusion of the shareholders’ meeting at which they are elected, and the incumbents shall be dismissed concurrently.

(2) The term of office of the current members of the Remuneration Committee expires on June 6, 2026. In line with the early dismissal of the incumbent Board of Directors, all current members of the Remuneration Committee shall also be dismissed in advance. The members of the new Remuneration Committee shall be appointed by the newly elected Board of Directors.

(3) The list of director nominees and relevant information is provided in Attachment 8 (pages 55–56).

Election Results:

Other Matters

Item 1: Proposal to release the newly elected directors from the restrictions on non-competition, submitted for approval. (Proposed by the Board of Directors)

Explanation:

(1) Pursuant to Article 209 of the Company Act, if a director engages, for himself/herself or on behalf of another, in any business that falls within the scope of the Company’s business, the material details of such acts shall be explained to the shareholders’ meeting and approval shall be obtained.

(2) It is proposed to submit to the shareholders’ meeting for approval the release of the newly elected directors from the restrictions on non-competition. A summary table of the non-competition status of director nominees is provided in Attachment 9 (pages 57–58).

Resolution:

Special Motions

Adjournment

Attachment 1

Business Report

I. 2025 Business Results

(I) Operating results of 2025 Business Plan

Sigurd’s 2025 full-year consolidated revenue was NT$19.59 billion, an increase of NT$1.37 billion from NT$18.22 billion in 2024, representing year-on-year growth of 7.5%. 2025 Gross Profit Margin was 29% and Operating Margin was 20%. Full-year profit attributable to the parent company was NT$2.95 billion, and earnings per share was NT$6.14, representing growth of 6.5% and 4.2%, respectively, compared to the full-year profit attributable to the parent company of NT$2.77 billion and earnings per share of NT$5.89 for 2024.

(II) Budget implementation: The Company did not disclose financial forecasts in 2025.

(III) Research and development

Review of 2025

(1) Develop AI, ASIC, advanced 5G SoC, Wi-Fi7/6E/6 and other related IC testing technologies.

(2) Research and expand equipment to meet the testing needs of optical communication silicon photonics, AI, high-speed computing, AI servers, accelerators, Bitcoin, graphics chips, and low-Earth-orbit satellites.

(3) Develop CoWoS (Chip on Wafer on Substrate) testing technology to improve production yield.

(4) Develop 3nm testing technology.

(5) Integrate Sigurd’s self-made equipment capabilities for mixed signal and RF (radio frequency) testing, providing customers with more standardized and customized testing solutions.

(6) Develop high-level system-level (SFT, SLT) testing solutions and introduce them into mass production.

(7) Expand the testing capacity related to third-category compound semiconductors such as GaN (Gallium Nitride).

(8) Improve the technology and yield of existing 8-inch and 12-inch WLCSP (Wafer Level Chip Scale Package), solder bumping (Solder Bumping) and Cu-pillar.

(9) Strengthen the capability of wafer-level back-end DPS (Die-Processing Service). Enhance the technology and capability of the back-end integrated services for WLCSP.

Future Outlook (2026 and future trends)

(1) In response to the testing needs for AI, Application-Specific Integrated Circuits (ASIC), and Automotive 3A ICs, develop and invest in 3A technology, including advanced test technology, automation, and AI smart factory. Enhance the breadth and depth of technology, and expand the benefits of intelligent production.

(2) Conduct in-depth research on advanced packaging technologies (2.5D, 3D, CoWoS) related testing technologies and increase the scale of mass production.

(3) In response to AI, high-speed computing, and automotive electronics trends, enhance burn-in related technology and capacity.

(4) Expand high-end system-level (SFT, SLT) testing solutions and capacity.

(5) Enhance Sigurd’s capabilities in self-made equipment (MAP ATE) for mixed signal and RF (Radio Frequency) testing, providing clients with more standardized and customized testing solutions.

(6) Advance optical communication silicon photonics (Silicon Photonics) packaging (CPO: Co-Packaged Optics) and testing technology and increase the scale of mass production.

(7) Advance RF-related testing technologies, including 5G millimeter wave (mmWave), Wi-Fi 7/6E/6, Low-earth-orbit satellites, AIOT RF-SoC, NFC (Near Field Communication) and Wireless Power (wireless charging).

(8) Improve 3-nanometer testing technology, mass production scale, and production yield.

(9) Develop 2-nanometer testing technology and prepare for mass production.

(10) Research FOPLP (Fan-Out Panel Level Packaging) related testing technologies.

II. Overview of Business Scheme for the Year

(I) Business strategy for 2026

Various semiconductor research institutions generally predict that in 2026, the global semiconductor industry will exhibit a steady growth trend, driven by the continued development of artificial intelligence (AI), ASICs, high-performance computing (HPC), cloud data centers, and advanced computing architectures. Among these, the expanding demand for AI and ASIC servers and high-performance computing chips is further tightening the supply of High Bandwidth Memory (HBM) and advanced memory products, which in turn is accelerating the concentration of the industrial value chain in the fields of high-performance computing, advanced packaging, and high-reliability testing.

On the other hand, since U.S. President Trump took office, the direction of his trade, tariff, and semiconductor-related policies remains highly uncertain. With raw material prices surging, the global supply chain and investment environment face potential volatility risks. In response to changes in the international political and economic situation, Sigurd adheres to the operating principle of emphasizing both prudent growth and risk control, continues to monitor changes in global policies, industrial structures, and customer needs, and flexibly adjusts its operational layout to strengthen the Company's overall operational resilience and long-term competitiveness.

Looking ahead to 2026, the Sigurd management team will utilize a stable financial structure and sufficient cash flow as the operational foundation to support the Company's medium- to long-term development in key technologies and capacity deployment. In terms of operating strategy, the Company will continue to deepen its existing testing and packaging product lines that possess economies of scale, while actively expanding into high-growth, high-value-added application fields such as AI, ASICs, HPC, advanced packaging, automotive electronics, and high-speed networking silicon photonics, so as to strengthen the Company's key position in next-generation high-speed transmission and heterogeneous integration solutions.

In terms of capacity and equipment planning, Sigurd will prudently promote capacity expansion and equipment investment in line with market demand and the pace of customer project introductions, and will continue to improve equipment utilization rates, process yields, and overall operational efficiency to balance growth flexibility with investment effectiveness and ensure that capacity allocation maintains an optimal balance with market demand.

At the same time, the Company continues to upgrade its operating strategy from the existing 3A products to the 3E strategy: Early Engagement, Early

Investment, and Excellent Operation. Through early participation in customer product development and application layout (Early Engagement), prudent and forward-looking investment in key technologies and production capacity (Early Investment), and continuous improvement of process efficiency and operational quality (Excellent Operation), the Company will comprehensively strengthen its competitive advantages in areas such as quality, delivery, cost, and service flexibility.

In summary, Sigurd will, amidst a global semiconductor environment filled with challenges and uncertainties, steadily seize the structural growth opportunities brought by AI, ASICs, and high-performance computing, continuously enhance operational resilience and long-term competitiveness, and create sustainable long-term value for shareholders, customers, and the industry as a whole.

(II) Expected sales and the basis thereof

The Company has estimated its business outlook for 2026 based on its historical operating revenue and capacity utilization rates, and total forecasts from professional research institutions regarding the global semiconductor, packaging and testing industries, end-product markets, and Sigurd’s major customers, while also taking into account the actual engagement results and order visibility of its business units with major customers. As applications related to AI, ASICs, HPC, automotive electronics, and high-speed communication silicon photonics continue to expand, driving growth in demand for advanced packaging and high-end testing, and fueled by the gradual scaling of new projects, new products, and new customers, the Company's sales volume and operating revenue for 2026 are expected to exhibit steady and moderate growth with structural support.

The aforementioned estimates not only reflect past operating results but also incorporate the impact of increased demand for high-end testing services driven by AI and ASIC-related applications, including factors such as increased testing complexity, extended testing durations, and higher per-unit testing value, further strengthening the Company's revenue contribution from high-value-added product lines. As relevant projects gradually enter the mass production stage, they are expected to generate sustained positive momentum for the Company's overall operating performance.

However, the aforementioned expectations may still be affected by factors such as global geopolitics, changes in the macroeconomic environment, rising raw material prices, fluctuations in market demand, and adjustments to semiconductor policies in various countries; thus, uncertainty remains between actual operating results and forecasts. The Company will continue to closely monitor the external environment and industry trends, and will capture growth opportunities and effectively mitigate potential risks through flexible capacity allocation and prudent operating strategies.

(III) Important production and marketing policies

To respond to the rapid changes in the global semiconductor industry environment and external uncertainties, the Company will adopt the following primary countermeasures in 2026 to strengthen operational resilience and seize medium- to long-term growth opportunities:

Strengthen analysis of political, economic, and industry conditions

Continuously track geopolitical changes, global market trends, the semiconductor policies and tariff measures of a potential U.S. Trump administration, customer demand dynamics, and the supply status of raw supplies, and conduct systematic market research and analysis to provide a basis for internal decision-making.

Focus on high-margin test services and optimize product and application mix

Actively develop high-gross profit margin test services, with a strategic focus on 3A ICs (AI, ASICs, Automotive), and cover application fields such as high-end 5G/AI smartphone ICs, high-performance computing (HPC), high-speed networking silicon photonics, server ICs, Wi-Fi 7, AIoT, and RF ICs.

Expand international customer base and diversify operational risks
Actively increase the number of overseas customers and the proportion of revenue generated therefrom to reduce reliance on any single market or region.
Enhance international market visibility and deepen connections with local customers
Plan to participate in multiple major overseas semiconductor-related exhibitions to systematically demonstrate the Company's technical capabilities in advanced packaging and high-end testing, and promote overseas business expansion through direct communication with local customers and potential partners.
Capture test demand for high-growth applications
Continuously strengthen test service capabilities for high-growth applications such as AI, ASIC, high-performance computing (HPC), high-speed networking silicon photonics, and automotive ICs.
Deepen strategic partnerships with customers
(1) Engage early in customers' product planning and mass production roadmaps to establish long-term, stable partnerships.
(2) Prudently expand production capacity and facilities based on market and customer demand.
(3) Plan the expansion of plant facilities and equipment in a timely manner based on market trends and the progress of customer project rollouts to meet customer needs while balancing capacity utilization and financial stability.
Periodically review product line competitiveness
Adjust product lines that are uncompetitive or have limited growth potential to ensure effective allocation of resources.
Promote smart factory and automation upgrades
Utilize AI combined with big data to enhance the breadth and depth of smart factories and equipment automation, improving manufacturing efficiency and quality stability.
Refine in-house equipment and improve operational efficiency
Optimize the specifications of in-house machinery and expand its applications to improve equipment utilization and return on investment.
Enhance personnel productivity and operational efficiency
Continuously enhance overall operational efficiency through AI applications, training, technology investment, and automation.
Continue to implement cost control measures
Implement expenditure reduction and cost management mechanisms to strengthen long-term profitability.

In line with the aforementioned operating principles and countermeasures, the Company has adopted the 3E strategy (Early Engagement, Early Investment, Excellent Operation) as the core guidance for its business development in 2026 and over the medium- and long-term. Through early engagement in customer product and application roadmaps (Early Engagement), forward-looking and prudent investment in key technologies, production capacity, and equipment (Early Investment), and continuous refinement of process efficiency, quality management, and cost control (Excellent Operation), the Company will comprehensively

strengthen its core competitiveness and operational resilience in a highly competitive environment.

Looking ahead, the Company will continue to focus on the 3E strategy as its core, steadily capturing the structural growth opportunities brought by AI and high-performance computing, and creating sustainable long-term value for shareholders, customers, and industry partners.

III. Future Development Strategy

Looking ahead, Sigurd will remain committed to value reshaping and technological innovation to create a blue ocean development strategy with differentiation and long-term competitiveness. The Company will focus on packaging and testing products and technologies where it has a competitive advantage, deepen its core capabilities, and strengthen its key position in the global semiconductor value chain through resource integration and forward-looking strategic positioning.

(I) Response to the Political and Economic Situation and Industrial Environment

The Company will continue to closely monitor global geopolitical changes, market trends, the semiconductor policies and related measures of various countries, and changes in trade tariffs and supply chains. It will also conduct systematic market research and analysis to provide internal assessments of the political and economic situation for decision-making reference, ensuring that the Company can grasp industry dynamics in a timely manner and respond flexibly to changes in the external environment.

(II) Flexible Adjustment of Organizational Structure and Resource Allocation

In response to market demand and changes in product structure, the Company will, based on its operational development needs, adjust its organizational structure, team configuration, and resource allocation in a timely manner to enhance organizational flexibility and cross-departmental collaboration, thereby responding more effectively to technological evolution and rapid market changes.

(III) Overseas Market Expansion and Risk Diversification

The Company will continue to promote overseas market development, with North America and Japan as its key markets. In 2024, the Company achieved growth in its number of customers in the aforementioned markets and demonstrated robust results in the China market. Starting from 2025, in addition to continuing to cultivate the North American market, the Company will also actively expand its market presence in Asia, China, Europe, and Japan to broaden its customer base, increase its global market share, and strengthen its overall international market positioning.

To strengthen the effectiveness of its overseas market expansion and stay close to local customer needs, the Company in 2025 planned to participate in three major overseas semiconductor-related exhibitions. Through direct exchanges with international customers and industry partners, the Company aims to enhance its visibility in the fields of advanced packaging and high-end testing. Looking ahead to 2026, the Company will make further plans to participate in multiple overseas exhibitions to expand its market reach and depth of customer engagement, accelerating the development of overseas customers and the project implementation process. At the same time, the Company will continue to closely monitor changes in U.S. semiconductor policies and related trade measures and will adjust its overseas operations and market positioning strategies in response to the policy and market environment, so as to balance growth opportunities with regional risk diversification and enhance overall operational resilience.

(IV) Increase the production capacity and customer base of each subsidiary.

The Company will gradually enhance the capacity allocation and customer structure of each subsidiary based on market demand and the progress of customer project implementation, strengthening overall operational flexibility and overall Group competitiveness.

(V) Integration and niche testing

Over the years, Sigurd has acquired the testing technologies and experience of Mixed Signal, Logic, Memory, RF, and Power. With a stronghold of technologies and alignment with market trends, Sigurd is moving toward integrated and niche products.

Integrated testing technology

As IC products become increasingly complex, the market has shifted from single-function chips to highly integrated SoC architectures. Leveraging its long-accumulated testing experience, the Company possesses a mature technical foundation for integrated products such as mobile AP SoCs and Wi-Fi SoCs, and has established a solid foundation in 5G and AI-related IC packaging and testing technologies, and is continuously strengthening its integrated testing service capabilities.

Specialized Testing Technologies and Services

The Company will continue to deepen its testing service capabilities for the following specialized applications:

(1) High-speed computing-related ICs: AI accelerators, graphics chips, server chips, etc.
(2) Communication-related ICs: High-speed networking, 5G communication equipment IC, GPS, Wi-Fi SoC (integrated with Bluetooth and MCU)
(3) Video/Audio related ICs: 3D, 4K/2K, 8K/4K video codec ICs, HDMI, HDTV control ICs
(4) Mobile device-related ICs: 5G, AI, AP, Baseband SoC, GPS, Bluetooth, touch ICs
(5) AI PC-related ICs: graphics chip, Thunderbolt, Audio, USB, Type-C, WLAN, touch panel IC
(6) Automotive electronics ICs: ADAS, smart cockpit, sensors, microprocessors, and Internet of Vehicles (IoV)-related applications
(7) High-speed networking silicon photonics: EIC, PIC, CPO, etc.

Specialized Packaging Technology and Services

(1) Advanced Packaging Technology

Through packaging technologies such as WLCSP, Bump, and Flip Chip, Sigurd can effectively respond to market demand for miniaturized, lightweight, and high-performance products, while balancing cost, heat dissipation, and power management performance. As packaging technology continues to evolve, WLCSP will become an important tool for the Company to address the trends of miniaturization and high performance, and will further enhance its competitiveness in high-speed and power management applications.

(2) Silicon Photonics Packaging and Testing Applications

With the rapid growth in demand for AI data centers, high-speed transmission and low power consumption have become key issues. Silicon photonics technology can overcome the bottlenecks of traditional electronic transmission. As Co-Packaged Optics (CPO) technology gradually matures, transmission speeds and performance will be significantly enhanced, meeting the application requirements of AI data centers, and the prospects for related industries hold great

potential. In addition to continuing to serve the EIC (e.g., DSP, TIA) chip testing and packaging needs of existing customers, the Company will also gradually expand into PIC (Photonic Integrated Circuit)-related fields and, in line with industrial technology evolution, further deploy co-packaged optics (CPO) optoelectronic integration applications to strengthen its technical depth and service integrity in high-speed networking and data center-related solutions.

(VI) R&D Investment and Talent Development

In addition to continuing to recruit professional talent, the Company also actively promotes cross-disciplinary R&D cooperation, including:

Establishing technical cooperation and joint R&D relationships with industry partners
Collaborating with research institutions to participate in forward-looking technology research projects
Promoting industry-academia cooperation with colleges and universities to cultivate future technical talent
Actively participating in industry forums and technical seminars
Providing employees with continuous training and further education opportunities

Through these measures, the Company expands its technical knowledge base, accelerates innovation, and maintains its industrial competitiveness.

(VII) Leveraging Group Synergies

By integrating the equipment, technology, and resource allocation of each subsidiary within the Group, the Company provides customers with more comprehensive and efficient packaging and testing solutions, enhances the overall efficiency of resource utilization, and leverages the Group's scale and synergistic advantages.

IV. Impacts of the External Competitive, Regulatory, and Overall Business Environment

Looking at global semiconductor industry development trends, most research institutions predict that, driven by the continuous expansion of artificial intelligence (AI) and high-performance computing (HPC) applications, the semiconductor market will continue to demonstrate strong growth momentum in 2026. Overall, major semiconductor manufacturers maintain a relatively cautious yet optimistic outlook on the industry's prospects, and their capital expense planning also exhibits a more proactive trend.

However, the U.S. government's semiconductor-related policies and tariffs continue to undergo dynamic adjustments, and the prices of key raw supplies have risen. The actual impact of these uncertain factors on the global consumer market and end-market demand remains to be seen. In the face of high uncertainty resulting from the intertwined effects of the external competitive environment, regulatory policies, and macroeconomic conditions, Sigurd continues to adopt prudent and flexible operating strategies, adjusting capital expense planning in a timely manner based on changes in customer demand and market dynamics, while actively promoting cost control measures to respond to the industry's cyclical adjustment period.

The aforementioned strategies are intended to ensure that the Company can maintain a robust operating structure and sound capital management efficiency amid heightened market uncertainty and volatility. Through precise capital expense allocation, Sigurd is able to flexibly respond to market changes and enhance investment efficiency; at the same time, strengthening cost control also helps to improve financial resilience, reduce operational risks, and consolidate overall competitive advantages. This prudent and flexible business policy not

only demonstrates the Company's high sensitivity to industry changes but also establishes a solid foundation for long-term, stable development.

(I) Favorable factors

Global semiconductor industry consolidation trends

The semiconductor industry continues to experience a wave of consolidation, which helps Sigurd secure more packaging and testing orders through integration benefits from existing customers.

Rapid breakthroughs in AI applications

Continuous breakthroughs in AI-related applications have driven growth in markets such as cloud AI servers, edge devices, AI smartphones, and AI PCs, bringing new business opportunities for Sigurd.

Interactive effects of China-U.S. semiconductor policies

U.S. control measures on Chinese semiconductors, as well as China's corresponding policy responses, may prompt some customers to shift to the Taiwan supply chain, creating a relative competitive advantage for Sigurd.

Contraction of assembly and testing capacity at IDM plants

Influenced by cost structure considerations, some foreign IDM manufacturers have reduced or delayed the expansion of their assembly and testing capacity, providing an opportunity for dedicated OSAT providers to secure outsourced orders.

Continuous growth in demand for emerging applications

The increasing demand for emerging applications such as AI, high-performance computing, deep learning, edge computing, AR/VR, drones, and robotics is driving demand for high-end processes and testing, which helps major international players place orders in Taiwan and expands Sigurd's market participation.

