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SINBON Electronics — AGM Information 2026
May 27, 2026
17830_rns_2026-05-27_14d37a98-5ede-4706-90e1-26ecafa6daf6.pdf
AGM Information
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SINBON ELECTRONICS CO., LTD.
Year 2026 Annual Meeting Minutes of Shareholders
Time: 9:00 a.m. on Wednesday, May. 27, 2026.
Place: 4F-13, No.79, Sec. 1, Hsin Tai Wu Rd., Hsi Chih Dist., New Taipei City 221, TAIWAN
Total outstanding shares: 240,069,014 shares.
Total shares represented by shareholders present in person or by proxy: 212,136,104 shares.
The percentage of shares held by shareholders present in person or by proxy: 88.36 %.
Chairman: Joseph Wang (Chairman of the Board)
Recorder: Angela Cheng
Chairperson Remarks (omitted)
Reports on Company Affairs:
- 2025 Business Report.(appendix 1)
- Audit and Risk Committee Review Report on the 2025 Financial Statements.(appendix 2)
- The Status of Domestic Unsecured Convertible Bonds VIII.
- Remuneration to Employees, Directors.
- Report on the Company's phased divestment of shares in subsidiary Radbon Electronics Co., Ltd. in connection with its application for stock listing on the TWSE/TPEx.
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Proposals:
- Proposed by the Board
Proposal:
Adoption of the 2025 Business Report and Financial Statements
Explanation:
(1) The Company’s Financial Statements, including the balance sheet, income statement, statement of changes in shareholders’ equity, and statement of cash flows, were audited by independent auditors, Lo, Wen Chen and Chen, Ming Hung of Ernst & Young CPA Firm. Also Business Report and Financial Statements have been approved by the Board and examined by the Audit Committee.
(2) The 2025 Business Report, independent auditors’ audit report, and the above-mentioned Financial Statements are attached on page 8 and 16, Appendix 1 and 3.
Resolution: Approval votes 199,780,018, disapproval votes 20,549, and abstention votes 12,335,537 of total votes 212,136,104. The proposal was approved.
- Proposed by the Board
Proposal:
Adoption of the Proposal for Distribution of 2025 Profits
Explanation:
(1) The Board has adopted a Proposal for Distribution of 2025 Profits in accordance with the Company Act and Articles of Incorporation. Please refer to the 2025 PROFIT DISTRIBUTION TABLE below.
(2) Upon the approval of the Annual Meeting of Shareholders, it is proposed that the chairman of the board be authorized to resolve the ex-dividend date, distribution date, and other relevant issues.
(3) In the event that, before the distribution record date, the proposed profit distribution is affected by an amendment to relevant laws or regulations, a request by the competent authorities, or a buyback of shares or issuance of new shares for transferring treasury shares to employees or for equity conversion in connection with domestic or overseas convertible corporate bonds or other convertible securities or employee stock options, it is proposed that the chairman of the board be authorized to adjust the cash to be distributed to each share based on the number of actual shares outstanding on the
record date for distribution.
(4) Please refer to the Profit Distribution Table as follows:
SINBON ELECTRONICS CO., LTD.
PROFIT DISTRIBUTION TABLE
Year 2025
(Unit: NTD)
| Items | Total |
|---|---|
| Beginning retained earnings | $ 4,640,814,594 |
| Add: Other comprehensive profit(Defined benefit plan actuarial profits in 2025) | 4,974,968 |
| Add: net profit after tax | 3,124,997,285 |
| Less: 10% legal reserve | (312,997,225) |
| Less: Special surplus reserve reversal | (133,033,982) |
| Distributable net profit | 7,324,755,640 |
| Distributable items: | |
| Cash Dividend to shareholders(NT$9.10/share) | (2,184,628,027) |
| Unappropriated retained earnings | $ 5,140,127,613 |
Resolution: Approval votes 199,881,623, disapproval votes 40,645, and abstention votes 12,213,836 of total votes 212,136,104. The proposal was approved.
Discussion Matters:
1. Proposed by the Board
Proposal:
Proposal for cash dividend through capitalization of Capital Reserve.
Explanation:
(1) The Board has adopted a Proposal for extra cash dividend through Capital Reserve NTD$216,062,113 which was from the surplus of beyond par value of common stocks, NTD 0.9 per share to original shareholders.
(2) Upon the approval of the Annual Meeting of Shareholders, it is proposed that the chairman of the board be authorized to resolve the ex-dividend date, distribution date, and other relevant issues.