Expansion of Wearable Devices and IoT Applications

The continuous popularization of wearable devices and Internet of Things (IoT) applications, such as smart glasses, has driven the growth in demand for electronic components, creating new market opportunities for Sigurd.

Stable growth in demand for automotive electronics

Strict emission regulations and the development of autonomous driving technology in various countries have driven the growth in demand for automotive electronics and related ICs, providing relatively stable long-term demand for Sigurd.

5G applications continue to develop toward AI integration

5G technology is gradually integrating with AI applications, and the demand for related equipment and chips continues to rise, bringing new growth momentum to Sigurd.

(II) Unfavorable factors

Geopolitical risks affecting the supply chain

Geopolitical events such as the Russia-Ukraine war and conflicts in the Middle East have not yet ended and may affect the supply of raw supplies and the stability of global supply chains, increasing production uncertainty.

Cross-strait relations variables

Changes in cross-strait relations may prompt some semiconductor industry players to consider establishing plants in regions other than Taiwan and mainland China; relevant developments require continuous monitoring.

Expansion and business cycle risks

During periods of tight semiconductor supply, industry players actively expanded capacity; however, if the economic cycle reverses, it may lead to overcapacity and trigger price competition.

Risk of proliferation of chip control policies

The United States' chip control measures against China are subject to dynamic adjustments and may be expanded to other countries in the future; China may also adopt corresponding policies, which could have a profound impact on the global semiconductor industry.

Impact of U.S. Trade and Tariff Policies

Uncertain trade and tariff policies may increase corporate costs and affect end-market demand, thereby exerting pressure on the demand structure and cost side of the semiconductor industry, which requires prudent assessment.

Memory price fluctuation risk

Recently, prices for DDR and Flash memory have shown a significant upward trend, which may drive up the overall manufacturing costs of end products (such as smartphones, personal computers, and various consumer electronic products), thereby triggering adjustments in product selling prices. If the magnitude or duration of the price increases exceeds market tolerance, it may exert pressure on end-market demand and further affect the overall demand momentum of the semiconductor industry; the related impacts remain to be seen.

In recent years, the prices of certain semiconductor-related raw supplies have experienced significant increases, and individual key raw supplies may still face supply tightness, which could affect the production cost structure and supply stability. If the price volatility of raw supplies expands or supply shortages persist, it may impact semiconductor production schedules and the operation of the overall industry supply chain; subsequent developments require continuous monitoring.

Overall Response Strategies

Taking into account the aforementioned favorable and unfavorable factors, Sigurd will maintain a prudent management attitude in 2026 and flexibly adjust its business strategies to respond to the highly volatile industrial environment. Relevant measures include strengthening risk management mechanisms, enhancing production planning flexibility, and deepening cost control measures to ensure that the Company can maintain operational stability, capital utilization efficiency, and long-term competitiveness during periods of economic adjustment.

Chairman: Shin-Yang Huang

General Manager: Tsan-Lien Yeh

Accountant Supervisor: Chi-Chang Chen

Attachment 2

Sigurd Microelectronics Corporation

Audit Committee's Report

The Board of Directors has prepared and submitted the Company's 2025 Business Report, Financial Statements, and earning distribution proposal, of which, the Company's Financial Statements have been audited and certified by CPAs Tien-Yi Li and Chih-Cheng Hsieh of PwC Taiwan, and an audit report is issued. The Business Report, Financial Statements, and earning distribution proposal have been reviewed by the Audit Committee. We, the Audit Committee, have duly examined the aforementioned reports as correct and accurate. We hereby report to the Annual General Shareholders' Meeting pursuant to Article 14-4 of the Securities and Exchange Act, as well as Article 219 of the Company Act.

The Company's 2026 annual general shareholders' meeting

Sigurd Microelectronics Corporation

Convener of the Audit Committee: Min-Kai Lin

March 9, 2026

Attachment 3

Title	Name	Director remuneration						Total amount of A、B、C、D and percentage of net profit after tax	Concurrent employees receive related remuneration											Total of A、B、C、D、E、F and G, and percentage of profit after tax	Claim of remunerations from investees other than subsidiaries or the parent company
		Remuneration (A)		Pension (B)		Director remuneration (C)				Business execution expenses (D)		Salaries, bonuses and special expenses (E)		Pension (F)		Employee remuneration (G)			Exercisable shares under employee stock options (H)			Number of restricted shares awarded (I)
		The Company	All entities in financial reports	The Company	All entities in financial reports	The Company	All entities in financial reports	The Company	All entities in financial reports	The Company	All entities in financial reports	The Company	All entities in financial reports	The Company	All entities in financial reports	Amount of cash	Amount of shares	Amount of cash	Amount of shares	Amount of cash		The Company	All entities in financial reports	The Company
Chairman	Shin-Yang Huang	4,800	4,800	-	-	3,600	3,600	-	-	8,400 0.28	8,400 0.28	23,128	27,128	-	-	28,123	-	28,123	-	-	-	-	59,651 2.02	63,651 2.15	None
Director	Tian-Lien Yeh	2,400	2,400	-	-	1,800	1,800	-	-	4,200 0.14	4,200 0.14	18,876	19,876	-	-	20,144	-	20,144	-	-	-	-	43,220 1.46	44,220 1.50	None
Director	Hua-Tung Kuo	2,400	2,400	-	-	1,800	1,800	-	-	4,200 0.14	4,200 0.14	13,669	14,669	-	-	13,164	-	13,164	-	-	-	-	31,033 1.05	32,033 1.08	None
Director	Min-Hung Wu	2,400	2,400	-	-	1,800	1,800	-	-	4,200 0.14	4,200 0.14	10,046	11,446	-	-	9,434	-	9,434	-	-	-	-	23,680 0.80	25,080 0.85	None
Director	Jui-Jen Feng	2,400	2,400	-	-	1,800	1,800	-	-	4,200 0.14	4,200 0.14	-	-	-	-	-	-	-	-	-	-	-	4,200 0.14	4,200 0.14	None
Director	Ming-Chun Chiu	2,400	2,400	-	-	1,800	1,800	-	-	4,200 0.14	4,200 0.14	-	-	-	-	-	-	-	-	-	-	-	4,200 0.14	4,200 0.14	None
Independent Director	Wen-Bin Wu	2,400	2,400	-	-	1,800	1,800	-	-	4,200 0.14	4,200 0.14	-	-	-	-	-	-	-	-	-	-	-	4,200 0.14	4,200 0.14	None
Independent Director	Min-Kai Lin	2,400	2,400	-	-	1,800	1,800	-	-	4,200 0.14	4,200 0.14	-	-	-	-	-	-	-	-	-	-	-	4,200 0.14	4,200 0.14	None
Independent Director	Kwok-Wah Tsang	2,400	2,400	-	-	1,800	1,800	-	-	4,200 0.14	4,200 0.14	-	-	-	-	-	-	-	-	-	-	-	4,200 0.14	4,200 0.14	None
Independent Director	Li-Huang Lai	2,400	2,400	-	-	1,800	1,800	-	-	4,200 0.14	4,200 0.14	-	-	-	-	-	-	-	-	-	-	-	4,200 0.14	4,200 0.14	None

Please describe the policy, system, standards and structure of independent director remuneration payment, and describe the relevance to the amount of remuneration payment based on factors such as responsibilities, risks, and time invested: Independent director remuneration is reviewed by the Remuneration Committee in accordance with the provisions of Articles of Incorporation. The contribution of independent directors to the Company's operations, the reasonableness of the contribution to the Company's operations, the connection to the remuneration received, and the reference to the usual level of payment in the industry, and submit suggestions to the Board of Directors for discussion.
In addition to the disclosure in the above table, remuneration received by the directors of the Company in the most recent year for providing services (such as serving as non-employees consultants of the parent company/all companies in the financial reports/investees, etc.): None.

Attachment 4

Sigurd Microelectronics Corporation

Related party transactions in 2025 are disclosed in the parent-company-only (Appendix 1 to Appendix 8) and consolidated (Appendix 1 to Appendix 8) financial reports under the section of related party transactions, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers. Significant recurring related party transactions are as follows:

Sales

Item and contents	Counterparty name	Related party	Actual transaction amount (thousands of NTD)
Sales	SIRIZE Technology (Suzhou) Corp.	the Company's subsidiary	197,839

Endorsement/guarantee

Item and contents	Counterparty name	Highest balance of endorsement and guarantee during the period	Closing balance of endorsements and guarantees	Actual amount utilized	Cumulative endorsements and guarantees as a percentage of net worth in latest financial statements'
Endorsement guarantee	SIRIZE Technology (Suzhou) Corp.	2,105,810	2,105,810	340,910	9.67%
Endorsement guarantee	Flatek Inc.	300,000	150,000	90,000	0.69%

Attachment 5

Representation Letter

In connection with the Consolidated Financial Statements of Affiliated Enterprises of Sigurd Microelectronics Corporation (the "Consolidated FS of the Affiliates"), we represent to you that, the entities required to be included in the Consolidated FS of the Affiliates as of and for the year ended December 31, 2025 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 required to be included in the Consolidated Financial Statements of Sigurd Microelectronics Corporation and its subsidiaries (the "Consolidated FS of the Group") in accordance with International Financial Reporting Standard 10. In addition, the information required to be disclosed in the Consolidated FS of Affiliates is disclosed in the Consolidated FS of the Group. Consequently, Sigurd Microelectronics Corporation does not prepare a separate set of Consolidated FS of Affiliates.

Very truly yours,

Sigurd Microelectronics Corporation

Shin-Yang Huang, Chairman

March 9, 2026

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

PWCR25000492

To the Board of Directors and Shareholders of Sigurd Microelectronics Corporation

Opinion

We have audited the accompanying consolidated balance sheets of Sigurd Microelectronics Corporation and subsidiaries (the "Sigurd Group") as at December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to consolidated financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of other independent auditors (please refer to the Other matters section), the accompanying consolidated financial statements present fairly, in all material respects, the financial position of Sigurd Group as at December 31, 2025 and 2024, and its consolidated financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Financial Statements 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 Auditor's responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Sigurd Group 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. Based on our audits and the reports of other independent auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matter

Key audit matters are the matters that, in our professional judgement, were of most significance in our audit of consolidated financial statements of the current period. This matter was addressed in the context of our audit of consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on this matter.

Key audit matter for Sigurd Group’s consolidated financial statements of the current period is stated as follows:

Capitalisation of property, plant and equipment

Description

Sigurd Group increased its capital expenditure to meet its operational needs. Please refer to Note 4(15) for accounting policies on property, plant and equipment, and Note 6(7) for details of property, plant and equipment. Considering that capitalisation of property, plant and equipment is significant to Sigurd Group’s consolidated financial statements, thus, we identified the audit of capitalisation of property, plant and equipment as a key audit matter.

How our audit addressed the matter

We performed the following audit procedures in respect of the above key audit matter: Assessed and validated the effectiveness of the internal control system over additions to property, plant and equipment, as well as sample tested and examined respective purchase orders and invoices to ensure that transactions were approved accordingly and recognised amounts were accurate. Sample tested and examined the acceptance documents to validate the appropriateness of the timing that assets are ready for use and capitalisation (timing of starting depreciation).

Other matter – Audited by other independent auditors

We did not audit the financial statements of certain consolidated subsidiaries. Those financial statements were audited by other independent auditors, whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included in the consolidated financial statements, was based solely on the reports of other independent auditors. Total assets of those consolidated subsidiaries amounted to NT$299,756 thousand and NT$253,805 thousand, constituting 0.70% and 0.64% of the consolidated total assets as at December 31, 2025 and 2024, respectively, and total operating revenues amounted to NT$295,269 thousand and NT$270,429 thousand, constituting 1.51% and 1.48% of the total operating revenues for the years ended December 31, 2025 and 2024, respectively.

Other matter – Parent company only financial statements

We have also expressed an unmodified opinion on the parent company only financial statements of Sigurd Microelectronics Corporation as of and for the years ended December 31, 2025 and 2024.

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

Management is responsible for the preparation and fair presentation of consolidated financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, and for such internal controls as the management determines are 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 Sigurd Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the management either intends to liquidate the Sigurd Group or to cease operations, or have no realistic alternative but to do so.

Those charged with governance, including the audit committee, are responsible for overseeing the Sigurd Group's financial reporting process.

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

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

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

Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Sigurd Group’s internal controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Sigurd Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the Sigurd Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Sigurd Group to express an opinion on consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal controls 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 those matters communicated with those charged with governance, we determine the matter that was of most significance in the audit of the consolidated financial statements of the current period and is therefore the key audit matter. We describe the matter in our report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Li, Tien-Yi
Hsieh, Chih-Cheng

For and on Behalf of PricewaterhouseCoopers, Taiwan

March 9, 2026

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

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

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Assets	Notes	December 31, 2025		December 31, 2024
			AMOUNT	%	AMOUNT	%
Current assets
1100	Cash and cash equivalents	6(1)	$ 12,718,818	30	$ 11,249,315	29
1110	Current financial assets at fair value through profit or loss	6(2)	355,272	1	281,277	1
1136	Current financial assets at amortised cost	6(4) and 8	1,401,516	3	1,732,623	4
1140	Current contract assets	6(19)	188,018	-	135,555	-
1150	Notes receivable, net	6(5)	305	-	109	-
1170	Accounts receivable, net	6(5)	4,732,665	11	4,520,853	12
1180	Accounts receivable - related parties, net	6(5) and 7	-	-	1,590	-
1200	Other receivables		24,137	-	83,892	-
1220	Current tax assets		151	-	-	-
130X	Inventories	6(6)	588,253	1	414,994	1
1410	Prepayments		664,649	2	730,383	2
1470	Other current assets		64,105	-	107,805	-
11XX	Total current assets		20,737,889	48	19,258,396	49
Non-current assets
1510	Non-current financial assets at fair value through profit or loss	6(2)	42,172	-	-	-
1517	Non-current financial assets at fair value through other comprehensive income	6(3)	3,026,565	7	3,502,732	9
1535	Non-current financial assets at amortised cost	6(4) and 8	833,625	2	376,738	1
1600	Property, plant and equipment	6(7) and 8	16,816,421	39	15,440,055	39
1755	Right-of-use assets	6(9)	760,948	2	478,141	1
1780	Intangible assets		149,859	-	143,115	-
1840	Deferred tax assets	6(26)	373,983	1	302,464	1
1900	Other non-current assets		280,163	1	133,007	-
15XX	Total non-current assets		22,283,736	52	20,376,252	51
1XXX	Total assets		$ 43,021,625	100	$ 39,634,648	100

(Continued)

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2025 AND 2024

(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Liabilities and Equity	Notes	December 31, 2025		December 31, 2024
		AMOUNT	%	AMOUNT	%
Current liabilities
2100	Short-term borrowings	6(10)	$ 418,884	1	$ 185,000	1
2130	Current contract liabilities	6(19)	11,076	-	20,322	-
2150	Notes payable		19,420	-	3,951	-
2170	Accounts payable		376,187	1	407,906	1
2200	Other payables	6(11)	3,219,313	7	3,242,497	8
2230	Current income tax liabilities		345,493	1	418,325	1
2250	Current provisions		10,934	-	1,538	-
2280	Current lease liabilities		96,820	-	86,095	-
2320	Long-term borrowings, current portion	6(13) and 8	5,024,597	12	2,672,433	7
2399	Other current liabilities, others	6(19)	179,630	-	271,850	1
21XX	Total current liabilities		9,702,354	22	7,309,917	19
Non-current liabilities
2530	Bonds payable	6(12)	-	-	2,987,713	7
2540	Long-term borrowings	6(13) and 8	7,409,954	17	5,521,913	14
2570	Deferred tax liabilities	6(26)	75,503	-	82,332	-
2580	Non-current lease liabilities		691,856	2	421,604	1
2600	Other non-current liabilities	6(14)	265,979	1	262,459	1
25XX	Total non-current liabilities		8,443,292	20	9,276,021	23
2XXX	Total liabilities		18,145,646	42	16,585,938	42
Equity
Equity attributable to owners of parent
	Share capital	6(15)
3110	Ordinary share		4,839,123	11	4,839,123	12
	Capital surplus	6(16)
3200	Capital surplus		1,037,732	3	1,763,600	4
	Retained earnings	6(17)
3310	Legal reserve		2,572,578	6	2,292,092	6
3350	Unappropriated retained earnings		11,824,884	28	10,157,726	26
	Other equity interest	6(18)
3400	Other equity interest		1,897,101	4	898,858	2
3500	Treasury shares	6(15)	( 385,473)	( 1)	-	-
31XX	Equity attributable to owners of parent		21,785,945	51	19,951,399	50
36XX	Non-controlling interests	4(3)	3,090,034	7	3,097,311	8
3XXX	Total equity		24,875,979	58	23,048,710	58
	Significant contingent liabilities and unrecognised contract commitments	9
	Significant events after the reporting period	11
3X2X	Total liabilities and equity		$ 43,021,625	100	$ 39,634,648	100

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT FOR EARNINGS PER SHARE)

	Items	Notes	Year ended December 31
			2025		2024
			AMOUNT	%	AMOUNT	%
4000	Operating revenue	6(19) and 7	$ 19,587,196	100	$ 18,218,144	100
5000	Operating costs	6(6)(24)(25)	( 13,863,903)	( 71)	( 13,462,234)	( 74)
5950	Gross profit from operations		5,723,293	29	4,755,910	26
	Operating expenses	6(24)(25)
6100	Selling and marketing expenses		( 224,007)	( 1)	( 211,678)	( 1)
6200	General and administrative expenses		( 1,084,762)	( 6)	( 1,032,800)	( 6)
6300	Research and development expenses		( 452,640)	( 2)	( 435,322)	( 2)
6450	Expected credit loss	12(2)	5,668	-	2,086	-
6000	Total operating expenses		( 1,755,741)	( 9)	( 1,681,886)	( 9)
6900	Operating profit		3,967,552	20	3,074,024	17
	Non-operating income and expenses
7100	Interest income	6(20)	270,570	1	351,949	2
7010	Other income	6(21)	165,219	1	134,942	1
7020	Other gains and losses	6(22)	( 291,405)	( 1)	589,119	3
7050	Finance costs	6(23)	( 218,600)	( 1)	( 242,391)	( 2)
7000	Total non-operating income and expenses		74,216	-	833,619	4
7900	Profit before income tax		3,893,336	20	3,907,643	21
7950	Income tax expense	6(26)	( 562,963)	( 3)	( 736,906)	( 4)
8200	Profit for the year		$ 3,330,373	17	$ 3,170,737	17
	Other comprehensive income (loss)
	Components of other comprehensive income (loss) that will not be reclassified to profit or loss
8311	Gains on remeasurements of defined benefit plans	6(14)	($ 7,746)	-	$ 26,997	-
8316	Unrealised (losses) gains from investments in equity instruments measured at fair value through other comprehensive income	6(3)	1,263,259	6	( 61,393)	-
8349	Income tax related to components of other comprehensive income that will not be reclassified to profit or loss	6(26)	( 464)	-	( 1,460)	-
8310	Components of other comprehensive income (loss) that will not be reclassified to profit or loss		1,255,049	6	( 35,856)	-
	Components of other comprehensive income (loss) that might be reclassified to profit or loss
8361	Exchange differences on translation of foreign operations	6(18)	1,945	-	188,887	1
8399	Income tax related to components of other comprehensive income that will be reclassified to profit or loss	6(26)	( 723)	-	-	-
8360	Components of other comprehensive income that might be reclassified to profit or loss		1,222	-	188,887	1
8300	Other comprehensive income		$ 1,256,271	6	$ 153,031	1
8500	Total comprehensive income		$ 4,586,644	23	$ 3,323,768	18
	Profit, attributable to:
8610	Owners of the parent		$ 2,954,578	15	$ 2,771,956	15
8620	Non-controlling interests		375,795	2	398,781	2
	Total profit		$ 3,330,373	17	$ 3,170,737	17
	Comprehensive income attributable to:
8710	Owners of the parent		$ 4,224,320	21	$ 2,839,728	15
8720	Non-controlling interests		362,324	2	484,040	3
	Total comprehensive income		$ 4,586,644	23	$ 3,323,768	18
	Basic earnings per share (in dollars)	6(27)
9750	Basic earnings per share		$	6.14	$	5.89
	Diluted earnings per share (in dollars)	6(27)
9850	Diluted earnings per share		$	6.08	$	5.67