In the event that, before the distribution record date, the proposed
profit distribution is affected by an amendment to relevant laws or regulations, a request by the competent authorities, or a buyback of shares or issuance of new shares for transferring treasury shares to employees or for equity conversion in connection with domestic or overseas convertible corporate bonds or other convertible securities or employee stock options, it is proposed that the Board of Directors be authorized to adjust the cash to be distributed to each share based on the number of actual shares outstanding on the record date for distribution.
Resolution: Approval votes 199,877,783, disapproval votes 46,249, and abstention votes 12,212,072 of total votes 212,136,104. The proposal was approved.
Other Matters: None.
Questions and Motions: None.
Adjournment
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Appendix 1 The 2025 Business Report
A Letter to Shareholders
To
General Meeting of Shareholders, SINBON Electronics Co., Ltd.
I. Business Policy and Practice:
The Chief Executive Officer and the Vice President of the Company are charged with logistics management while the President is in charge of 2 Business Groups, the Research & Development Division, Global Supply Chain Management Division, Quality Assurance Division, Manufacturing Services Center, and Production Operation Management Division, etc. The gravity of business operation covers:
(I) The research, development and integrated manufacturing of electronic parts and components: manufacturing of high-quality cable assembly, PCBA, wireless communication parts and components, and integrated electronic parts and components. The Company has successfully entered into the fields of automotive electronic parts and components, parts and components for electrical medical equipment, semi-conductor equipment, electric automobile and motorcycle, energy storage, and industrial automation.
(II) Dealership of electronic related parts and components: dealing with the trading of connectors made by HRS of Japan, GPS Module, R/F antennae module, Driver IC and other strategic electronic parts and components.
(III) The Company seeks to further develop its business territory of electronic parts and components through direct investment, strategic alliance, and mergers & acquisitions. Examples are the investment to establish SINBON Hungary, SINBON USA, SINBON Ohio, SINBON Mexico, Tongluo Science Park and SINBON Singapore which enabled the Company to further push the glocalisation of designing and manufacturing and the cooperation with Turvo and Nextronics to increase market share.
The Company wishes to provide customers with total solutions of industrial services integration. Further to the positive development of new products and providing integrated and professional engineering services, the Company also successfully integrated the resources of its overseas subsidiaries through organization re-engineering and integration of information system to yield synergy to its entirety.
II. Business Highlight in 2025:
(I) Business Performance:
In 2025, the parent company of SINBON had net sale amounting to NT$8,850,098 thousand with gross margin at 26% and operating income amounting to NT$922,680 thousand, and net income of NT$3,124,997 thousand with earnings per share at NT$13.02 after taxation. The consolidated net sale of the whole group amounted to NT$31,023,871 thousand with gross margin at 24% and operating income amounting to NT$3,257,405 thousand, and net income of NT$3,096,661 thousand. With the net loss attributable to non-controlling interests of NT$28,336 thousand, net income attributable to shareholders of the parent company amounted to NT$3,124,997 thousand with earnings per share at NT$13.02 after taxation.
(II) The execution of operation budget:
The operating income plan was achieved at 87.10% with gross margin attainment at 82.07%, and operating income attained at 75.53% as planned. Net income attainment at 80.97% and the profit goal has not achieved the expectation.
(III) Profitability analysis:
| Item | 2025 | 2024 |
|---|---|---|
| Return on Assets (%) | 13 | 16 |
| Return on Equity (%) | 19 | 23 |
| Earnings before taxation to paid-in capital ratio (%) | 153 | 174 |
| Net profit rate (%) | 35 | 40 |
| Earnings per share (NTD) | 13.02 | 14.70 |
(IV) R&D Outlook:
| Year | Result of R&D |
|---|---|
| 2011-2012 | Successful development of HDMI, DDR 3, DDR 4, USB and other connectors and additional effort in the development of PV of which Junction Box, PV Connector and Cable have passed the tests of TUV and UL in PV international standard. |
| 2013-2014 | Our investee company, DigiO2, a digital medical service firm, engaged in a joint venture with the Remote Care Center of National Taiwan University Hospital in the remote care service project thereby developed the portable medical spraying device of “Brezze® Nebulizer”. This also enabled us to win the 2013 iF gold award in design from Germany. |
| 2015-2016 | 1. Tablet PC development to DVT stage for SF Express.
2. Development to DVT stage for PC monitoring and control system.
3. EV Charger, EV charging gun, and AC charger pole are achieved at the DVT stage. |
| --- | --- |
| 2017-2018 | 1. Assistance to the clients in the USA in the development of smart drug cabinet control line, smart light adjustable window control line.
2. Development of robotic arm control line, electronic fireplace, smart grids and other customized products. |
| 2018-2019 | 1. Development of the sensor of safety air-bag belt, smart water heater, and parking lot display system.
2. AIOT (Artificial Intelligence of Things), the application system of AI x IoT. |
| 2020-2021 | 1. Development of factory use automated data collector. This device can collect data on the status of machine operation and repetitions of the use of tool, and can generate product quantity data in real-time as interface for electronic production report for combining with the IoT technology to upload the data to cloud system in real-time.
2. Development of factory MES system to provide a platform for real-time information that gives assistance to the factory end in keeping production in control and the progress of work, and early warning on equipment maintenance. This helps management staff to improve their work efficiency and tracking the production.
3. Development of image verification system for assisting factory end for confirmation of the line color, line location and content of the label. This helps to eliminate the probability of human error in identification process. |
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| 2022-2023 | 1. The development, application, and cloud database of the integrated system for the control of smart car IoT & electric bike.
2. Furthering the technology in the research and development of products in the field of Data Capture (including Single& four slot Ethernet Cradle, Vehicle cradle, and Vehicle charger, and essential peripherals of industrial grade terminal) and the nurturing of the engineering and integration capacity.
3. Design and production of semiconductor equipment cabinets.
4. AI warehouse robots for moving materials to the production lines.
5. Development of various kinds of Mobility products, charging connectors for big current battery.
6. Fitness training and Box Build |
| --- | --- |
| 2024- | 1. Electric Heavy Bikes.
2. Semiconductor machine precision testing cable assembly.
3. Oil well exploration cable assembly.
4. Transport drone connector and cable assembly.
5. EV PDU electric vehicle module cable.
6. ECG wire. |
In 2025, the Group spent NT$1,381,247 thousand on research and development, which was an increase of 11.83% from the same period of the previous year. Significant effort has been made in the development of IoT, warehouse automation equipment, smart cars, green energy industries, robotic application, smart home and electronic parts and components. Ongoing improvement will be made on factory equipment efficiency. The Group is expected to spend at least NT$300 million or at least 3% of its revenue in research and development every year in the future.
III. Summary of 2026 Business Plan:
(I) Business policy in 2026:
- Customized heavy-duty, water-proof and weather-resistance electronic wire harness and connector solutions: provide customized wire harness design, with extension to physical design, PCB assembly, Smart Cable and other integrated engineering services. The products will be used in green energy industries, EV charging equipment, high precision equipment, semiconductor equipment cabinet, and different
kinds of medical testing equipment. SINBON was engaged in the business of electromechanical over the years.
-
Ongoing dealership of electronic parts and components: With years of experience and professional standing in parts and components, The Company provides the customers with consultation service and technical support in different kinds of electronic parts and components, and emerged as the most reliable partner of the customers and agents.
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Advocacy and pursuit of ESG sustainability strategy: the Company reorganized the Corporate Social Responsibility Committee and established the Sustainability Committee under the direct supervision of the board in 2021. The CEO acts as the Director of this committee. The position of Sustainability Officer has also been created and is in charge of the "Sustainable Development Office" as the designated body for the advocacy and pursuit of ESG sustainability. The Sustainability Committee is consisted of 6 teams charged with the duties of "corporate governance", "Green SINBON", "environmental sustainability", "sustainable supply chain", "sustainable partnership", and "value chain operation". These teams are administered by senior managers of the Company. In 2025, the Company also formed Sustainable Development Committee, participated by Independent Directors with the expectation of sustaining the upgrade of SINBON's performance of environmental protection, social participation, and corporate governance and its supervision in 2026.
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Active indulgence in product R&D for strengthening competitive power: prepared for the training and development of R&D people for ongoing refinement of R&D and engineering capacity. Further to the supply of innovative customized design to the need of the customers, the Company also seeks to assure quality for the ongoing assistance to customers in upgrading product performance, developing products with high added-value and competitive power.
-
Launching for digital transformation and accelerating factory automation: buildup of smart factory, introducing different factory automation systems. Upgrade production efficiency with stable qualify assurance through integrating the smart and digital process.
(II) Important policies of production and sale:
-
Strategic Alliance:
For customized precision connector development and design functions, verification, production and manufacturing, we will cooperate with strategic partners through strategic alliances or investment to meet the special needs of the market and achieve the purpose of business expansion and upstream and downstream integration, and solve the customer's pain points by fast design, early participation, high efficiency and high professional level. -
Continued performance improvement:
Through the performance evaluation function of the group to directly manage the indicators and operation performance of all business units of the group.