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Notes	Equity Attributable To Owners Of The Parent
		Retained Earnings			Other Equity Interest			Treasury Shares	Total	Non-Controlling Interests
		Ordinary Share	Capital Surplus, Additional Paid-In Capital	Legal Reserve	Unappropriated Retained Earnings	Exchange Differences On Translation Of Foreign Financial Statements	Unexposed Gains (Losses) From Financial Assets Measured At Fair Value Through Other Comprehensive Income
2024
Balance at January 1, 2024		$ 4,567,446	$ 539,458	$ 2,117,155	$ 8,750,118	$ 60,183	$ 803,801	$ -	$ 16,838,161	$ 2,961,425	$ 19,799,586
Profit for the year		-	-	-	2,771,956	-	-	-	2,771,956	398,781	3,170,737
Other comprehensive income (loss)	6(3)(18)	-	-	-	23,091	106,074	(61,393)	-	67,772	85,259	153,031
Total comprehensive income (loss)		-	-	-	2,795,047	106,074	(61,393)	-	2,839,728	484,040	3,323,768
Appropriation of 2023 earnings	6(17)
Legal reserve		-	-	174,937	(174,937)	-	-	-	-	-	-
Cash dividends		-	-	-	(1,222,309)	-	-	-	(1,222,309)	-	(1,222,309)
Conversion of corporate bonds	6(12)(15)(16)	271,677	1,224,142	-	-	-	-	-	1,495,819	-	1,495,819
Disposal of financial assets at fair value through other comprehensive income	6(3)(18)	-	-	-	9,807	-	(9,807)	-	-	-	-
Cash dividends paid to non-controlling interest from a subsidiary	4(3)	-	-	-	-	-	-	-	-	(314,569)	(314,569)
Decrease in non-controlling interest		-	-	-	-	-	-	-	-	(33,585)	(33,585)
Balance at December 31, 2024		$ 4,839,123	$ 1,763,600	$ 2,292,092	$ 10,157,726	$ 166,257	$ 732,601	$ -	$ 19,951,399	$ 3,097,311	$ 23,048,710
2025
Balance at January 1, 2025		$ 4,839,123	$ 1,763,600	$ 2,292,092	$ 10,157,726	$ 166,257	$ 732,601	$ -	$ 19,951,399	$ 3,097,311	$ 23,048,710
Profit for the year		-	-	-	2,954,578	-	-	-	2,954,578	375,795	3,330,373
Other comprehensive income (loss)	6(3)(18)	-	-	-	(7,203)	13,686	1,263,259	-	1,269,742	(13,471)	1,256,271
Total comprehensive income (loss)		-	-	-	2,947,375	13,686	1,263,259	-	4,224,320	362,324	4,566,644
Appropriation of 2024 earnings	6(17)
Legal reserve		-	-	280,486	(280,486)	-	-	-	-	-	-
Cash distribution from capital surplus	6(16)(17)	-	-	-	(1,209,781)	-	-	-	(1,209,781)	-	(1,209,781)
Issuance of corporate bonds		-	(725,868)	-	-	-	-	-	(725,868)	-	(725,868)
Disposal of financial assets at fair value through other comprehensive income	6(3)(18)	-	-	-	285,219	-	(285,219)	-	-	-	-
Cash dividends paid to non-controlling interest from a subsidiary	4(3)	-	-	-	-	-	-	-	-	(303,541)	(303,541)
Transactions with non-controlling interest	6(28)	-	-	-	(75,169)	6,517	-	-	(68,652)	(66,060)	(134,712)
Treasury shares acquired	6(15)	-	-	-	-	-	-	(385,473)	(385,473)	-	(385,473)
Balance at December 31, 2025		$ 4,839,123	$ 1,037,732	$ 2,572,578	$ 11,824,884	$ 186,460	$ 1,710,641	($ 385,473)	$ 21,785,945	$ 3,090,034	$ 24,875,979

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Notes	Year ended December 31
		2025	2024
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax		$ 3,893,336	$ 3,907,643
Adjustments
Adjustments to reconcile profit (loss)
Depreciation	6(7)(9)(24)	3,964,582	4,187,500
Amortisation	6(24)	73,866	80,413
Expected credit (loss) gain	12(2)	( 5,668 )	2,086
Net profit on financial assets at fair value through profit or loss	6(2)(22)
Finance costs	6(23)	218,600	242,391
Interest income	6(20)	( 270,570 )	( 351,949 )
Dividends income	6(21)	( 48,214 )	( 32,056 )
Gains on disposal of property, plant and equipment	6(7)(9)(22)	( 90,288 )	( 130,546 )
Impairment loss on property, plant and equipment	6(7)(9)(22)	-	102,389
Other non-current assets reclassified as expenses		-	436
Prepayments reclassified as loss		62,744	-
Gains arising from lease modifications	6(9)(22)	-	( 58 )
Government grants	6(13)	( 34,266 )	( 31,854 )
(Loss) gain on disposal of an investment	6(22)	3,138	( 1,091 )
Changes in operating assets and liabilities
Changes in operating assets
Current financial assets at fair value through profit or loss		-	84,433
Contract assets		( 53,218 )	( 6,364 )
Notes receivable		( 196 )	( 80 )
Accounts receivable		( 205,147 )	( 826,990 )
Accounts receivable-related parties		1,590	1,743
Other receivables		71,959	( 18,838 )
Inventories		( 347,730 )	11,008
Prepayments		7,397	( 36,505 )
Other current assets		43,803	( 58,745 )
Net defined benefit assets		-	383
Other non-current assets		( 1,787 )	( 8,363 )
Changes in operating liabilities
Contract liabilities		( 9,246 )	10,393
Notes payable		15,469	( 2,645 )
Accounts payable		( 30,290 )	27,992
Other payables		( 162,204 )	628,527
Provisions		9,313	345
Other current liabilities		( 92,219 )	6,753
Net defind benefit liabilities		( 12,580 )	( 8,906 )
Other non-current liabilities		-	46
Cash inflow generated from operations		6,989,421	7,759,036
Interest received		275,791	353,759
Interest paid		( 180,907 )	( 171,974 )
Dividends received		48,214	32,056
Income tax paid		( 716,117 )	( 835,349 )
Net cash flows from operating activities		6,416,402	7,137,528

(Continued)

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Notes	Year ended December 31
		2025	2024
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or loss		($ 281,023)	($ 30,809)
Proceeds from disposal of financial assets at fair value through profit or loss		177,609	-
Acquisition of financial assets at fair value through other comprehensive income		( 12,600)	( 1,454,207)
Proceeds from disposal of financial assets at fair value through other comprehensive income	6(3)	1,752,026	49,049
Acquisition of financial assets at amortised cost		( 4,403,594)	( 7,380,553)
Proceeds from disposal of financial assets at amortised cost		4,271,506	8,803,590
Acquisition of property, plant and equipment	6(29)	( 5,311,235)	( 3,799,871)
Proceeds from disposal of property, plant and equipment		257,809	423,564
Acquisition of intangible assets		( 77,567)	( 28,932)
Increase in refundable deposits		( 8,125)	( 18,107)
Decrease in refundable deposits		2,442	8,279
Net cash flows used in investing activities		( 3,632,752)	( 3,427,997)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings	6(30)	524,212	1,453,700
Repayments of short-term borrowings	6(30)	( 295,000)	( 1,417,069)
Proceeds from long-term borrowings	6(30)	10,193,925	9,327,650
Repayments of long-term borrowings	6(30)	( 8,952,269)	( 9,598,956)
Increase in guarantee deposits received	6(30)	167	5,843
Decrease in guarantee deposits received	6(30)	( 185)	( 7,138)
Repayments of lease liabilities	6(30)	( 97,773)	( 101,632)
Purchase of treasury shares	6(15)	( 385,473)	-
Cash dividends paid	6(17)	( 1,209,781)	( 1,222,309)
Cash distribution from capital surplus	6(16)(17)	( 725,868)	-
Transactions with non-controlling interest	6(29)	( 96,135)	-
Cash dividends paid to non-controlling interests	4(3)	( 303,541)	( 314,569)
Returning cash to non-controlling interests for a subsidiary liquidation	4(3)	-	( 33,864)
Net cash flows used in financing activities		( 1,347,721)	( 1,908,344)
Effect of changes in exchange rate		33,574	41,908
Net increase in cash and cash equivalents		1,469,503	1,843,095
Cash and cash equivalents at beginning of year	6(1)	11,249,315	9,406,220
Cash and cash equivalents at end of year	6(1)	$ 12,718,818	$ 11,249,315

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

PWCR25000526

To the Board of Directors and Shareholders of Sigurd Microelectronics Corporation

Opinion

We have audited the parent company only balance sheets of Sigurd Microelectronics Corporation (the "Company") as at December 31, 2025 and 2024, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of other independent auditors (please refer to the Other matter section) of our report, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of Sigurd Microelectronics Corporation as at December 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Financial Statements 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 Auditor's responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountants in the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the reports of other independent auditors,

we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matter

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the parent company only financial statements of the current period. This matter was addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, we do not provide a separate opinion on this matter.

Key audit matter of the Company’s parent company only financial statements of the current period is stated as follows:

Capitalisation of property, plant and equipment

Description

The Company increased the capital expenditure to meet its operational needs. Please refer to Note 4(14) for accounting policies on property, plant and equipment, and Note 6(8) for details of property, plant and equipment. Considering capitalisation of property, plant and equipment is significant to the Company’s parent company only financial statements, thus, we identified the audit of capitalisation of property, plant and equipment as a key audit matter.

How our audit addressed the matter

orders and invoices to ensure that transactions were approved accordingly and recognised amounts were accurate. Sample tested and examined the acceptance documents to validate the appropriateness of the timing that assets are ready for use and capitalisation (timing of starting depreciation).

Other matter — Audited by other independent auditors

We did not audit the 2025 and 2024 financial statements of certain investee companies accounted for using the equity method. Those financial statements were audited by other independent auditors whose reports thereon have been furnished to us, and our opinion expressed herein is based solely on the reports of other independent auditors. Investments accounted for using equity method amounted to NT$141,856 thousand and NT$21,204 thousand, constituting 0.42% and 0.07% of total assets, as at December 31, 2025 and 2024, respectively, and their comprehensive income (loss) amounted to NT$37,136 thousand and NT($22,921) thousand, constituting 0.88% and (0.81%) of the total comprehensive income (loss) for the years ended December 31, 2025 and 2024, respectively.

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

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

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

the management either intends to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.

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

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

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

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

Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

independence, and where applicable, related safeguards.

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

Li, Tien-Yi
Hsieh, Chih-Cheng

For and on Behalf of PricewaterhouseCoopers, Taiwan

March 9, 2026

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

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

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY BALANCE SHEETS

DECEMBER 31, 2025 AND 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Assets	Notes	December 31, 2025		December 31, 2024
			AMOUNT	%	AMOUNT	%
Current assets
1100	Cash and cash equivalents	6(1)	$ 6,057,292	18	$ 7,121,072	23
1110	Current financial assets at fair value through profit or loss	6(2)	355,272	1	281,277	1
1136	Current financial assets at amortised cost	6(4)	78,480	-	78,480	-
1140	Current contract assets	6(19)	154,897	-	103,593	-
1170	Accounts receivable, net	6(5)	2,680,430	8	2,680,187	8
1180	Accounts receivable - related parties, net	6(5) and 7	202,313	1	214,468	1
1200	Other receivables		32,144	-	31,673	-
1210	Other receivables - related parties	7	221,891	1	116	-
130X	Inventories	6(6)	333,404	1	217,962	1
1410	Prepayments		451,232	1	539,066	2
1470	Other current assets		483	-	8,473	-
11XX	Total current assets		10,567,838	31	11,276,367	36
Non-current assets
1517	Non-current financial assets at fair value through other comprehensive income	6(3)	2,703,718	8	2,224,938	7
1535	Non-current financial assets at amortised cost	6(4)	754,174	2	322,813	1
1550	Investments accounted for using equity method	6(7)	11,162,654	33	9,955,455	32
1600	Property, plant and equipment	6(8) and 8	8,707,891	26	7,490,373	24
1755	Right-of-use assets	6(9)	42,451	-	71,021	-
1780	Intangible assets		28,852	-	20,845	-
1840	Deferred tax assets	6(26)	142,099	-	69,042	-
1900	Other non-current assets		67,033	-	67,494	-
15XX	Total non-current assets		23,608,872	69	20,221,981	64
1XXX	Total assets		$ 34,176,710	100	$ 31,498,348	100

(Continued)

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY BALANCE SHEETS

DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Liabilities and Equity	Notes	December 31, 2025		December 31, 2024
		AMOUNT	%	AMOUNT	%
Current liabilities
2130	Current contract liabilities	6(19)	$ 103	-	$ 82	-
2150	Notes payable		12,538	-	252	-
2170	Accounts payable		86,244	-	115,436	1
2200	Other payables	6(11)	1,857,775	5	1,910,499	6
2220	Other payables - related parties	7	34,358	-	17,254	-
2230	Current income tax liabilities		208,419	1	271,920	1
2280	Current lease liabilities		15,886	-	47,758	-
2320	Long-term borrowings, current portion	6(12)(13) and 8
			4,554,304	13	1,681,724	5
2399	Other current liabilities, others	6(19)	164,154	1	231,941	1
21XX	Total current liabilities		6,933,781	20	4,276,866	14
Non-current liabilities
2530	Bonds payable	6(12)	-	-	2,987,713	10
2540	Long-term borrowings	6(13) and 8	5,217,179	15	4,067,351	13
2570	Deferred tax liabilities	6(26)	45,300	-	53,265	-
2580	Non-current lease liabilities		16,718	-	17,529	-
2600	Other non-current liabilities	6(14)	177,787	1	144,225	-
25XX	Total non-current liabilities		5,456,984	16	7,270,083	23
2XXX	Total liabilities		12,390,765	36	11,546,949	37
Equity
	Share capital	6(15)
3110	Ordinary share		4,839,123	14	4,839,123	15
	Capital surplus	6(16)
3200	Capital surplus		1,037,732	3	1,763,600	6
	Retained earnings	6(17)
3310	Legal reserve		2,572,578	7	2,292,092	7
3350	Unappropriated retained earnings		11,824,884	35	10,157,726	32
	Other equity interest	6(18)
3400	Other equity interest		1,897,101	6	898,858	3
3500	Treasury shares	6(16)	( 385,473)	( 1)	-	-
3XXX	Total equity		21,785,945	64	19,951,399	63
	Significant contingent liabilities and unrecognised contract commitments	9
	Significant events after the reporting period	11
3X2X	Total liabilities and equity		$ 34,176,710	100	$ 31,498,348	100

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT FOR EARNINGS PER SHARE)

	Items	Notes	Year ended December 31
			2025		2024
			AMOUNT	%	AMOUNT	%
4000	Operating revenue	6(19) and 7	$ 10,399,372	100	$ 9,986,251	100
5000	Operating costs	6(6)(24)(25)	( 6,982,101)	( 67)	( 7,091,005)	( 71)
5900	Gross profit from operations		3,417,271	33	2,895,246	29
	Operating expenses	6(24)(25) and 7
6100	Selling and marketing expenses		( 118,673)	( 1)	( 107,899)	( 1)
6200	General and administrative expenses		( 529,658)	( 5)	( 494,901)	( 5)
6300	Research and development expenses		( 432,129)	( 5)	( 409,602)	( 4)
6450	Reversal of expected credit losses		( 361)	-	-	-
6000	Total operating expenses		( 1,080,821)	( 11)	( 1,012,402)	( 10)
6900	Operating profit		2,336,450	22	1,882,844	19
	Non-operating income (expenses)
7100	Interest income	6(20)	129,914	1	179,895	2
7010	Other income	6(21) and 7	165,379	2	158,057	1
7020	Other gains and losses	6(22) and 7	( 151,390)	( 1)	375,369	4
7050	Finance costs	6(23)	( 125,221)	( 1)	( 140,083)	( 1)
7070	Share of profit of subsidiaries and associates, joint ventures accounted for using equity method	6(7)
			883,305	8	755,437	7
7000	Total non-operating income (expenses)		901,987	9	1,328,675	13
7900	Profit before income tax		3,238,437	31	3,211,519	32
7950	Income tax expense	6(26)	( 283,859)	( 2)	( 439,563)	( 4)
8200	Profit for the year		$ 2,954,578	29	$ 2,771,956	28
	Other comprehensive income (loss)
	Components of other comprehensive income (loss) that will not be reclassified to profit or loss
8311	Gains on remeasurements of defined benefit plan	6(14)	($ 9,953)	-	$ 9,599	-
8316	Unrealised (losses) gains from investments in equity instruments measured at fair value through other comprehensive income	6(3)(18)
8330	Share of other comprehensive (losses) income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss		792,128	8	( 25,776)	( 1)
8310	Components of other comprehensive (loss) income that will not be reclassified to profit or loss		473,881	4	( 22,125)	-
	Components of other comprehensive income (loss) that might be reclassified to profit or loss		1,256,056	12	( 38,302)	( 1)
8380	Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that might be reclassified to profit or loss	6(18)
8360	Components of other comprehensive income that might be reclassified to profit or loss		13,686	-	106,074	1
8300	Other comprehensive income for the year, net of tax		13,686	-	106,074	1
8500	Total comprehensive income for the year		$ 1,269,742	12	$ 67,772	-
8500	Basic earnings per share (in dollars)	6(27)
	Basic earnings per share		$ 6.14		$ 5.89
9750	Diluted earnings per share	6(27)
9850	Diluted earnings per share		$ 6.08		$ 5.67

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

			Retained Earnings		Other Equity Interest
	Notes	Ordinary Share	Capital Surplus	Legal Reserve	Unappropriated Retained Earnings	Exchange Differences on Translation of Foreign Operations	Unrealised Gains (Losses) from Financial Assets at Fair Value Through Other Comprehensive Income	Treasury Shares
2024
Balance at January 1, 2024		$ 4,567,446	$ 539,458	$ 2,117,155	$ 8,750,118	$ 60,183	$ 803,801	$ -
Profit for the year		-	-	-	2,771,956	-	-	2,771,956
Other comprehensive income (loss)	6(3)(18)	-	-	-	23,091	106,074	( 61,393 )	-
Total comprehensive income (loss)		-	-	-	2,795,047	106,074	( 61,393 )	-
Appropriation of 2023 earnings:	6(17)
Legal reserve		-	-	174,937	( 174,937 )	-	-	-
Cash dividends		-	-	-	( 1,222,309 )	-	-	( 1,222,309 )
Conversion of corporate bonds	6(12)(15)(16)	271,677	1,224,142	-	-	-	-	1,495,819
Disposal of financial assets at fair value through other comprehensive income		-	-	-	9,807	-	( 9,807 )	-
Balance at December 31, 2024		$ 4,839,123	$ 1,763,600	$ 2,292,092	$ 10,157,726	$ 166,257	$ 732,601	$ -
2025
Balance at January 1, 2025		$ 4,839,123	$ 1,763,600	$ 2,292,092	$ 10,157,726	$ 166,257	$ 732,601	$ -
Profit for the year		-	-	-	2,954,578	-	-	2,954,578
Other comprehensive (loss) income	6(3)(18)	-	-	-	( 7,203 )	13,686	1,263,259	-
Total comprehensive income		-	-	-	2,947,375	13,686	1,263,259	-
Appropriation of 2024 earnings:	6(17)
Legal reserve		-	-	280,486	( 280,486 )	-	-	-
Cash dividends		-	-	-	( 1,209,781 )	-	-	( 1,209,781 )
Capital surplus used to issue cash to shareholders	6(15)(16)	-	( 725,868 )	-	-	-	-	( 725,868 )
Disposal of financial assets at fair value through other comprehensive income	6(3)(18)	-	-	-	285,219	-	( 285,219 )	-
Recognition of changes in ownership interest in subsidiaries	6(7)	-	-	-	( 75,169 )	6,517	-	( 68,652 )
Treasury shares acquired	6(15)	-	-	-	-	-	-	( 385,473 )
Balance at December 31, 2025		$ 4,839,123	$ 1,037,732	$ 2,572,578	$ 11,824,884	$ 186,460	$ 1,710,641	$ ( 385,473 )