-
Development of niche products:
The Company provides integrated engineering service to upgrade the added-value of products. The gravity of production and sale rests with the development of niche models and products with challenge. The Company has successfully completed the development of high voltage wire harness for EC, aviation/navigation/vehicle GPS electronic parts and components, portable body signal devices, x-ray machine, MRI devices, porosity testing device, wind power generator, and also actively involved in the development of industrial controllers, semiconductor precision equipment, electronic medical devices, solar power storage and wind power generation, and aviation electronic parts and components. -
In-depth development of the iMAGIC industry:
The Company aligns with the development trend and is engaged in the development of medical use, automotive, green, industrial, and communication connectors and PCBA, and further the development of the parts and components for automated warehouse system, robotic arms, warehouse moving robots, smart power system, unmanned shops, EV charging module, IoT module electric bikes, and drones, android and semi-conductor equipment.
IV. The influence of the external competitive environment, regulatory environment and macroeconomic environment:
The last few years was characterized by the US tariff issue, the ongoing China-US trade war, the war between Ukraine and Russia, and the war between the US and Iran the sustained shortage and price surge of raw material supply, wide fluctuation of exchange rate, and international conflicts with unpredictable outcomes. The global supply chain was hardly hit. The challenge to the electronic manufacturers was even stronger. The Company is more confident to respond to the situation easily through global deployment to bolster the management of the supply chain so as to reduce operation risk, provide customers boundary free and zero lead-time service and support. In addition, SINBON seeks to speed up the introduction of automated production equipment and AMR, industrial use robotic arms for man-machine coordinated operation to tackle with the global shortage of labor supply. The Company is prepared to respond to any unfavorable situations to minimize the influence.
V. Development strategy in the future:
(I) The Company will continue to go for high growth through the launch of the strategic matrix (existing customers and products, existing customers and new products, and new customers and new products).
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(II) The Company has established a designated body for business development. This body is responsible for keeping track on market situation and the trend of development in the future and also search for next-generation products.
(III) Continue to upgrade the R&D team and fortify its core know-how, and lay hands on frontier industries as early as possible and continue to challenge for products with challenging sophistication.
(IV) Strategic Alliance: SINBON has proactively sought strategic alliance or joint venture partners through different channels over the years. This would help to bolster the competitive power of the Company and also provide the customers with total solutions in service through the integration of resources.
(V) Indulge in sustainability and corporate governance, and voluntarily take part in major ESG rating at global level. SINBON also proactively responds to the SDGs of the United Nations, and gear up with the world for sketching out the strategic road map for sustainability in mid to long-term.
The management team would like to express its gratitude to the shareholders for their support and encouragement, and hopes the shareholders could continue to give supervision and suggestion to the team in the year ahead. As always, SINBON will persist with its corporate philosophy to yield good result for sharing with the shareholders.
To
General Meeting of Shareholders, SINBON Electronics Co., Ltd.
Chairman: Shaw-Shing Wang
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Appendix 2 Audit and Risk Committee Review Report on the 2025 Financial Statements
Review Report of Audit and Risk Committee Committee
March 27, 2026
The Board of Directors prepared the 2025 Separate Financial Statements and Consolidated Financial Statements of SINBON Electronics Co., Ltd., which have been audited by the Independent Auditors from Ernst & Young Taiwan, Lo, Wen Chen, CPA and Ming Hung, Chen, CPA. These statements and the Business Report and Proposal for Distribution of Earnings have been reviewed by the Audit and Risk Committee. In our opinion, these statements and reports were proper in compliance with the Company Act and other applicable legal rules, and hereby presented for your approval pursuant to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.
To
General Meeting of Shareholders of SINBON Electronics Co., Ltd.
SINBON Electronics Co., Ltd.
Convener of Audit and Risk Committee,
Ho-Ming, Chen
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Appendix 3 2025 Financial Statements
Independent Auditors' Report Translated from Chinese
To SINBON Electronics Co., Ltd.
Opinion
We have audited the accompanying consolidated balance sheets of SINBON Electronics Co., Ltd. (the "Company") and its subsidiaries as of 31 December 2025 and 2024, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years ended 31 December 2025 and 2024, and notes to the consolidated financial statements, including the summary of material accounting policies (together "the consolidated financial statements").
In our opinion, based on our audits and the report(s) of the other auditors (please refer to the Other Metter – Making Reference to the Audits(s) of Other Auditors section of our report), the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company and its subsidiaries as of 31 December 2025 and 2024, and their consolidated financial performance and cash flows for the years ended 31 December 2025 and 2024, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed and became effective by Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company and its subsidiaries in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the "Norm"), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the report(s) of the other auditors, we believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of 2025 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
1. Valuation for inventories
As of 31 December 2025, the Company and its subsidiaries net inventories amounted to NT$7,956,380 thousand. Net inventories accounted for 25% of consolidated total assets, which was considered material in the consolidated statements. As the fluctuation in market demand and the fast-changing technology could cause losses of obsolete and slow-moving inventories, the assessment of the inventory write-downs require significant management judgment. We therefore determined this a key audit matter.