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Notes	Year ended December 31
		2025	2024
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax		$ 3,238,437	$ 3,211,519
Adjustments
Adjustments to reconcile profit (loss)
Depreciation	6(8)(9)(24)	2,504,471	2,708,845
Amortisation	6(24)	19,228	22,535
Expected credit loss	6(5)	361	-
Net profit on financial assets at fair value through profit or loss	6(2)(23)
		( 11,606 )	( 20,363 )
Finance costs	6(23)	125,221	140,083
Interest income	6(20)	( 129,914 )	( 179,895 )
Dividends income	6(21)	( 92,807 )	( 90,962 )
Share of profit of subsidiaries accounted for using equity method	6(7)
		( 883,305 )	( 755,437 )
Gains on disposal of property, plant and equipment	6(22) and 7
		( 69,438 )	( 106,620 )
Impairment loss on property, plant and equipment	6(8)(10)(21)
		-	93,687
Loss on disposal of an investment	6(22)	3,138	-
Government grants		( 9,949 )	( 5,110 )
Changes in operating assets and liabilities
Changes in operating assets
Contract assets		( 51,304 )	( 15,581 )
Accounts receivable		( 604 )	( 669,369 )
Accounts receivable - related parties		12,156	11,451
Other receivables		( 686 )	( 5,437 )
Other receivables - related parties		1	8,537
Inventories		( 292,095 )	15,606
Prepayments		87,834	33,254
Other current assets		7,990	( 5,509 )
Changes in operating liabilities
Contract liabilities		21	( 142 )
Notes payable		( 251 )	-
Accounts payable		( 29,191 )	( 22,718 )
Other payables		( 264,039 )	611,225
Other payables - related parties		( 13,864 )	12,673
Other current liabilities		( 67,787 )	( 93,980 )
Net defined benefit liabilities		( 2,430 )	( 2,117 )
Cash inflow generated from operations		4,079,588	4,896,175
Interest received		130,124	183,407
Interest paid		( 95,011 )	( 113,124 )
Dividends received		646,646	506,843
Income tax paid		( 428,382 )	( 462,771 )
Net cash flows from operating activities		4,332,965	5,010,530

(Continued)

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Notes	Year ended December 31
		2025	2024
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or loss		($ 240,000)	$ 53,624
Proceeds from disposals of financial assets at fair value through profit or loss		177,611	-
Acquisition of financial assets at fair value through other comprehensive income	7	-	( 230,592 )
Proceeds from disposal of financial assets at fair value through other comprehensive income		313,348	33,621
Acquisition of financial assets at amortised cost		( 352,881 )	( 649,773 )
Proceeds from disposal of financial assets at amortised cost		( 78,480 )	756,960
Acquisition of investments accounted for using equity method	6(7)(28) and 7	( 1,000,132 )	( 820,680 )
Acquisition of property, plant and equipment	6(28)	( 3,472,819 )	( 1,432,965 )
Proceeds from disposal of property, plant and equipment		65,669	495,297
Acquisition of intangible assets		( 25,321 )	( 10,390 )
Increase in refundable deposits		( 3,634 )	( 12,507 )
Decrease in refundable deposits		2,181	6,636
Net cash flows used in investing activities		( 4,614,458 )	( 1,810,769 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from capital reduction of subsidiaries	7	576,753	-
Proceeds from long-term borrowings	6(29)	8,387,925	8,520,733
Repayments of long-term borrowings	6(29)	( 7,373,610 )	( 8,679,718 )
Increase in guarantee deposits received	6(29)	-	5,760
Decrease in guarantee deposits received	6(29)	-	( 7,101 )
Repayments of lease liabilities	6(29)	( 52,233 )	( 50,715 )
Cash dividends paid	6(16)	( 1,209,781 )	( 1,222,309 )
Cash distribution from capital surplus	6(16)(17)	( 725,868 )	-
Purchase of treasury shares	6(15)	( 385,473 )	-
Net cash flows used in financing activities		( 782,287 )	( 1,433,350 )
Net (decrease) increase in cash and cash equivalents		( 1,063,780 )	1,766,411
Cash and cash equivalents at beginning of year	6(1)	7,121,072	5,354,661
Cash and cash equivalents at end of year	6(1)	$ 6,057,292	$ 7,121,072

Attachment 6

Sigurd Microelectronics Corporation

Profit Distribution Proposal

2025

Unit: NT $

Item	Amount	Note
Undistributed earnings at beginning of period	8,667,460,363
Plus: After-tax net profit for the period	2,954,577,951
Disposal of equity instruments measured at fair value through other comprehensive income (FVOCI)	285,218,373
Less: Recognition of changes in ownership interest in subsidiaries	(75,169,037)
Remeasurement of defined benefit plans	(6,739,304)
Income tax related to components of other comprehensive income that will not be reclassified to profit or loss	(463,925)
Basis for appropriation of legal reserve	3,157,424,058
Less: legal reserve	(315,742,406)
Distributable amount for the year	11,509,142,015
Distributable items
Less: cash bonuses to shareholders (approximately NT$ 2.7 per share)	(1,306,563,278)
Less: stock dividends and bonuses	0
Balance of unappropriated retained earnings at end of period	10,202,578,737

Note: The ratio of cash dividends distributed to shareholders this time is based on the total number of shares eligible for distribution by the Company amounting to 483,912,325 shares. Subsequently, if the Company repurchases or cancels the Company's shares, transfers treasury shares to employees, converts employee stock options, restricted employee rights new shares, or convertible bonds into ordinary shares, thereby affecting the number of shares eligible for distribution, the ratio of cash dividends distributed to shareholders needs to be adjusted.

Chairman: Shin-Yang Huang

General Manager: Tsan-Lien Yeh

Accountant Supervisor: Chi-Chang Chen

Attachment 7

Sigurd Microelectronics Corporation

Procedures for Acquisition or Disposal of Assets

Comparison Table of Amended Clauses

Clause	Original Article	Amended Article	Explanation
Article 7	Procedures for Determining Transaction Terms
I. Price Determination Methods and Reference Basis
(I) For the acquisition or disposal of securities already traded on a centralized trading market or securities firm's business premises, the price shall be determined based on the transaction amount at that time.
(II) For the acquisition or disposal of equity securities not traded on a centralized trading market or securities firm's business premises, the price shall be determined by considering their net asset value per share, profitability, future development potential, and referencing the transaction price at that time.
(III) For the acquisition or disposal of fixed-income securities not traded on a centralized trading market or securities firm's business premises, the price shall be determined by considering the market interest rate, bond coupon rate, and the debtor's creditworthiness at that time.
(IV) For the acquisition or disposal of real estate, the price shall be determined by referring to the announced current value, appraised value, actual transaction prices of adjacent real estate, and appraisal results.
(V) For the acquisition or disposal of other fixed assets, a method of comparison, negotiation, or bidding shall be selected.
II. Authorization Levels
(I) The Chairman is authorized to approve the acquisition or disposal of the Company's assets up to NT$250 million (inclusive). Amounts exceeding NT$250 million require prior approval from the Board of	Procedures for Determining Transaction Terms
I. Price Determination Methods and Reference Basis
(I) For the acquisition or disposal of securities already traded on a centralized trading market or securities firm's business premises, the price shall be determined based on the transaction amount at that time.
(II) For the acquisition or disposal of equity securities not traded on a centralized trading market or securities firm's business premises, the price shall be determined by considering their net asset value per share, profitability, future development potential, and referencing the transaction price at that time.
(III) For the acquisition or disposal of fixed-income securities not traded on a centralized trading market or securities firm's business premises, the price shall be determined by considering the market interest rate, bond coupon rate, and the debtor's creditworthiness at that time.
(IV) For the acquisition or disposal of real estate, the price shall be determined by referring to the announced current value, appraised value, actual transaction prices of adjacent real estate, and appraisal results.
(V) For the acquisition or disposal of other fixed assets, a method of comparison, negotiation, or bidding shall be selected.
II. Authorization Levels
(I) The Chairman is authorized to approve the acquisition or disposal of the Company's assets up to NT$300 million (inclusive). Any amount exceeding NT$300 million shall be subject to prior approval by the Board	Revise the Chairman's approval limit

Clause	Original Article	Amended Article	Explanation
	Directors. Approval of relevant amounts shall be conducted in accordance with the "Approval Authority Table."
(II) The acquisition of the Company's fixed assets may be carried out within the Company's approved budget, subject to a resolution by the Board of Directors, and handled in accordance with the Company's "Procurement Management Procedures." The disposal of fixed assets shall be handled in accordance with the "Fixed Asset Management Regulations."
(III) If the acquisition or disposal of assets falls under the circumstances listed in Article 10, Paragraph 1, Item 1 and Article 12, Paragraph 2 of these procedures, prior approval from the Board of Directors and notification to the Audit Committee members are required before proceeding. A report shall be submitted to the next shareholders' meeting.	of Directors. The approval of the relevant amount shall be carried out in accordance with the “Approval Authority Table”.
(II) The acquisition of the Company's fixed assets may be carried out within the Company's approved budget, subject to a resolution by the Board of Directors, and handled in accordance with the Company's "Procurement Management Procedures." The disposal of fixed assets shall be handled in accordance with the "Fixed Asset Management Regulations."
(III) If the acquisition or disposal of assets falls under the circumstances listed in Article 10, Paragraph 1, Item 1 and Article 12, Paragraph 2 of these procedures, prior approval from the Board of Directors and notification to the Audit Committee members are required before proceeding. A report shall be submitted to the next shareholders' meeting.
Article 9	Announcements and Reports
I. In the following circumstances, when a company acquires or disposes of assets, it shall, according to the nature of the transaction and in the prescribed format, publish and report the relevant information on the website designated by the competent authority within two days from the date of the event:
(I) Acquiring or disposing of real estate or its right-to-use assets from related parties, or acquiring or disposing of other assets besides real estate or its right-to-use assets with related parties, and the transaction amount reaches 20% of the Company's paid-in capital, 10% of its total assets, or NT$300 million or more. However, this does not apply to the purchase and sale of domestic government bonds, bonds with buy-back or sell-back conditions, or the subscription or buy-back of money market funds issued by domestic securities investment trust enterprises.
(II) Conducting mergers, divisions, acquisitions, or share transfers.
(III) Losses from derivative	Announcements and Reports
I. In the following circumstances, when a company acquires or disposes of assets, it shall, according to the nature of the transaction and in the prescribed format, publish and report the relevant information on the website designated by the competent authority within two days from the date of the event:
(I) Acquiring or disposing of real estate or its right-to-use assets from related parties, or acquiring or disposing of other assets besides real estate or its right-to-use assets with related parties, and the transaction amount reaches 20% of the Company's paid-in capital, 10% of its total assets, or NT$300 million or more. However, this does not apply to the purchase and sale of domestic government bonds, bonds with buy-back or sell-back conditions, or the subscription or buy-back of money market funds issued by domestic securities investment trust enterprises.
(II) Conducting mergers, divisions, acquisitions, or share transfers.
(III) Losses from derivative	In accordance with the provisions of the Financial Supervisory Commission's letter dated July 24, 2025 (No.1140383333)

Clause	Original Article	Amended Article	Explanation
	transactions reaching the maximum amount of total or individual contractual losses stipulated in the prescribed handling procedures. (IV) Acquiring or disposing of equipment or its right-to-use assets for business use, and the counterparty is not a related party, and the transaction amount meets one of the following requirements: 1. Companies with paid-in capital of less than NT$10 billion, with transactions exceeding NT$500 million. 2. Companies with paid-in capital of NT$10 billion or more, with transactions exceeding NT$1 billion. (V) Acquiring real estate through self-construction, leased construction, joint construction with allocation of housing units, joint construction with profit-sharing, or joint construction with separate sales, where the counterparty is not a related party, and the Company's expected investment in the transaction exceeds NT$500 million. (VI) Asset transactions other than those in the preceding five clauses, disposal of debt by financial institutions, or investments in mainland China, where the transaction amount exceeds 20% of the Company's paid-in capital or NT$300 million; however, the following situations are not subject to this limitation:	transactions reaching the maximum amount of total or individual contractual losses stipulated in the prescribed handling procedures. (IV) Acquiring or disposing of equipment or its right-to-use assets for business use, and the counterparty is not a related party, and the transaction amount meets one of the following requirements: 1. Companies with paid-in capital of less than NT$10 billion, with transactions exceeding NT$500 million. 2. Companies with paid-in capital of NT$10 billion or more but less than NT$50 billion, and transactions exceeding NT$1 billion. 3. Publicly listed companies with paid-in capital of NT$50 billion or more, with transaction amounts exceeding 5% of the Company's paid-in capital. (V) Acquiring real estate through self-construction, leased construction, joint construction with allocation of housing units, joint construction with profit-sharing, or joint construction with separate sales, where the counterparty is not a related party, and the Company's expected investment in the transaction exceeds NT$500 million. (VI) Publicly issued companies with paid-in capital of NT$50 billion or more, whose government bonds, ordinary corporate bonds and general financial bonds (excluding subordinated bonds) that do not involve equity are traded on stock exchanges or securities firms' offices, are not subject to the proviso items under subparagraph 8, and whose counterparties are not related parties, and whose transaction amounts exceed 5% of the Company's paid-in capital. (VII) Asset transactions other than those in the preceding six clauses, disposal of debt by financial institutions, or investments in mainland China, where the transaction amount exceeds 20% of the Company's paid-in capital or NT$300

Clause	Original Article	Amended Article	Explanation
	1. Buying and selling domestic government bonds or foreign government bonds with a credit rating no lower than Taiwan's sovereign rating.
2. For investors as professionals, buying and selling securities on domestic or overseas stock exchanges or securities firms' business premises; subscribing to foreign government bonds or ordinary corporate bonds and general financial bonds not involving equity (excluding subordinated bonds) issued in the domestic primary market; subscribing to or buying back securities investment trust funds or futures trust funds; subscribing to or buying back index-linked securities; or securities subscribed to by securities firms as underwriting business needs or as advisors to emerging stock companies in accordance with the regulations of the Taipei Exchange.
3. Buying and selling bonds with buy-back or sell-back conditions; subscribing to or buying back money market funds issued by domestic securities investment trust companies.
The transaction amount mentioned above shall be calculated as follows:
(1) The amount of each transaction.
(2) The cumulative amount of transactions involving the acquisition or disposal of the same type of subject matter with the same counterparty within one year.
(3) The cumulative amount of real estate or its right-to-use assets acquired or disposed of within one year (acquisition and disposal are accumulated separately) under the same development project.
(4) The cumulative amount of the same securities acquired or disposed of within one year (acquisition and disposal are accumulated separately).
The term "within one year" in the	million; however, the following situations are not subject to this limitation:
1. Buying and selling domestic government bonds or foreign government bonds with a credit rating no lower than Taiwan's sovereign rating.
2. For investors as professionals, buying and selling securities on domestic or overseas stock exchanges or securities firms' business premises; subscribing to foreign government bonds or ordinary corporate bonds and general financial bonds not involving equity (excluding subordinated bonds) issued in the domestic primary market; subscribing to or buying back securities investment trust funds or futures trust funds; subscribing to or buying back index-linked securities; or securities subscribed to by securities firms as underwriting business needs or as advisors to emerging stock companies in accordance with the regulations of the Taipei Exchange.
3. Buying and selling bonds with buy-back or sell-back conditions; subscribing to or buying back money market funds issued by domestic securities investment trust companies.
The transaction amount mentioned above shall be calculated as follows:
(1) The amount of each transaction.
(2) The cumulative amount of transactions involving the acquisition or disposal of the same type of subject matter with the same counterparty within one year.
(3) The cumulative amount of real estate or its right-to-use assets acquired or disposed of within one year (acquisition and disposal are accumulated separately) under the same development project.
(4) The cumulative amount of the same securities acquired or disposed of within one year (acquisition and disposal are accumulated separately).

Clause	Original Article	Amended Article	Explanation
	preceding paragraph refers to the period preceding the date of this transaction, and any amount already announced in accordance with this procedure is exempt from further calculation.

II. The Company shall, on a monthly basis, submit a report in the prescribed format to the information reporting website designated by the competent authority regarding the derivative transactions conducted by the Company and its subsidiaries (excluding domestic publicly listed companies) up to the end of the previous month.

III. After the Company has publicly reported a transaction in accordance with the preceding paragraph, if any of the following circumstances occur, the Company shall publicly report the relevant information on the website designated by the competent authority within two days from the date of the event:
(i) There is a change, termination, or cancellation of the relevant contract for the original transaction.
(ii) The merger, division, acquisition, or share transfer fails to be completed according to the scheduled time of the contract.
(iii) There is a change in the content of the original public report.

IV. Matters Requiring Public Announcement and Reporting by the Company's Subsidiaries:
(I) The acquisition or disposal of assets by the Company's subsidiaries shall also be handled in accordance with this procedure.
(II) If a subsidiary of the Company is not a publicly listed company, and its acquisition or disposal of assets falls under the circumstances requiring public announcement and reporting as stipulated in this procedure, the Company shall be responsible for such announcement and reporting.
(III) The provisions regarding paid-in capital or total assets in the | preceding paragraph refers to the period preceding the date of this transaction, and any amount already announced in accordance with this procedure is exempt from further calculation.

Clause	Original Article	Amended Article	Explanation
	announcement and reporting standards for the Company's subsidiaries shall be based on the Company's paid-in capital or total assets.
(IV) The provision regarding 10% of total assets in this procedure shall be calculated based on the total asset amount in the most recent individual or separate financial report as stipulated in the Financial Reporting Standards for Securities Issuers. For company shares without par value or with a par value other than NT$10 per share, the provision regarding 20% of paid-in capital in this procedure shall be calculated as 10% of the equity attributable to the parent company's owners; the provision regarding paid-in capital reaching NT$10 billion in this procedure shall be calculated as NT$20 billion of the equity attributable to the parent company's owners.	announcement and reporting standards for the Company's subsidiaries shall be based on the Company's paid-in capital or total assets.
(IV) The provision regarding 10% of total assets in this procedure shall be calculated based on the total asset amount in the most recent individual or separate financial report as stipulated in the Financial Reporting Standards for Securities Issuers. For company shares without par value or with a par value other than NT$10 per share, the provision in this procedure regarding 20% of paid-in capital shall be calculated based on 10% of the equity attributable to the parent company's owners; the provision in this procedure regarding 5% of paid-in capital shall be calculated based on 2.5% of the equity attributable to the parent company's owners; the provision in this procedure regarding paid-in capital reaching NT$10 billion shall be calculated based on NT$20 billion of the equity attributable to the parent company's owners; and the provision in this procedure regarding paid-in capital reaching NT$50 billion shall be calculated based on NT$100 billion of the equity attributable to the parent company's owners.
	V. Announcement and Reporting Procedures
In accordance with Article 7 and Article 5, Paragraph 2 of these Procedures, when the Company acquires or disposes of assets and is required to make an announcement, the Finance Department shall draft the announcement within two days from the date of the Board resolution or the date of the event, and handle the announcement matters in accordance with Article VIII of these Procedures, submitting relevant materials to the relevant units for reporting.
VI. If there are errors or omissions in the items that the Company is required to announce and that need to be corrected, the Company shall	V. Announcement and Reporting Procedures
In accordance with Article 7 and Article 5, Paragraph 2 of these Procedures, when the Company acquires or disposes of assets and is required to make an announcement, the Finance Department shall draft the announcement within two days from the date of the Board resolution or the date of the event, and handle the announcement matters in accordance with Article VIII of these Procedures, submitting relevant materials to the relevant units for reporting.
VI. If there are errors or omissions in the items that the Company is required to announce and that need to be corrected, the Company shall

Clause	Original Article	Amended Article	Explanation
	re-announce and report all items within two days from the date of becoming aware of the error.
VII. When the Company acquires or disposes of assets, the relevant contracts, minutes, registers, valuation reports, and opinions from accountants, lawyers, or securities underwriters shall be kept at the Company for at least five years, unless otherwise stipulated by law.	re-announce and report all items within two days from the date of becoming aware of the error.
VII. When the Company acquires or disposes of assets, the relevant contracts, minutes, registers, valuation reports, and opinions from accountants, lawyers, or securities underwriters shall be kept at the Company for at least five years, unless otherwise stipulated by law.
Article 18	This procedure has been partially amended by a resolution of the general shareholders’ meeting on June 13, 2019 in accordance with the law. This procedure has been partially amended by a resolution of the general shareholders’ meeting on June 10, 2021 in accordance with the law. This procedure has been partially amended by a resolution of the general shareholders’ meeting on June 9, 2022 in accordance with the law.	This procedure has been partially amended by a resolution of the general shareholders’ meeting on June 13, 2019 in accordance with the law. This procedure has been partially amended by a resolution of the general shareholders’ meeting on June 10, 2021 in accordance with the law. This procedure has been partially amended by a resolution of the general shareholders’ meeting on June 9, 2022 in accordance with the law.	Addition of amendment notes

Attachment 8

Sigurd Microelectronics Corporation
List of Director Candidates

Number	Candidate Type	Shareholder Name	Number of Shares Held	Main Education Qualification and Experience
1	Director	Shin-Yang Huang	7,565,771	MBA, College of Management, National Taiwan University
Chairman and CEO of the Company
Representative of Corporate Director and Chairman, Winstek Semiconductor Co., Ltd.
Representative of Corporate Director and Chairman, TST Co., Ltd.
Representative of Corporate Director, AMBERSAN Medical Technology Co., Ltd.
Representative of Corporate Director and Chairman, SIGWIN Corporation
Representative of Corporate Director, Flatek Co., Ltd.
Chairman, Sigurd International Co., Ltd.
Director, Burgurd Co., Limited
Representative of Corporate Director and Chairman, UTC Holdings Corporation
Representative of Corporate Director and Chairman, Sigurd UTC Corporation
2	Director	Tsan-Lien Yeh	3,409,633	Bachelor of Electrical Engineering, National Chiao Tung University
EMBA, National Chiao Tung University
General Manager and Chief Operating Officer of the Company
Director of Bloomeria Limited Co., Ltd.
Representative of Corporate Director, Winstek Semiconductor Co., Ltd
Representative of Corporate Director, TST Co., Ltd.
Representative of Corporate Director, Flatek Co., Ltd.
Representative of Corporate Director, SIGWIN Corporation
Representative of Corporate Director, UTC Holdings Corporation
Representative of Corporate Director, Sigurd UTC Corporation
Representative of Corporate Director, AMBERSAN Medical Technology Co., Ltd.
Director, OPS Electronics, Ltd.
Director, Valuenet International Limited
3	Director	Hsu-Tung Kuo	1,907,929	Bachelor of Electrical Engineering, National Cheng Kung University
Deputy Chief Operating Officer and Senior Executive Vice President of the Company
Representative of Corporate Director, Winstek Semiconductor Co., Ltd
Director, SIRIZE Technology (Suzhou) Corp.
Representative of Corporate Director, Sigurd UTC Corporation
Representative of Corporate Director, TPfusion Inc.
4	Director	Min-Hung	3,063,938	Middle School Diploma, Er Chong Junior High

Number	Candidate Type	Shareholder Name	Number of Shares Held	Main Education Qualification and Experience
		Wu		School
Chief Resource Officer and Senior Executive Vice President of the Company
Director, Chen Jun Co., Ltd.
Chairman, SIRIZE Technology (Suzhou)Corp.
Director of Bloomeria limited Ltd.
Representative of Corporate Director, Winstek Semiconductor Co., Ltd.
Representative of Corporate Director and Chairman, TEST-SERV INC.
Representative of Corporate Director and Chairman, Flatek, Inc.
Representative of Corporate Director and Chairman, TPfusion Inc.
Representative of Corporate Director, SIGWIN Corporation
Director,Flusol Co., Ltd.
Representative of Corporate Director, Sigurd UTC Corporation
Director, OPS Electronic (ShenZhen) Limited
5	Director	Ming-Chun Chiu	5,791,769	Middle School Diploma, Er Chong Junior High School
Chairman of Chun Tang Construction Co., Ltd.
6	Director	Wen-Yuan Lin	1,998,457	Yuanpei Medical College Medical Management Department
Supervisor of Yang Fong Investment Co., Ltd.
7	Director	Chih-Li Weng	0	Illinois Institute of Technology Research Institute
Director and General Manager of Winstek Semiconductor Co., Ltd.
Director and General Manager of TST Co., Ltd.
8	Independent Director	Li-Hsing Lai	0	MBA, National Taiwan University
Member of Department of Overall Planning for International Medical (Commerce, Finance, and Legal), Ministry of Health and Welfare
9	Independent Director	Kwok-Wah Tsang	0	EMBA, National Chiao Tung University
Bachelor of Accounting, National Chengchi University
Partner CPA of Sunwise CPAs Firm
Second Consultant of Taiwan Police College Alumni Association
Independent Director of Gallant Precision Machining Co., Ltd.,
Independent Director of Fortune Information Systems Corp.,
10	Independent Director	Chuen-Rong Leu	992	Department of Telecommunications Engineering, National Chiao Tung University
Director of Jeilin Technology Co., Ltd.
Chief Marketing Officer of Bridge Semiconductor Corp.
11	Independent Director	Ming-King Cho	0	Master of International Business Studies, National Taiwan University
Director of YeSiang Enterprise Co., Ltd
Independent Director of Hsinjing Holding Co., Ltd.
Special Assistant to the Chairman of Chung King Enterprise Co., Ltd.

Attachment 9

Sigurd Microelectronics Corporation List of New Directors' Non-Compete Activities

Candidate Type	Candidate Name	Name of Competing Business and Position Assumed	Main Businesses
Director	Shin-Yang Huang	1. Chairman of Sigurd International Co., Ltd.	Investment company
		2. Director, Burgurd Co., Limited	International trading company
		3. Representative of Corporate Director and Chairman, Winstek Semiconductor Co., Ltd.	Research and testing of integrated circuits
		4. Representative of Corporate Director, Flatek Co., Ltd.	Electronic information supply services
		5. Representative of Corporate Director, AMBERSAN Medical Technology Co., Ltd.	Medical device manufacturing and retail
		6. Representative of Corporate Director and Chairman, TST Co., Ltd.	Industrial plant development, leasing and sales business
		7. Representative of Corporate Director and Chairman, UTC Holdings Corporation	Investment company
		8.Representative of Corporate Director and Chairman, Sigurd UTC Corporation	Packaging and testing
		9. Representative of Corporate Director and Chairman, SIGWIN Corporation	Investment company
Director	Tsan-Lien Yeh	1. Representative of Corporate Director, UTC Holdings Corporation	Investment company
		2. Representative of Corporate Director, Sigurd UTC Corporation	Packaging and testing
		3. Director of Bloomeria Limited Co., Ltd.	Investment company
		4. Representative of Corporate Director, Winstek Semiconductor Co., Ltd.	Research and testing of integrated circuits
		5. Representative of Corporate Director, TST Co., Ltd.	Industrial plant development, leasing and sales business
		6. Representative of Corporate Director, Flatek Co., Ltd.	Electronic information supply services
		7. Representative of Corporate Director, AMBERSAN Medical Technology Co., Ltd..	Medical device manufacturing and retail
		8. Director, OPS Electronics, Ltd.	Investment company
		9. Director of Valuenet International Limited	Electronic information supply services
		10. Representative of Corporate Director, SIGWIN Corporation	Investment company
Director	Hsu-Tung Kuo	1. Representative of Corporate Director, Winstek Semiconductor Co., Ltd	Research and testing of integrated circuits
		2. Director, SIRIZE Technology (Suzhou) Corp.	Semiconductor testing software development and advanced packaging and testing services
		3. Representative of Corporate Director, Sigurd UTC Corporation	Packaging and testing

Candidate Type	Candidate Name	Name of Competing Business and Position Assumed	Main Businesses
		4.Representative of Corporate Director, TPfusion Inc.	Electronic information supply services
Director	Min-Hung Wu	1. Representative of Corporate Director and Chairman, Flatek, Inc..	Electronic information supply services
		2. Director, Flusol Co., Ltd.	Investment company
		3. Director, Chen Jun Co., Ltd.	Investment company
		4. Representative of Corporate Director and Chairman, TPfusion Inc.	Packaging and testing
		5. Representative of Corporate Director, Winstek Semiconductor Co., Ltd.	Research and testing of integrated circuits
		6. Director of Bloomeria Limited	Investment company
		7. Chairman, SIRIZE Technology (Suzhou)Corp.	Semiconductor testing software development and advanced packaging and testing services
		8. Representative of Corporate Director and Chairman, TPfusion Inc.	Electronic information supply services
		9. Representative of Corporate Director, Sigurd UTC Corporation	Packaging and testing
		10.Director, OPS Electronic (ShenZhen) Limited	Production and sales of programmers and their accessories, copiers, chip tester parts and electronic components
		11. Representative of Corporate Director, SIGWIN Corporation	Investment company
Director	Ming-Chun Chiu	Chairman of Chun Tang Construction Co., Ltd.	Construction company
Director	Wen-Yuan Lin	Supervisor of Yang Fong Investment Co., Ltd.	Investment company
Director	Chih-Li Weng	Director and General Manager of Winstek Semiconductor Co., Ltd	Research and testing of integrated circuits
		Director and General Manager of TST Co., Ltd.	Industrial plant development, leasing and sales business
Independent Director	Kwok-Wah Tsang	1. Independent Director of Gallant Precision Machining Co., Ltd.	Design, manufacturing, and sales of automated optical inspection equipment
		2. Independent Director of Fortune Information Systems Corp.	System integration services
Independent Director	Chuen-Rong Leu	1. Director of Jeilin Technology Co., Ltd.	Optical flow positioning module
		2. Chief Marketing Officer of Bridge Semiconductor Corp.	Design and manufacturing of high heat dissipation substrates
Independent Director	Ming-King Cho	1. Director of YeSiang Enterprise Co., Ltd.	Semiconductor chemical filter manufacturing
		2. Independent Director of Hsinjing Holding Co., Ltd.	Green Energy and Environmental Protection Industry Holding Company
		3. Special Assistant to the Chairman of Chung King Enterprise Co., Ltd.	Semiconductor carrier research and development and manufacturing
		4. Vice President of the Management of China Company	Design and manufacturing of high heat dissipation substrates
Independent Director	Yuan-Lin Chen	1. Vice President of the Management of China Company	Design and manufacturing of high heat dissipation substrates
		2. Vice President of the Management of China Company	Design and manufacturing of high heat dissipation substrates

Appendix 1

Sigurd Microelectronics Co., Ltd.

Articles of Incorporation

Chapter 1 General Provision

Article 1: The Company is organized under the Company Act as a company limited by shares and named "矽格股份有限公司" The Company's English name is "SIGURD MICROELECTRONICS CORP".

Article 2: The Company's scope of operation includes the following:

CC01080 Manufacturing of electronic parts and components.
CC01120 Manufacturing and reproduction of data storage media.
CC01110 Manufacturing of computers and peripheral equipment.
CC01990 Manufacturing of other mechanical engineering and electronic/mechanical devices.
CB01010 Manufacturing of machinery and equipment.
CE01010 General instrument manufacturing.
F119010 Wholesale of electronic materials.
F219010 Retail of electronic materials.
F213040 Retail of precision instruments.
F401010 International trade.
I301010 Information software service.
IZ99990 Other commercial services.
I501010 Product design.
G801010 Warehousing.
ZZ99999 Operations not prohibited or restricted by law besides the said approved ones

Article 3: The Company shall have its head office in Hsinchu County, Taiwan, and may establish branches and offices in other suitable locations, domestically or overseas whenever the Corporation deems it necessary according to the resolutions of the Board of Directors.

Article 4: Public announcements of the Company shall resolutions of in accordance with the provisions of Article 28 of the Company Act.

Chapter 2 Shares

Article 5: The authorized capital of the Company is NT$10 billion, consisting of 1 billion shares, all of the ordinary shares, with a par value of NT$10 per share. The Board of Directors is authorized to issue the shares in separate installments as required.

In the total capital of the preceding paragraph, the Company will issue employee stock option certificate subscription within an amount of NT$200 million, totaling 2 million shares at NT$10 per share. The Board of Directors is authorized to issue the unissued shares in separate installments as required.

Including the employees of parents or subsidiaries of the Company meeting certain specific requirements are entitled to receive shares redeemed or bought back by the Company. The employees of the Company, including the employees of parents or subsidiaries of the Company meeting certain specific requirements, are entitled to receive employee stock option certificate subscription or employee restricted stock awards.

Article 5-1 The Company may issue employee stock option certificate subscription that are not subject to the exercise price restriction set out in Article 53, an issuer is required to obtain the consent of at least two-thirds of the voting rights represented at a shareholders' meeting attended by shareholders representing a majority of the total issued shares. The issuer is allowed to register multiple issues over a period of 1 year from the date of the shareholders' resolution.

Article 5-2 The Company may transfer its shares to employees at a price below the average repurchase price. The proposal shall be raised in the most recent shareholders' meeting to obtain the consent of at least two-thirds of the voting rights represented at a shareholders' meeting attended by shareholders representing a majority of the total issued shares. The issuer shall be required to specify the following information in the notice of reasons for convening the shareholders' meeting, and may not raise the matter by means of special motion:

I. The criteria for determination of the exercise price, discount ratio and the reasonableness of the price.
II. Transfer of shares, purpose and reasonableness.
III. Qualification requirements for warrant subscribers, and the number of shares they are allowed to subscribe for.
IV. Factors affecting shareholders' equity:
(I) The expansible amount, and dilution of the Company's earnings per share.
(II) Where previously issued shares will be used to cover the warrants, explain what financial burden this will impose on the Company.

Article 6: The Company's shares shall generally be registered, and the share certificates shall be affixed with the signatures or personal seals of the Director representing the Company. Stock shall be issued after attestation by the competent authority or an issuance attestation institution approved by the competent authority. The Company may be exempted from printing any share certificate for the shares issued by the Company and shall register the issued shares with a centralized securities depository institution.

Chapter 3 Shareholders' Meeting

Article 7: All transfer of stocks, pledge of rights, loss, succession, gift, loss of seal, amendment of the seal, change of address or similar stock transaction conducted by shareholders of the Corporation shall follow the "Regulations Governing the Administration of Shareholder Services of Public Companies" unless specified otherwise by law and securities regulations.

Article 8: Registration for transfer of shares shall be suspended sixty (60) days immediately before the date of regular shareholders' meeting, and thirty (30) days immediately before the date of any special shareholders' meeting, or within five (5) days before the base date on which dividend, bonus, or any other benefit is scheduled to be paid

by the Company.

Article 9: Shareholders' meetings of the Company are of two types, namely: regular meetings and special meetings. Regular meetings, in accordance with the law, shall be convened once a year, by the Board of Directors, within six (6) months after the close of each fiscal year. Unless otherwise provided in the Company Act, the special meetings shall be convened by the Board of Directors when necessary.

The Company's shareholders' meeting can be held by means of visual communication network or other methods promulgated by the central competent authority.

Article 10: A shareholder who is unable to attend the shareholders' meeting may authorize another person to attend by proxy using the form, which sets forth the scope of the authorization. The shareholder proxy process is governed by Article 177 of the Company Act and the Regulations Governing the Use of Proxies for Attendance at Shareholder Meeting of Public Companies.

Article 11: Except for the shares with restricted voting rights or without voting rights under the Company Act, each share is entitled to one vote.

Article 12: Except as otherwise provided by applicable law, the shareholders' resolutions shall be adopted upon the approval of a majority of the voting shares present at the shareholders' meeting, which is attended by holders of a majority of the total issued and outstanding shares of the Company.

Article 13: The shareholders' meetings shall be convened by the Board of Directors and presided over by the Chairman of the Board. The Chairman of the Board shall appoint a Director to act as his or her proxy if the Chairman is unable to attend such meeting. If the Chairman does not appoint a proxy, the Directors shall appoint one from among them. If a meeting is convened by a person entitled to convene other than the Board of Directors, such person shall act as the Chairman for the meeting; provided, however, if there is more than one person entitled to convene, the Chairman for the meeting shall be appointed from among them.

Chapter 4 Directors, Board of Directors, Audit Committee, and Remuneration Committee

Article 14: The Company has 9–11 Directors who are competent shareholders elected in the shareholders' meeting. The term of office for Supervisors shall be three years and they shall be re-appointed if being re-elected. The remuneration of the Directors and Supervisors of the Company authorizes the Board of Directors to agree on the usual level of the industry.

The Company may obtain Directors liability insurance with respect to liabilities resulting from exercising their duties during their terms of service.

Article 14-1 In accordance with the Securities and Exchange Act and the relevant laws and regulations, the Company was required to appoint Independent Directors, not less than two in number and not less than one-fifth of the total number of Directors.

The Directors' election of the Company shall adopt the candidate nomination system. Shareholders should select Directors from the list of Director candidates. Independent Directors and non-Independent Directors shall be nominated separately, and elections shall be held together to calculate the number of elected candidates.

The restrictions on professional qualifications, shareholding, concurrent positions, and the manner of election of the Independent Directors, and other related matters shall comply with the Securities and Exchange Act and regulations.

Article 14-2
The Company has set up the Audit Committee, and the Audit Committee shall be responsible for exercising the functional authority of the Supervisors required by the Company Act, the Securities and Exchange Act, and other laws and regulations.

The Audit Committee comprises all Independent Directors, and the number of their members shall not be less than three, one of them is the convener and at least one of them has accounting or financial expertise.

The resolution of the Audit Committee shall be approved by more than one-half of all members of the Audit Committee.

Article 14-3
The Company has set up the Remuneration Committee. For the number of the Remuneration Committee, the term of office, the powers of the committee, the rules of meetings, resources to be provided by the Company when the Committee exercises its powers shall be specified separately in the Remuneration Committee Charter.

Article 15:
The Directors are organized into the Board of Directors. The Board of Directors shall elect a Chairman of the board Directors from among the Directors by a majority vote at a meeting attended by over two-thirds of the Directors, and may also elect in the same manner a vice Chairman of the board.

The Chairman of the Board of Directors shall internally preside the shareholders' meeting, the meeting of the Board of Directors, and the meeting of the managing Directors; and shall externally represent the Company. In case the Chairman of the Board of Directors is on leave or absent or can not exercise his power and authority for any cause, it will be handled in accordance with Company Act, Article 208.

Article 16:
Except as otherwise provided in the Company Law, the Board of Directors may be convened by the Chairman of the Board of Directors, and the shareholders' meeting notice may be in writing, e-mail or fax, at least once every quarter. A shareholder may appoint a proxy to attend a shareholders' meeting in his/her/its behalf by executing a power of attorney stating therein the scope of power authorized to the proxy. A shareholder may only execute one power of attorney and appoint one proxy only.

Article 17:
The Board of Directors consists of the Company shall have the following powers and duties:

I. Review and approval of the Company's organization rules and procedures
II. The proposal to amend the Articles of Incorporation.
III. Approval of the branch's setting and abolition.
IV. Appointment and dismissal of the Manager.
V. Proposal for capital increase/decrease plans.
VI. The formulation and supervision of the annual business plan.
VII. Budget and final accounting.
VIII. Proposal for distribution of earnings or deficit to be offset.
IX. Other entrusted functions by the Company Act and or the resolution of Shareholders' Meeting.

Article 18:
The resolutions of the Board of Directors shall be adopted by at least a majority of the Directors present at a meeting attended by at least a majority of the Directors holding office.

Article 19:
Deleted.

Chapter 5 Manager

Article 20: The Company may have a chief executive officer, a general manager and a number of managers. Their appointments, dismissals and remuneration shall be governed by Article 29 of the Company Act and relevant regulations. The Board of Directors shall be authorized to decide the title and powers of the manager, the Board of Directors may authorize the Chairman to decide.

Article 21: The chief executive officer shall be responsible to the Chairman. Other managers are responsible for implementing their assigned responsibilities and overall business operations in accordance with the Company policy and shall be reporting and responsible to the chief executive officer.

Article 22: The appointment and removal of employees of the Company shall be performed by the chief executive officer or the general manager who has been authorized to do so.

Chapter 6 Accounting

Article 23: At the close of the fiscal year, the accounts of the Company shall be closed, the Board of Directors shall prepare the statements and records listed below and shall forward to the same shareholders' meeting.

I. Business Report;
II. Financial Statements; and
III. The surplus earning distribution or loss off-setting proposals.

Article 23-1 If the Company makes a profit in the year, 8%~12% of the annual profit shall be appropriated as employee remuneration, and no more than 3% shall be appropriated as director remuneration. However, if the Company still has accumulated losses, such losses shall be offset first.

The preceding “employee remuneration” shall include an allocation of not less than 3% of the annual profit for distribution to grassroots employees as employee compensation.

Employee remunerations may be distributed in cash or stocks; the eligible receivers may include employees of the Company’s subsidiaries meeting the criteria set by the Board of Directors or its delegates.

The Company will continue to expand its scale and increase profitability according to the operating investment environment and capital requirements, and take into account the interests of shareholders and the capital adequacy ratio, and adopt the residual dividend policy.

Distribution criteria and timing: For annual surpluses concluded by the Company, besides taxation as required by law, they shall be prioritized for offsetting prior deficits. Secondly, 10% of the remainder will be allocated to the legal reserve unless it has reached the overall capital size, and provision or reversal of special reserve may be made as needed. The remaining balance shall be added to the previously undistributed earnings as distributable earnings.

Distribution of earnings may be done in cash dividends or stock dividends. Cash dividends are prioritized, but stock dividends are an option. The shareholder

dividends to be distributed for the current year shall be 10% ~ 80% of the annual distributable earnings. The ratio of cash dividends to be distributed, in particular, may not be less than 10%.

The Company may, pursuant to a resolution to be adopted by the board of directors as required in Article 240 of the Company Act, distribute its dividends and bonuses, in whole or in part, by cash; and in addition, thereto a report of such distribution shall be submitted to the shareholders' meeting.

The Company may, pursuant to a resolution to be adopted by the board of directors as required in Article 241 of the Company Act, distribute its legal reserve and the following capital reserve, in whole or in part, by cash; and in addition thereto a report of such distribution shall be submitted to the shareholders' meeting.

Chapter 7 Miscellaneous

Article 24: The Company may act as a guarantor for external parties.

Article 25: The Company's reinvestment may exceed 40% of the paid-in capital with the authorization of the Board of Directors.

Article 26: The organizational charter and bylaws of the Company shall be separately adopted.

Article 27: Matters not specified in the Articles of Incorporation shall be governed by the Company Act.

Article 29: The Articles of Incorporation was enacted on November 28, 1988. The 1st amendment was made on October 16, 1989. The 2nd amendment was made on November 13, 1989. The 3rd amendment was made on December 28, 1989. The 4th amendment was made on September 1, 1990. The 5th amendment was made on June 30, 1992. The 6th amendment was made on May 22, 1996. The 7th amendment was made on June 17, 1998. The 8th amendment was made on August 19, 1998. The 9th amendment was made on November 10, 1998. The 10th amendment was made on March 22, 2000. The 11th amendment was made on March 28, 2001. The 12th amendment was made on June 19, 2002. The 13th amendment was made on December 30, 2002. The 14th amendment was made on June 25, 2003. The 15th amendment was made on May 18, 2004. The 16th amendment was made on June 13, 2005. The 17th amendment was made on February 27, 2006. The 18th amendment was made on June 12, 2006. The 19th amendment was made on June 13, 2008. The 20th amendment was made on June 15, 2010. The 21st amendment was made on June 6, 2012. The 22nd amendment was made on June 20, 2016. The 23rd amendment was made on June 15, 2017. The 24th amendment was made on June 7, 2018. The 25th amendment was made on June 13, 2018. The 26th amendment was made on June 10, 2021. The 27th amendment occurred on June 9, 2022. The 28th amendment occurred on June 7, 2023. The 29th amendment was made on May 29, 2025.

Sigurd Microelectronics Corporation

Chairman: Shin-Yang, Huang

Appendix 2

Rules of Procedures for Shareholders' Meetings

Sigurd Microelectronics Co., Ltd.

Approved in the general shareholders' meeting on July 15, 2021

I. The "Rules of Procedures of Shareholder Meetings" are enacted pursuant to the Article 5 of the "Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies" in order to establish a sound corporate governance system for shareholders' meetings, enhance the supervision function, and strengthen the management function.

II. Except where other laws or regulations apply, the shareholders' meeting shall follow the Rules.

III. The Company should prepare a sign-in book for attending shareholders or their proxies (collectively, "shareholders") or allow shareholders to submit sign-in cards in lieu of signing in. The calculation case of the attendance share of the shareholders shall be the number of shares processed. The attendance shares shall be counted in accordance with the present attendance card adding the voting shares exercised via written or electronic measures.

IV. For a shareholders' meeting convened by the Board of Directors, the Chairman of the Board of Directors shall preside at the meeting. If the Chairman of the Board of Directors is on leave or unable to exert the rights, the vice-Chairman of the Board of Directors shall preside instead.

If the position of vice-Chairman is vacant or the vice-Chairman is on leave or unable to exert the rights, the Chairman of the Board of Directors shall designate a Director to preside at the meeting. If there is no managing Director, one of the appointed Directors shall preside. If the Chairman of the board did not designate an agent, the Chairman of the meeting shall be elected by the Board of Directors from among the managing Director and themselves.

When the Board of Directors convenes a shareholders' meeting, the Chairperson of the board shall personally chair the shareholders' meeting and at least half of the members of the Board of Directors shall be in attendance, and each of the functional committees shall be represented by at least one member in attendance, and the attendance records shall be published in the meeting minutes.

If the shareholders' meeting is convened by persons with authority to call a meeting other than the Board of Directors, the Chairman shall be the person with said authority. Where more than two persons have such authority, they should appoint one as the Chairman.

The Company may designate its attorney, certified public accountant, or other relevant persons to attend the meeting.

When time of meeting is due, the chairperson shall call the meeting to order and

announce the number of attending shareholders without voting rights and the number of shares represented in the attendance, among other information at the same time.

The Chairperson shall call the meeting to order on the time of meeting. Where shareholders representing over 50% of issued shares are not present, the Chairperson may proclaim the delay of the meeting. Only two delays are allowed, and the delay time shall no more than one hour. When the shareholders' meeting is delayed two times with no shareholders representing one third of issued shares, the Chairperson shall proclaim the meeting to be adjourned.

Where shareholders representing 50% of issued shares present before the shareholders' meeting conclude, the Chairperson may again propose tentative resolutions to the shareholders' meeting for a re-vote in accordance with the regulation of the Company Act.

V. Where a shareholders' meeting is convened by the Board of Directors, the Board of Directors shall stipulate the meeting agenda. Pertaining to proposals (including extemporary motions and amendments of original proposals), voting by poll should be adopted. The shareholders' meeting shall progress in accordance of arranged agenda, which can only be changed by the resolution of the shareholders' meeting.

The shareholders' meeting assembled by persons with authority to assemble other than the Board shall apply the regulation of the preceding Paragraph.

Before arranged agendas in preceding two Paragraphs during the meeting (including special motions) comes to an end, the Chairperson shall not proclaim the adjournment of the shareholders' meeting without a resolution of the shareholders' meeting. If the Chairperson proclaims the adjournment without necessary resolution, the other members of the Board shall assist shareholders at present in continuing the meeting and electing a person as Chairperson with more than 50% vote of assent from of the shareholders at present in accordance with legal procedure.

The Chairperson shall offer adequate opportunities for explanation and discussion on the proposals and amendments or extemporary motions brought up by shareholders. Where the Chairperson thinks the proposals and amendments or extemporary motions brought up by shareholders is ready to vote, the Chairperson may proclaim the closure of discussion, proceed to vote, and provide adequate time for voting.

VI. Shareholders holding 1% or more of the total number of outstanding shares of the Company may propose to the Company a proposal for discussion at the shareholders' meeting, provided that only one matter shall be allowed in each single proposal, and in case a proposal contains more than one matter, such proposal shall not be included in the agenda. However, if the proposal submitted by shareholder is pertaining to advice on the Company's effort in promoting public interest or social responsibilities, the Board of Directors should include the proposal in the agenda. In addition, the Board shall not list any motions from shareholders which fall under any situation regulated in all subparagraphs of Paragraph 4 of Article 172-1 in the Company Act.

Prior to the date on which share transfer registration is suspended before the convention of the shareholders' meeting, the Company shall give a public notice

announcing acceptance of proposal in writing or by way of electronic transmission, the place and the period for shareholders to submit proposals to be discussed at the meeting; and the period for accepting such proposals shall not be less than ten days.

The number of words of a proposal to be submitted by a shareholder shall be limited to not more than 300 words, and any proposal containing more than 300 words shall not be included in the agenda of the shareholders' meeting. The shareholder who has submitted a proposal shall attend, in person or by a proxy, the shareholders' meeting where his proposal is to be discussed and shall take part in the discussion of such proposal.

The Company shall, prior to preparing and delivering the shareholders' meeting notice, inform, by a notice, all the proposal submitting shareholders of the proposal screening results, and shall list in the shareholders' meeting notice the proposals conforming to the requirements set out in this Article. With regard to the proposals submitted by shareholders but not included in the agenda of the meeting, the cause of exclusion of such proposals and explanation shall be made by the Board of Directors at the shareholders' meeting to be convened.

VII. Every shareholder's speech to a single motion shall be no more than twice unless the Chairperson agrees so, and each speech shall be no more than five minutes. If approved by the Chairman, it may be extended for another three minutes.

Where the speech from the shareholders violates the regulations or goes beyond the scope of the motion, the Chairperson may stop the speech.

VIII. Shareholders attended the shareholders' meeting shall fill the opinion sheet with speech summary, shareholder account number (or attendance tag number), and account name before making speeches, and the Chairperson stipulates the speech order.

Shareholders attended the shareholders' meeting who turn in an opinion sheet without making a speech will be regarded as expressing no opinion. Where speech content does not match the record of the opinion sheet, the speech content shall prevail.

IX. The Chairperson may reply in person or assign relevant personnel to reply after shareholders attended the shareholders' meeting spoke. The Chairperson may deliberate the time and proclaim breaks when the shareholders' meeting is in progress. The Chairperson shall direct picketers or security to maintain the order of the shareholders' meeting place. Picketers and security shall wear the badges or ID tags with words of "Picketer" while assisting to maintain the order of the shareholders' meeting place.

Where shareholders violating the rules of shareholders' meeting and disobeying the correction from the Chairperson, and interfering with the progress of shareholders' meeting, the Chairperson may direct picketers or security to guide the person out of the meeting place.

X. When the speech from the shareholders exceeds the time limit or goes beyond the scope of the motion, the Chairperson may stop the speech. Corporate shareholders may assign only one representative to the shareholders' meeting. Where corporate

shareholders assign more than two representatives to the shareholders' meeting, only one representative is allowed to speak to a single proposal.

XI. The voting of proposals shall be approved by more than 50% of the voting powers from present shareholders unless the Company Act and the Articles of Incorporation regulate otherwise. The proposal will be regarded as approved with no objection from all present shareholders after the Chairperson is consulted, and the effect is the same as voting. Shareholders have one voting power per share. The Chairperson assigns the scrutinizers and tellers of the motion voting, but the scrutinizers shall possess the shareholder identity. The results must be declared immediately on the spot and recorded.

When a shareholder entrusts an agent to attend a shareholders' meeting, the voting power of the agents who are simultaneously authorized by more than two shareholders shall be no more than 3% of the total issued voting shares, and it will not count otherwise.

When directors are elected during a shareholders' meeting, related election regulations established by the Company shall be followed and the voting results shall be announced on the spot, including the list of elected directors and the number of votes each of them received and the list of candidates who were not elected and the number of votes each of them received.

A shareholder is limited to present one letter of authorization and one authorized agent. The letter of authorization shall be delivered to the Company five days before the shareholders' meeting. In the case of a repeat of letter of authorization, the first arrived letter of authorization shall prevail. The letter of authorization proclaiming to revoke former ones shall be excluded.

XII. Where there are amendments or alternatives to a single motion, the Chairperson decides the voting order of such alone with original motion. Where one of the motions is approved, other motions will be regarded as vetoed and shall not be voted again.

When the Chairperson thinks the proposals brought up by shareholders is ready to vote, the Chairperson may proclaim the closure of discussion and proceed to vote.

XIII. As the Company sets up an Audit Committee to replace the Supervisors, any other provision pertaining to Supervisors shall cease to apply.

Matters not covered by these rules shall be governed in accordance with the provisions of the Company Act, the Articles of Incorporation of the Company and other relevant laws and regulations.

XIV. The shareholders' meeting procedures shall be implemented after the shareholders' meeting grants approval.

Appendix 3

Rules for Director Election of Sigurd Microelectronics Corporation
Date of Amendment: Approved by the shareholders’ meeting June 15, 2017

I. Election of directors and supervisors shall be acted upon in accordance with these regulations.

II. The election of directors and supervisors adopts the cumulative voting method.

III. When electing directors or supervisors, the number of votes exercisable in respect of one share shall be the same as the number of directors or supervisors to be elected, and the total number of votes per share may be consolidated for election of one candidate or may be split for election of two or more candidates.

Attendance card numbers printed on the ballots may be used as recording the names of voting shareholders.

IV. Pursuant to the number of directors and supervisors specified in the Company's Articles of Incorporation, the ballots representing the highest numbers of voting rights will be elected sequentially according to the respective numbers of votes received. When two or more persons receive the same number of votes, thus exceeding the specified number of positions, they shall draw lots to determine the electee. The chairperson shall draw lots on behalf of any absent candidate.

V. A shareholder who is elected as the director and supervisor simultaneously in accordance with the preceding article, shall choose either the position of a director or supervisor. The vacancy will be filled by the person receiving the second highest votes. The chairperson shall decide the acceptance of directorship as a priority on behalf of the absent electee (the aforementioned shareholder).

VI. The ballot forms produced by the Company shall be sequenced by the attendance card number, and the number of voting rights shall be specified.

VII. A voter must enter the candidate's shareholder name and shareholder account number in the "candidate" column of the ballot. However, when the candidate is a juristic-person shareholder, the name of the juristic-person shareholder shall be entered in the "candidate" column on the ballot paper, or both the name of the juristic-person shareholder and the name of its representative may be entered.

VIII. Before voting is initiated, the Chairperson shall designate the scrutineers, tellers, recording personnel and other personnel to take charge of the relevant tasks.

IX. The ballots are invalid under any of the following circumstances:

Ballots not prepared in accordance with this Procedure.
A blank ballot in the ballot box.
The number of candidates written exceeds the specified number of positions.
The presence of other words in addition to the shareholder’s name and account number or identification number (tax ID number) of the candidate.
The writing is unclear and indecipherable.
The shareholder’s account number and name of the candidate do not correspond to the shareholder register; or the identification number does not correspond to the name of the candidate.
The name of the candidate entered on the ballot is identical to that of another shareholder, but no shareholder account number or identification number (tax ID number) is provided on the ballot to identify such individual.

X. The voting rights shall be counted on the spot immediately after the end of the poll, and the poll result shall be announced by the Chairperson on the spot.

XI. As the Company sets up an Audit Committee to replace the Supervisors, any other provisions pertaining to Supervisors shall cease to apply. Matters not covered by these rules shall be governed in accordance with the provisions of the Company Act, the Articles of Incorporation of the Company and other relevant laws and regulations.

XII. These rules shall be executed after being approved by the shareholders’ meeting. The same applies for the amendments.

Appendix 4

Sigurd Microelectronics Corporation

Procedures for Acquisition or Disposal of Assets

Article 1: Purpose

To establish the Company's rules for acquisition or disposal of assets to ensure that the acquisition and disposal of assets have been properly assessed, to implement the principle of information disclosure, and to comply with relevant laws and regulations.

Article 2: Legal basis

According to the Securities and Exchange Act, Article 36-1 and "Regulations Governing the Acquisition and Disposal of Assets by Public Companies." However, if regulated otherwise by applicable laws, such provisions shall prevail.

Article 3: Scope of assets

The term "assets" in these Procedures shall apply to the following:

I. Investments in stocks, government bonds, corporate bonds, financial bonds, securities representing interest in a fund, depositary receipts, call (put) warrants, beneficial interest securities, and asset-backed securities.

II. Real property (including land, houses and buildings, investment property) and equipment.

III. Memberships.

IV. Patents, copyrights, trademarks, franchise rights, and other intangible assets.

V. Right-of-use assets.

VI. Claims held by financial institutions (including receivables, bills purchased and discounted, loans, and overdue receivables).

VII. Derivatives.

VIII. Assets acquired or disposed of in connection with mergers, demergers, acquisitions, or transfer of shares in accordance with law.

IX. Other major assets.

Article 4: The terms used in these Procedures are defined as follows:

I. Derivatives: Forward contracts, options contracts, futures contracts, leverage contracts, or swap contracts, whose value is derived from a specified interest rate, financial instrument price, commodity price, foreign exchange rate, index of prices or rates, credit rating or credit index, or other variable; or hybrid contracts combining the above contracts; or hybrid

contracts or structured products containing embedded derivatives. The term "forward contracts" does not include insurance contracts, performance contracts, after-sales service contracts, long-term leasing contracts, or long-term purchase (sales) contracts.

II. Assets acquired or disposed through mergers, demergers, acquisitions, or transfer of shares in accordance with law: Refers to assets acquired or disposed through mergers, demergers, or acquisitions conducted under the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institution Merger Act and other acts, or to transfer of shares from another company through issuance of new shares of its own as the consideration therefor (hereinafter "transfer of shares") under Article 156-3 of the Company Act.

III. Related party or subsidiary: As defined in the "Regulations Governing the Preparation of Financial Reports by Securities Issuers."

IV. Professional appraiser: Refers to a real property appraiser or other person duly authorized by law to engage in the value appraisal of real property or equipment.

V. Date of occurrence: Refers to the date of contract signing of the transaction, date of payment, date of commissioned transaction, date of transfer, date of Board of Directors' resolutions, or any other date that can confirm the counterpart and monetary amount of the transaction, whichever date is earlier. However, for investment in which approval of the competent authority is required, the earlier of the above date or the date of receipt of approval by the competent authority shall apply.

VI. Mainland China investment: Refers to investments in Mainland China approved by the Investment Commission, Ministry of Economic Affairs or conducted in accordance with the provisions of the "Regulations Governing Permission for Investment or Technical Cooperation in the Mainland Area."

VII. Investment professional: Refers to financial holding companies, banks, insurance companies, bill finance companies, trust enterprises, securities firms operating proprietary trading or underwriting business, futures commission merchants operating proprietary trading business, securities investment trust enterprises, securities investment consulting enterprises, and fund management companies, that are lawfully incorporated and are regulated by the competent financial authorities of the jurisdiction where they are located.

VIII. Securities exchange: "Domestic securities exchange" refers to the Taiwan Stock Exchange Corporation; "foreign securities exchange" refers to any organized securities exchange market that is regulated by the competent securities authorities of the jurisdiction where it is located.

IX. Over-the-counter venue ("OTC venue", "OTC"): "Domestic OTC venue" refers to a venue for OTC trading provided by a securities firm in accordance with the "Regulations Governing Securities Trading on the Taipei Exchange"; "foreign OTC venue" refers to a venue operated by a financial institution that is regulated by the foreign competent authority and that is permitted to conduct securities business.

Article 5: Appraisal and procedures for acquisition of assets

If the appraisal of the relevant assets is regarding real property and other fixed assets, the capital expenditure plan shall be prepared by each unit in advance. After the feasibility assessment, it will be sent to the finance and accounting unit to prepare the capital expenditure budget, and will be executed and controlled according to the plan; for short- and long-term securities investments, the execution unit may conduct a feasibility assessment before proceeding.

Article 6: Appraisal and procedures for disposal of assets

For the assessment of asset disposal, if the assets are real estate and other fixed assets, the application unit shall fill out an application form or submit a project request for approval, stating the reasons for the disposition, the method of disposal, and it may only be implemented after approval.

Article 7: Procedures for determining the terms of transaction

I. Price Determination and Reference Basis

(I) Acquisition or disposal of securities that are traded on centralized exchanges or at securities firms’ business places, the price shall be determined based on the transaction amount at the time.

(II) For acquisition or disposal of securities that are not traded on centralized exchanges or at securities firms’ business places, the Company shall refer to the book value per share, profitability, future development potential, and the transaction price at the time.

(III) When acquiring or disposing of fixed income securities that are not traded on centralized exchanges or at securities firms’ business places, the Company shall consider the market interest rate, coupon rate, and the creditworthiness of the issuer when determining the price.

(IV) When acquiring or disposing of real property, the price shall be determined by reference to the publicly announced current value, appraised value, and the actual transaction prices of neighboring real property, and appraisal results.

(V) When acquiring or disposing of other fixed assets, one of the following methods shall be adopted: price comparison, negotiation, or public tender.

II. Level of authorization

(I) For the acquisition or disposal of the Company's assets, the Chairman shall be authorized to approve within NT$250 million (including) and over NT$250 million shall be approved by the Board of Directors beforehand; the relevant amounts shall be checked and operated in accordance with the "Table of Approval Authority."

(II) When acquiring fixed assets, the Company shall submit the proposal within the approved budget to the Board of Directors for resolution and handle it in accordance with the Company's "Purchasing Management Operating Procedures." The disposal of fixed assets shall follow the

"Regulations Governing the Management of Fixed Assets."

(III) When acquiring or disposing of assets under the circumstances listed in Item 1, Paragraph 1, Article 10 and Paragraph 2, Article 12 of these Procedures, such actions shall not be carried out unless they have been approved by the Board of Directors and notified to and approved by the members of the Audit Committee, and shall also be reported to the next shareholders' meeting.

Article 8: Implementation unit

The Company's execution unit for long-term and short-term securities investments and derivative products is the finance unit; while the execution units of real estate and other fixed assets are the user units and relevant responsible units.

Article 9: Announcement and reporting

I. Under any of the following circumstances, when the Company acquires or disposes of assets, it shall publicly announce and report the relevant information on the FSC's designated website in the appropriate format as prescribed by regulations within two days commencing immediately from the date of occurrence of the event:

(I) To acquire or dispose of real property or right-of-use assets thereof from or to a related party, or when it intends to acquire or dispose of assets other than real property or right-of-use assets thereof from or to a related party and the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the Company's total assets, or NT$300 million or more. However, this does not apply to the trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

(II) Merger, demerger, acquisition, or transfer of shares.

(III) Losses from derivatives transactions reaching the limits on aggregate losses or losses on individual contracts set out in the procedures adopted by the Company.

(IV) Acquisition or disposal of equipment for business use or right-of-use assets thereof where the transaction counterparty is not a related party, and the transaction amount reaches one of the following:

Companies with paid-in capital of less than NT$10 billion and trading of more than NT$500 million.
Companies with paid-in capital of more than NT$10 billion and trading of more than NT$1 billion.

(V) Acquisition of real property by engaging others to build on the Company's own land or leased land, joint construction with allocation of housing units, joint construction with profit-sharing, or joint

construction with separate sales, where the transaction counterparty is not a related party, and the Company's estimated investment amount reaches NT$500 million or more.

(VI) Where an asset transaction other than any of those referred to in the preceding 5 paragraphs, disposal of receivables by a financial institution, or an investment in the mainland China area reaches 20 percent or more of paid-in capital or NT$300 million; provided, this shall not apply to the following circumstances:

Trading of domestic government bonds or foreign government bonds with a rating that is not lower than the sovereign rating of Taiwan.
Where done by professional investors—securities trading at home or abroad on securities exchanges or OTC markets, or subscription of ordinary corporate bonds or general bank debentures without equity characteristics (excluding subordinated debt that is offered and issued in the primary market, or subscription or redemption of securities investment trust funds or futures trust funds), or subscription by a securities firm of securities as necessitated by its undertaking business or as an advisory recommending securities firm for an emerging stock company, in accordance with the rules of the Taipei Exchange.
Trading of bonds under repurchase or resale agreements, or subscription or redemption of domestic money market funds.

The amounts of transactions in the preceding paragraph shall be calculated as follows:

(1) The amount of any individual transaction.
(2) The cumulative transaction amount of acquisitions and disposals of the same type of the underlying asset with the same trading counterparty within the preceding year.
(3) The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of real property or right-of-use assets under the same development project within the preceding year.
(4) The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of the same security within the preceding year.

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

II. The Company shall compile monthly reports on the status of derivatives transactions engaged in up to the end of the preceding month by the Company and any subsidiaries that are not domestic public companies and enter the information in the prescribed format into the information reporting website designated by the FSC by the 10th day of each month.
III. Where any of the following circumstances occurs with respect to a

transaction that the Company has already publicly announced and reported in accordance with the preceding paragraph, a public report of relevant information shall be made on the information reporting website designated by the FSC within two days counting inclusively from the date of occurrence of the event:

(I) Change, termination, or rescission of a contract signed in regard to the original transaction.

(II) The merger, demerger, acquisition, or transfer of shares is not completed by the scheduled date set forth in the contract.

(III) Change to the originally publicly announced and reported information.

IV. Matters to be reported by the Company's subsidiaries:

(I) Procedures for the acquisition or disposal of assets by subsidiaries of the Company shall also be handled in accordance with the Procedures.

(II) Information required to be publicly announced and reported in accordance with the provisions of acquisitions and disposals of assets by a public company's subsidiary that is not itself a public company in Taiwan shall be reported by the public company.

(III) In the threshold requiring public announcement for subsidiaries of the Company, the term "20% of the Company's paid-in capital or 10% of its total assets" shall be based on the Company's paid-in capital or total assets.

(IV) For the calculation of 10% of total assets under these Procedures, the total assets stated in the most recent parent company only Financial Report or Individual Financial Report prepared under the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" shall be used. In the case of a company whose shares have no par value or a par value other than NT$10—for the calculation of transaction amounts of 20 percent of paid-in capital under the Procedure regulations, 10 percent of equity attributable to owners of the parent shall be substituted; for calculations under the provisions of these Regulations regarding transaction amounts relative to paid-in capital of NT$10 billion, NT$20 billion of equity attributable to owners of the parent shall be substituted.

V. Public announcement and regulatory filing procedures

According to Paragraph 2, Article 7 and Article 5 of the Procedures, when the Company acquires or disposes of assets and is required to make a public announcement and report, it shall draw up a draft of the public announcement and report by the financial unit within two days from the date of the resolution of the Board of Directors or the date of the occurrence of facts, make the public announce and report in accordance with the provisions of Article 8 of the Procedures, and submit relevant information to the relevant units for announcing and reporting.

VI. When the Company at the time of public announcement makes an error or omission in an item required by regulations to be publicly announced and so is required to correct it, all the items shall be re-announced and reported

in their entirety.

VII. When the Company acquires or disposes of assets, it shall keep all relevant contracts, meeting minutes, log books, appraisal reports and CPA, attorney, and securities underwriter opinions at the Company, where they shall be retained for five years except where another act provides otherwise.

Article 10: Obtaining of asset appraisal or analysis report

I. In acquiring or disposing of real property, equipment, or right-of-use assets thereof where the transaction amount reaches 20 percent of the Company's paid-in capital or NT$300 million or more, the Company, unless transacting with a domestic government agency, engaging others to build on its own land, engaging others to build on rented land, or acquiring or disposing of equipment or right-of-use assets thereof held for business use, shall obtain an appraisal report prior to the date of occurrence of the event from a professional appraiser and shall further comply with the following provisions:

(I) Where due to special circumstances it is necessary to give a limited price, specified price, or special price as a reference basis for the transaction price, the transaction shall be submitted for approval in advance by the board of directors; the same procedure shall also be followed whenever there is any subsequent change to the terms and conditions of the transaction.

(II) Where the transaction amount is NT$1 billion or more, appraisals from two or more professional appraisers shall be obtained.

(III) Where any one of the following circumstances applies with respect to the professional appraiser's appraisal results, unless all the appraisal results for the assets to be acquired are higher than the transaction amount, or all the appraisal results for the assets to be disposed of are lower than the transaction amount, a certified public accountant shall be engaged to render a specific opinion regarding the reason for the discrepancy and the appropriateness of the transaction price:

The discrepancy between the appraisal result and the transaction amount is 20 percent or more of the transaction amount.
The discrepancy between the appraisal results of two or more professional appraisers is 10 percent or more of the transaction amount.

(IV) No more than three months may elapse between the date of the appraisal report issued by a professional appraiser and the contract execution date; provided, where the publicly announced current value for the same period is used and not more than six months have elapsed, an opinion may still be issued by the original professional appraiser.

II. While acquiring or disposing of securities, the Company shall, prior to the date of occurrence of the event, obtain financial statements of the issuing company for the most recent period, certified or reviewed by a certified public accountant, for reference in appraising the transaction price, and if the dollar amount of the transaction is 20 percent of the Company's paid-in capital or NT$300 million or more, the Company shall additionally engage

a certified public accountant prior to the date of occurrence of the event to provide an opinion regarding the reasonableness of the transaction price. This requirement does not apply, however, to publicly quoted prices of securities that have an active market, or where otherwise provided by regulations of the Financial Supervisory Commission (FSC).

III. Where the Company acquires or disposes of intangible assets or right-of-use assets thereof or memberships and the transaction amount reach 20 percent or more of paid-in capital or NT$300 million or more, except in transactions with a domestic government agency, the Company shall engage a certified public accountant prior to the date of occurrence of the event to render an opinion on the reasonableness of the transaction price.

IV. The calculation of the transaction amounts referred to in the preceding three articles shall be done in accordance with Article 9 herein, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items for which an appraisal report from a professional appraiser or a CPA's opinion has been obtained need not be counted toward the transaction amount.

V. Where the Company acquires or disposes of assets through court auction procedures, the evidentiary documentation issued by the court may be substituted for the appraisal report or CPA opinion.

VI. Professional appraisers and their officers, certified public accountants, attorneys, and securities underwriters that provide public companies with appraisal reports, certified public accountant's opinions, attorney's opinions, or underwriter's opinions shall meet the following requirements:

(I) May not have previously received a final and unappealable sentence to imprisonment for 1 year or longer for a violation of the Securities and Exchange Act, the Company Act, the Banking Act of The Republic of China, the Insurance Act, the Financial Holding Company Act, or the Business Entity Accounting Act, or for fraud, breach of trust, embezzlement, forgery of documents, or occupational crime. However, this provision does not apply if three years have already passed since completion of service of the sentence, since expiration of the period of a suspended sentence, or since a pardon was received.

(II) May not be a related party or de facto related party of any party to the transaction.

(III) If the Company is required to obtain appraisal reports from two or more professional appraisers, the different professional appraisers or appraisal officers may not be related parties or de facto related parties of each other.

When issuing an appraisal report or opinion, the personnel referred to in the preceding paragraph shall comply with the self-regulatory rules of the industry associations to which they belong and with the following provisions:

(I) Prior to accepting a case, they shall prudently assess their own professional capabilities, practical experience, and independence.

(II) When executing a case, they shall appropriately plan and execute adequate working procedures, in order to produce a conclusion and use the conclusion as the basis for issuing the report or opinion. The related working procedures, data collected, and conclusion shall be fully and

accurately specified in the case working papers.

(III) They shall undertake an item-by-item evaluation of the appropriateness and reasonableness of the sources of data used, the parameters, and the information, as the basis for issuance of the appraisal report or the opinion.

(IV) They shall issue a statement attesting to the professional competence and independence of the personnel who prepared the report or opinion, and that they have evaluated and found that the information used is appropriate and reasonable, and that they have complied with applicable laws and regulations.

Article 11: Total amounts of real property and its right-of-use assets or securities acquired by the Company and each subsidiary for non-operating purpose, and investment limits on individual securities.

I. The Company may purchase the scope of assets specified under Article 3 of the Procedures.

II. The total amount of non-operating real estate and its right-of-use assets and short-term securities purchased by the Company is limited to 40% of the shareholders' equity in the most recent Financial Statements audited by a certified public accountant. The investment amount in individual short-term securities shall not exceed 10% of the aforesaid shareholders' equity.

III. The total amount of long-term securities purchased by the Company is limited to 150% of the shareholders' equity in the most recent Financial Statements of the Company's certified by an audited accountant. However, the investment amount in a single investee company shall not exceed 50% of the Company's shareholders' equity.

IV. Total amounts of real property and its right-of-use assets or securities and limits on individual securities acquired by the Company's subsidiaries which are not investment professionals are subject to all the preceding paragraphs.

V. Total amounts of real property and its right-of-use assets or securities for non-operating purposes and the investment limits on individual securities acquired by the Company's investment-oriented subsidiaries shall not exceed the net asset value of such subsidiaries.

VI. The above-mentioned total value of marketable securities and respective limits do not apply in case of organizational restructuring of the Company or any of its subsidiaries.

Article 12: Procedures for related party transactions

I. When the Company engages in any acquisition or disposal of assets from or to a related party, in addition to ensuring that the necessary resolutions are adopted and the reasonableness of the transaction terms is appraised, if the transaction amount reaches 10% or more of the Company's total assets, the Company shall also obtain an appraisal report from a professional appraiser or a CPA's opinion in compliance with the relevant provisions of the preceding articles. The calculation of the transaction amount shall be made

in accordance with Article 9.

When judging whether a trading counterparty is a related party, in addition to legal formalities, the substance of the relationship shall also be considered.

II. When the Company intends to acquire or dispose of real property or right-of-use assets from or to a related party, or when it intends to acquire or dispose of assets other than real property or right-of-use assets from or to a related party and the transaction amount reaches 20% or more of paid-in capital, 10% or more of the Company's total assets, or NT$300 million or more, except in trading of government bonds or bonds under repurchase and resale agreements, or subscription or redemption of domestic money market funds, the Company may not proceed to enter into a transaction contract or make a payment until the following matters have been approved by the Audit Committee in whole or more than one-half, and submitted to the Board of Directors for resolutions, in accordance with the provisions of Article 17 of the Procedure:

(I) The purpose, necessity and anticipated benefit of the acquisition or disposal of assets.

(II) The reason for choosing the related party as a trading counterparty.

(III) With respect to the acquisition of real property or right-of-use assets from or to a related party, information regarding appraisal of the reasonableness of the preliminary transaction terms in compliance with the relevant provisions.

(IV) The date and price at which the related party originally acquired the real property, the original trading counterparty, and that counterparty's relationship to the Company and the related party.

(V) Monthly cash flow forecasts for the year commencing from the anticipated month of signing of the contract, and evaluation of the necessity of the transaction, and reasonableness of the funds' utilization.

(VI) An appraisal report from a professional appraiser or a CPA's opinion obtained in compliance with the preceding provisions.

(VII) Restrictive covenants and other important stipulations associated with the transaction.

The calculation of the transaction amounts referred to in the preceding paragraph shall be made in accordance with the Article 9 of the Procedures, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the Board of Directors and recognized by the Audit Committee need not be counted toward the transaction amount.

With respect to the acquisition or disposal of business-use equipment between the Company and its parent or subsidiaries, or between subsidiaries in which it directly or indirectly holds 100 percent of the issued shares or authorized capital, the Company's Board of Directors may pursuant to Article 7, paragraph 2, subparagraph 1 delegate the board Chairman to decide such matters when the transaction is within a certain amount and

have the decisions subsequently submitted to and ratified by the next Board of Directors meeting:

(I) The acquisition or disposal of business-use equipment or right-of-use assets.

(II) The acquisition or disposal of business-use real property or right-of-use assets.

Where the position of Independent Director has been established, when an acquisition of real estate from a Related Party is submitted for discussion by the Board pursuant to the preceding regulation, the Board shall take into full consideration each Independent Director's opinions. If an Independent Director objects to or expresses reservations about any matter, it shall be recorded in the minutes of the Board meeting.

Where an Audit Committee has been established in the Company, any transaction involving major assets or derivatives shall be approved by more than half of all Audit Committee members and submitted to the Board of Directors for a resolution, and shall be subject to mutatis mutandis application of Article 17, paragraphs 3 and 4.

If the Company or a subsidiary thereof that is not a domestic public company and has the Company as its immediate parent public company will have a transaction set out in paragraph 1, the Company shall submit the materials in all the subparagraphs of paragraph 1 to the shareholders meeting for approval before the transaction contract may be entered into and any payment made. However, this restriction does not apply to transactions between the public company and its parent company or subsidiaries or between its subsidiaries.

The calculation of the transaction amounts referred to in paragraph 1 and the preceding paragraph shall be made in accordance with Article 9 herein, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the Board of Directors and recognized by the Audit Committee and submitted to the shareholders' meeting need not be counted toward the transaction amount.

III. When the Company acquires real estate or right-of-use assets from a related party, it shall take the following steps to evaluate the reasonableness of the transaction cost:

(I) Based on the transaction price of the related party plus necessary fund interest, and the cost to be borne by the buyer according to law. The "necessary fund interest cost" shall be imputed based on the weighted average interest rate of the fund borrowed by the Company in the year of purchase of the asset; provided that such interest rate shall not be more than the ceiling of loan interest rate of non-financial industry published by the Ministry of Finance.

(II) Based on the total assessed value for loan made by a financial institution if such an object has been mortgaged to the financial institution for a loan; provided that the actual aggregate loan extended

by the financial institution for the object shall reach 70% or more of the total assessed value and the loan period is more than one year. However, this shall not apply if the financial institution and either party of the transaction are related persons.

Where both the land and building on the property in question are purchased or leased, the cost of the real property may be reached by respectively imputing or evaluating such land and building based on either method described above.

(III) The Company that acquires real property or right-of-use assets from a related party and appraises the cost of the real property or right-of-use assets in accordance with the provisions of the preceding two paragraphs shall also engage a CPA to review the appraisal and render a specific opinion.

Where the Company acquires real property or right-of-use assets from a related party and one of the following circumstances exists, the acquisition shall be conducted in accordance with the preceding article, and the preceding three paragraphs do not apply:

The related party acquired the real property or right-of-use assets thereof through inheritance or as a gift.
More than five years will have elapsed from the time the related party signed the contract to obtain the real property or right-of-use assets to the signing date for the current transaction.
The real property is acquired through signing of a joint development contract with the related party, or through engaging a related party to build real property, either on the Company's own land or on rented land.
The Company acquired business-use real property or right-of-use assets between its parent or subsidiaries, or between its subsidiaries in which it directly or indirectly holds 100% of the issued shares or authorized capital.

IV. When the results of Company's appraisal conducted in accordance with the provisions of item 1 and item 2 of the preceding Article are uniformly lower than the transaction price, the matter shall be handled in compliance with the provisions of the Article 8, Paragraph 5. However, where the following circumstances exist, objective evidence has been submitted and specific opinions on reasonableness have been obtained from a professional real estate appraiser and a CPA has been obtained, this restriction shall not apply:

(I) Where the Related Party acquired undeveloped land or leased land for development, it may submit proof of compliance with one of the following conditions:

Where undeveloped land is appraised in accordance with the methods in the preceding paragraph, and the buildings are valued based on the related party's construction cost plus reasonable construction profit in excess of the actual transaction price. The "Reasonable construction profit" shall be deemed the average gross

operating profit margin of the Related Party's construction division over the most recent three years or the gross profit margin for the construction industry for the most recent period as announced by the Ministry of Finance, whichever is lower.

Transaction cases by unrelated parties within the preceding year involving other floors of the same property or neighboring or closely valued parcels of land, where the land area and transaction terms are similar after calculation of reasonable price discrepancies in floor or area land prices in accordance with standard property market practices.

(II) Where the Company is acquiring real property, or obtaining real property right-of-use assets through leasing, from a related party provides evidence that the terms of the transaction are similar to the terms of transactions completed for the acquisition of neighboring or closely valued parcels of land of a similar size by unrelated parties within the preceding year.

Transaction cases for neighboring or closely valued parcels of land in the preceding paragraph in principle refers to parcels on the same or an adjacent block and within a distance of no more than 500 meters or parcels close in publicly announced current value; transaction for similarly sized parcels in principle refers to transactions completed by unrelated parties for parcels with a land area of no less than 50% of the property in the planned transaction; within one year refers to one year from the actual date of acquisition of the real estate or right-of-use assets.

V. Where the Company acquires real property or right-of-use assets from a related party and the results of appraisals conducted in accordance with the preceding regulations are uniformly lower than the transaction price, the following steps shall be taken:

(I) A special reserve shall be set aside in accordance with Article 41, paragraph 1 of the Securities and Exchange Act against the difference between the real property or right-of-use assets transaction price and the appraised cost, and may not be distributed or used for capital increase or issuance of bonus shares. Where a public company uses the equity method to account for its investment in another company, then the special reserve called for under Article 41, paragraph 1 of the Securities and Exchange Act shall be set aside pro rata in a proportion consistent with the share of the public company's equity stake in the other company.

(II) Supervisors shall comply with Article 218 of the Company Act. Where an Audit Committee has been established in accordance with the provisions of the Act, the preceding part of this subparagraph shall apply mutatis mutandis to the Independent Director members of the Audit Committee.

(III) Actions taken pursuant to the preceding Subparagraph 1 and 2 shall be reported to a shareholders' meeting, and the details of the transaction shall be disclosed in the annual report and any investment prospectus.

The Company that has set aside a special reserve under the preceding paragraph may not utilize the special reserve until it has recognized a loss on decline in market value of the assets it purchased or leased at a premium, or they have been disposed of, or the leasing contract has been terminated, or adequate compensation has been made, or the status quo ante has been restored, or there is other evidence confirming that there was nothing unreasonable about the transaction, and has obtained the authority's consent.

When the Company obtains real property or right-of-use assets from a related party, it shall also comply with the provisions of the preceding two paragraphs if there is other evidence indicating that the acquisition was not an arm's length transaction.

Article 13: Procedures for acquisition or disposal of derivatives

I. Trading principles and strategies

(I) Instruments: Derivatives specified in this Procedure refer to products, whose value is derived from assets, interest rates, foreign exchange rates, indexes or other interests, such as Forward contracts.

The provisions of this procedure are not applicable to the trading of bonds under repurchase agreements.

(II) Strategy: derivatives transactions are used for hedging purposes. The types of transactions should also be mainly based on forward contracts. Besides, the transaction object should choose the bank that has regular business with the Company as much as possible to avoid credit risk.

(III) Division of authority and responsibility

Finance unit

(1) Responsible for the formulation of the Company's foreign exchange transactions.

(2) Dealing staff should regularly calculate the trading positions every two weeks, collect market information, conduct trend judgment and risk assessment. The operational strategy is drafted for the authority to approve as the basis for engaging in the transaction.

(3) Execute the transaction in accordance with the authority and the established strategy.

(4) When there is a material change in the financial market and the judgment of the dealing staff is no longer able to formulate the applicable effective strategy, the assessment report should be submitted at any time, the strategy should be reformulated and approved by the general manager as the basis for engaging in the transaction.

Accounting unit

(1) Execution of transaction confirmation.
(2) Verification of whether the transaction is based on the authorization and the established strategies.
(3) The evaluation shall be carried out monthly and the evaluation report shall be presented to the general manager.
(4) Accounting processing.
(5) Report and announcement according to the Securities and Futures Institute.

Settlement personnel: Execution of delivery tasks.
Derivatives

(1) Total amount

a. Hedging transactions: The total amount shall not exceed the accounts receivables/payables or the net asset/liabilities balance which is higher in the next six months.
b. Investment transactions: which is proposed by the finance unit and is applied for approved.

The maximum amount of investment in the investment transaction shall not exceed 20% of the paid-in capital.

(2) Maximum loss limit:

a. Hedging transactions: Such transactions are already evading risks, so there is no limit on the loss.
b. Investment transactions: The total loss shall not exceed 5 percent of the paid-in capital; the loss of individual trading contracts shall not exceed NT$3 million.

(IV) Performance assessment (Hedging transactions)

Gains and losses generated by transactions of financial derivatives engaged in due to exchange and interest rate costs associated with accounts shall constitute the basis of performance assessments.
To fully grasp and express the assessment risk of the transaction, the Company assessed the profit and loss on a monthly basis.
The financial unit shall provide foreign exchange position evaluations, foreign exchange market trends, and market analysis for top executives, as reference materials and indicators for management.

II. Risk management measures

(I) Credit risk management:

Market fluctuations tend to cause operational risks for financial derivatives. Market risk management shall, therefore, be based on the following principles:

Transaction counterparty: In principle, limited to banks dealing with

the Company.

Traded products: shall be confined to foreign exchange.
The daily trading amount or accumulated position which has not been written-off shall not exceed 10% of the authorized amount, with the exception of those approved by General Manager.

(II) Market risk management:

Preference shall be given to the open foreign exchange market provided by banks; the futures market is currently not considered.

(III) Liquidity risk management:

Preference shall be given to highly liquid products which can be squared up on the market at any time to ensure market liquidity. Entrusted financial institutions shall have sufficient resources and the capability to conduct transactions on any market at any time.

(IV) Cash flow risk management:

At ordinary times, the Company shall pay attention to its foreign currency cash flow, ensuring sufficient cash for delivery to enable stable working capital turnover.

(V) Operational risk management:

Shall follow the Company's authorization limit, operating procedures, and included in the internal audit to avoid operational risks.
Personnel engaged in derivative product trading and operation personnel of confirmation or settlement shall not concurrently assume each other's roles.
Personnel responsible for risk measurement, supervision and control shall be the internal auditors of non-financial departments and report to senior managers, Chairmen, or Board of Directors who are not responsible for trading or departmental decision-making.

(VI) Product risk management:

Internal personnel in charge of transactions shall have comprehensive and accurate knowledge of financial products and banks shall be required to fully disclose risks to prevent risks associated with financial products.

(VII) Legal risk management:

Documents signed with the trading partners are mainly general contracts used in the market, and any unique contracts must be examined by lawyers.

III. Internal audit system

(I) Internal audit personnel shall periodically make a determination of the suitability of internal controls on derivatives and conduct a monthly audit of how faithfully derivatives transactions by the trading department adhere to the procedures for engaging in derivatives transactions, and prepare an audit report. If any material violation is discovered, members of the Audit Committee shall be notified in

writing.

(II) Internal auditors shall submit the audit report and the implementation status of annual internal audit activities to the competent authority before the end of February of next year and shall also report the improvement status of any abnormal matters to the competent authority before the end of May of next year.

IV. Regular evaluation methods

(I) The Board of Directors' Meeting shall authorize senior management staff to regularly supervise and assess if derivative product transactions are truly executed in accordance with transaction procedures stipulated by the Company, and if risks assumed are within the scope of tolerable assumption. Under the circumstances that there are irregularities in market price assessment report (e.g., position held has already exceeded loss limit), the Board of Directors' Meeting shall be reported immediately and countering measure(s) shall be taken accordingly.

(II) The position held in the trading of derivatives shall be evaluated at least once a week, but the hedging transaction made for business purposes shall be evaluated at least twice a month, and the evaluation reports shall be presented to high-level managers authorized by the Board of Directors.

V. Where the Company engaging in derivatives transactions, its Board of Directors shall faithfully supervise and manage such trading in accordance with the following principles:

(I) Designate senior management personnel to pay continuous attention to monitoring and controlling derivatives transactions risk.

Periodically evaluate the risk management measures currently employed are appropriate and are faithfully conducted in accordance with these Procedures and the Procedures for Engaging in Derivatives Transactions set by the Company.
When irregular circumstances are found in the course of supervising trading and profit-loss circumstances, appropriate measures shall be adopted and a report immediately made to the Board of Directors; where the Company has Independent Directors, an Independent Director shall be present at the meeting and express an opinion.

(II) Periodically evaluate whether derivatives transactions performance is consistent with established operational strategy and whether the risk undertaken is within the Company's permitted scope of tolerance.

(III) The Company shall report to the soonest meeting of the Board of Directors after it authorizes the relevant personnel to handle derivatives transactions in compliance with its Procedures.

(IV) When the Company engages in derivatives transactions, it shall establish a log book in which details of the types and amounts of derivatives transactions, the dates of Board of Directors approval, and matters required to be carefully evaluated under the Procedures are

recorded in detail in the log book for reference.

Article 14: Procedures for handling corporate mergers, demergers, acquisitions, and transfers of shares

I. The Company conducting a merger, demerger, acquisition, or transfer of shares, prior to convening the Board of Directors to resolve on the matter, shall engage a certified public accountant, attorney, or securities underwriter to give an opinion on the reasonableness of the share exchange ratio, acquisition price, or distribution of cash or other property to shareholders, and submit such opinion to the Board of Directors for deliberation and passage. However, the requirement of obtaining an aforesaid opinion on reasonableness issued by an expert may be exempted in the case of a merger by a public company of a subsidiary in which it directly or indirectly holds 100 percent of the issued shares or authorized capital, and in the case of a merger between subsidiaries in which the Company directly or indirectly holds 100 percent of the respective subsidiaries' issued shares or authorized capital.

II. A public company participating in a merger, demerger, acquisition, or transfer of shares shall prepare a public report to shareholders detailing important contractual content and matters relevant to the merger, demerger, or acquisition prior to the shareholders' meeting and include it along with the expert opinion referred to in preceding paragraph when sending shareholders notification of the shareholders' meeting for reference in deciding whether to approve the merger, demerger, or acquisition. Provided, where a provision of another act exempts a company from convening a shareholders' meeting to approve the merger, demerger, or acquisition, this restriction shall not apply.

Where the shareholders' meeting of any one of the companies participating in a merger, demerger, or acquisition fails to convene or pass a resolution due to lack of a quorum, insufficient votes, or other legal restriction, or the proposal is rejected by the shareholders' meeting, the companies participating in the merger, demerger or acquisition shall immediately publicly explain the reason, the follow-up measures, and the preliminary date of the next shareholders' meeting.

III. A company participating in a merger, demerger, or acquisition shall convene a Board of Directors meeting and shareholders' meeting on the same day to resolve matters relevant to the merger, demerger, or acquisition unless another act provides otherwise or the FSC is notified in advance of extraordinary circumstances and grants consent.

A company participating in a transfer of shares shall call a Board of Directors meeting on the same day, unless another act provides otherwise or the FSC is notified in advance of extraordinary circumstances and grants consent.

(I) Basic identification data for personnel: including the occupational titles,

names, and national ID numbers (or passport numbers in the case of foreign nationals) of all persons involved in the planning or implementation of any merger, demerger, acquisition, or transfer of another company's shares prior to disclosure of the information.

(II) Dates of material events: Including the signing of any letter of intent or memorandum of understanding, the hiring of a financial or legal advisor, the execution of a contract, and the convening of a Board of Directors meeting.

(III) Important documents and minutes: Including merger, demerger, acquisition, and share transfer plans, any letter of intent or memorandum of understanding, material contracts, and minutes of Board of Directors meetings.

When participating in a merger, demerger, acquisition, or transfer of another company's shares, a company that is listed on an exchange or has its shares traded on an OTC market shall, within two days from the date of passage of a resolution by the Board of Directors, report (in the prescribed format and via the Internet-based information system) the information set out in subparagraphs 1 and 2 of the preceding paragraph to the FSC for recordation.

Where any of the companies participating in a merger, demerger, acquisition, or transfer of another company's shares is neither listed on an exchange nor has its shares traded on an OTC market, the companies so listed or traded shall sign an agreement with such company whereby the latter is required to abide by the provisions of the preceding two paragraphs.

IV. Every person participating in or privy to the plan for merger, demerger, acquisition, or transfer of shares shall issue a written undertaking of confidentiality and may not disclose the content of the plan prior to public disclosure of the information and may not trade, in their own name or under the name of another person, in any stock or other equity security of any company related to the plan for merger, demerger, acquisition, or transfer of shares.

V. Public companies participating in a merger, demerger, acquisition, or transfer of shares may not arbitrarily alter the share exchange ratio or acquisition price unless under the below-listed circumstances, and shall stipulate the circumstances permitting alteration in the contract for the merger, demerger, acquisition, or transfer of shares:

(I) Cash capital increase, issuance of convertible corporate bonds, issuance of stock dividends (bonus shares), issuance of corporate bonds with warrants, preferred shares with warrants, stock warrants, or other equity-based securities.

(II) An action, such as a disposal of major assets, that affects the Company's financial operations.

(III) An event, such as a major disaster or major change in technology, that affects shareholder equity or share price.

(IV) An adjustment where any of the companies participating in the merger, demerger, acquisition, or transfer of shares buys back treasury stock.

(V) An increase or decrease in the number of entities or companies participating in the merger, demerger, acquisition, or transfer of shares.

(VI) Other terms/conditions that the contract stipulates may be altered and that have been publicly disclosed.

VI. The contract for participation by a public company in a merger, demerger, acquisition, or transfer of shares shall record the rights and obligations of the companies participating in the merger, demerger, acquisition, or transfer of shares, and shall also record the following:

(I) Handling of breach of contract.

(II) Principles for the handling of equity-type securities previously issued or treasury stock previously bought back by any company that is extinguished in a merger or that is demerged.

(III) The amount of treasury stock that participating companies are permitted under law to buy back after the record date of calculation of the share exchange ratio, and the principles for handling thereof.

(IV) The manner of handling changes in the number of participating entities or companies.

(V) Preliminary progress schedule for plan execution, and anticipated completion date.

(VI) Scheduled date for convening the legally mandated shareholders' meeting if the plan exceeds the deadline without completion, and relevant procedures.

After public disclosure of the information, if any company participating in the merger, demerger, acquisition, or share transfer intends further to carry out a merger, demerger, acquisition, or share transfer with another company, all of the participating companies shall carry out anew the procedures or legal actions that had originally been completed toward the merger, demerger, acquisition, or share transfer; except that where the number of participating companies is decreased and a participating company's shareholders' meeting has adopted a resolution authorizing the Board of Directors to alter the limits of authority, such participating company may be exempted from calling another shareholders' meeting to resolve on the matter anew.

VII. Where any of the companies participating in a merger, demerger, acquisition, or transfer of shares is not a public company, the Company shall sign an agreement with the non-public company whereby the latter is required to abide by the related regulations.

Article 15: Acquisition or disposal of assets by subsidiary

I. The Company shall supervise its subsidiaries to establish relevant "Procedures for Acquisition or Disposal of Assets." Such procedures shall be implemented after being approved by the subsidiaries' Board of Directors' Meeting. The same shall apply to any amendments to the Procedures.

II. Acquisition or disposal of assets by a subsidiary of the Company shall be based on the regulations of the "Procedures for Acquisition and Disposal of Assets" of the subsidiary, and submitted to the parent company general manager for approval.

Article 16: Other important matters and concerns:

The matters not covered by the Procedures shall be governed by the relevant laws and regulations and the relevant regulations of the Company.

Article 17: Commencement and amendment of the procedures

Procedures for the acquisition or disposal of assets in accordance with the provisions of the Procedures shall, after being approved by the Audit Committee and the Board of Directors, be submitted to the shareholders' meeting for approval; the same applies when the procedures are amended.

Where the position of Independent Director has been created, when the "Procedures for Acquisition or Disposal of Assets" are submitted for discussion by the Board of Directors pursuant to the preceding paragraph, the Board of Directors shall take into full consideration each Independent Director's opinions. If an Independent Director objects to or expresses reservations about any matter, it shall be recorded in the minutes of the Board of Directors meeting.

The Company has established the Audit Committee. When the "Procedures for Acquisition or Disposal of Assets" are adopted or amended, they shall be approved by more than half of all Audit Committee members and submitted to the Board of Directors for a resolution.

If approval of more than half of all Audit Committee members as required in the preceding paragraph is not obtained, the procedures may be implemented if approved by more than two-thirds of all Directors, and the resolution of the Audit Committee shall be recorded in the minutes of the Board of Directors meeting.

The terms "all Audit Committee members" in paragraph 3 and "all Directors" in the preceding paragraph shall be counted as the actual number of persons currently holding those positions.

Article 18: Article 18 These Procedures were partially amended by resolutions of the general shareholders' meetings held on June 13, 2019, June 10, 2021, and June 9, 2022, in accordance with the law.

Appendix 5

Sigurd Microelectronics Corporation
Current Shareholding of Directors
March 31, 2026

Title	Name of Shareholder	Current Number of Shares Held	Shareholding Ratio
Chairman	Shin-Yang Huang	7,565,771	1.56%
Director	Tsan-Lien Yeh	3,409,633	0.70%
Director	Hsu-Tung Kuo	1,907,929	0.39%
Director	Min-Hung Wu	3,063,938	0.63%
Director	Ming-Chun Chiu	5,791,769	1.20%
Director	Jui-Jen Feng	1,244,841	0.26%
Independent Director	Min-Kai Lin	35,000	0.01%
Independent Director	Wen-Bin Wu	0	0.00%
Independent Director	Kwok-Wah Tsang	0	0.00%
Independent Director	Li-Hsing Lai	0	0.00%
Total shareholding (number of shares) of all directors		23,018,881	4.75%
Minimum combined number of shares and percentage to be held by all Directors as required by law (Note 2)		16,000,000	4%

Note 1: As of March 31, 2026, the date for suspension of share transfer, the Company's total issued shares were 483,912,325 shares.
Note 2: Since the Company has elected more than 2 independent directors, according to Article 2 of the "Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies", the combined shareholding of all directors other than independent directors has been reduced to $80\%$ . As of the book closure date before the shareholders' meeting, the numbers of shares held by all directors stated in the shareholder register, individually or collectively, as listed in the above table, have met the required number of shares specified in Article 26 of the Securities and Exchange Act. Besides, the Company has established the Audit Committee; therefore, the shareholding percentage of the supervisors is no longer applicable to it.

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SIGURD — AGM Information 2026

52544_rns_2026-04-28_d0061376-88ac-4931-97a3-73afc0f1cd4b.pdf

2026 Annual General Shareholders' Meeting Handbook

Table of Contents

Attachments

Appendices

Sigurd Microelectronics Corporation

2026 Annual General Shareholders' Meeting Procedures

Reports

Proposals

Discussions

Election Matters

Other Matters

Special Motions

Adjournment

II. Overview of Business Scheme for the Year

(I) Business strategy for 2026

III. Future Development Strategy

(VI) R&D Investment and Talent Development

(VII) Leveraging Group Synergies

IV. Impacts of the External Competitive, Regulatory, and Overall Business Environment

Overall Response Strategies

Sigurd Microelectronics Corporation

Representation Letter

Basis for opinion

Key audit matter

Capitalisation of property, plant and equipment

Description

How our audit addressed the matter

Other matter – Audited by other independent auditors

Other matter – Parent company only financial statements

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

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

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

SIGURD MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Opinion

Basis for opinion

Key audit matter

Capitalisation of property, plant and equipment

Description

How our audit addressed the matter

Other matter — Audited by other independent auditors

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

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

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY BALANCE SHEETS

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY BALANCE SHEETS

SIGURD MICROELECTRONICS CORPORATION

SIGURD MICROELECTRONICS CORPORATION

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

SIGURD MICROELECTRONICS CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Sigurd Microelectronics Corporation

Procedures for Acquisition or Disposal of Assets

Comparison Table of Amended Clauses

Sigurd Microelectronics Corporation List of New Directors' Non-Compete Activities

Chapter 1 General Provision

Chapter 2 Shares

Chapter 3 Shareholders' Meeting

Chapter 5 Manager

Chapter 6 Accounting

Chapter 7 Miscellaneous

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SIGURD AGM Information 2026