Our audit procedures included, but not limited to, understanding and testing the adequacy of accounting policy around obsolete and slow-moving inventories; evaluating stocktaking plan and selecting important storage locations to observe inventory counts to ensure inventory quantities and status; obtaining inventory aging schedule to test whether inbound and outbound records are accurate; re-calculating the unit cost of inventories; and evaluating and testing net realizable value adopted by management. We also assessed the adequacy of disclosures of financial assets. Please refer to Notes 5 and 6 to the Company and its subsidiaries consolidated financial statements.
2. Impairment of accounts receivable
As of 31 December 2025, gross accounts receivable and loss allowance by the Company and its subsidiaries amounted to NT$7,454,173 thousand and NT$14,207 thousand, respectively. Net accounts receivable accounted for 23% of consolidated total assets. Since the loss allowance of account receivables is measured by the expected credit loss for the duration of the account receivables, it is necessary to divide account receivables into groups in the process of measurement and analyze the application of related assumptions, including appropriate aging intervals and their respective loss rate. As the measurement of expected credit loss involves making
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judgment, analysis and estimates, and the result will affect the net account receivable, we therefore determined this a key audit matter.
Our audit procedures included, but not limited to, analyzing the appropriateness of the grouping of account receivables and confirming whether customers with significantly different credit loss types are grouped by similar risk characteristics. Testing the provision matrix, including evaluating the appropriateness of the aging intervals and the accuracy of the basic data by reviewing the original certificates; testing the related statistics information of loss rate based on the rolling rate within one year. We also assessed the adequacy of disclosures of financial assets. Please refer to Notes 5 and 6 to the Company and its subsidiaries consolidated financial statements.
Other Matter– Making Reference to the Audit(s) of Other Auditors
As explained in Note 4(3), we did not audit the financial statements of certain consolidated subsidiaries, which statements reflected total assets of NT$1,088,166 thousand and NT$5,047,863 thousand, constituting 3% and 16% of consolidated total assets as of 31 December 2025 and 2024, respectively, and total operating revenues of NT$787,624 thousand and NT$9,113,485 thousand, constituting 3% and 28% of consolidated operating revenues for the years ended 31 December 2025 and 2024, respectively. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinions expressed herein are based solely on the audit reports of the other auditors. We did not audit the financial statements of certain associates and joint ventures accounted for under the equity method whose statements are based solely on the reports of the other auditors. As explained in Note 6(7), these associates and joint ventures under equity method amounted to NT$914,078 thousand and NT$908,342 thousand, both representing 3% of the total assets as of 31 December 2025 and 2024. The related shares of profits from the associates and joint ventures under the equity method amounted to NT$225,855 thousand and NT$200,593 thousand, representing 6% and 4% of the net income before tax for the years ended 31 December 2025 and 2024, respectively, and the related shares of other comprehensive income (loss) from the associates and joint ventures under the equity method amounted to NT$(63,871) thousand and NT$(22,172) thousand, representing 49% and (8)% of the consolidated other comprehensive income (loss) for the years ended 31 December 2025 and 2024, respectively.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed by
Financial Supervisory Commission of the Republic of China and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the ability to continue as a going concern of the Company and its subsidiaries, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company and its subsidiaries or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee or supervisors, are responsible for overseeing the financial reporting process of the Company and its subsidiaries.
Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
- 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
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the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company and its subsidiaries.
-
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 ability to continue as a going concern of the Company and its subsidiaries. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company and its subsidiaries to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the accompanying notes, 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 Company and its subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to
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communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2025 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Other
We have audited and expressed an unqualified opinion including an Other Matter Paragraph on the parent company only financial statements of SINBON Electronics Co., Ltd. as of and for the years ended 31 December 2025 and 2024.
/s/Lo, Wen Chen
/s/Chen, Ming Hung
Ernst & Young, Taiwan
5 March 2026
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.
Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or Standards on Auditing of the Republic of China, and their applications in practice. As the financial statements are the responsibility of the management.
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English Translation of Consolidated Financial Statements Originally Issued in Chinese
SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
31 December 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Assets | Notes | As of 31 December | |
|---|---|---|---|
| 2025 | 2024 | ||
| Current assets | |||
| Cash and cash equivalents | 4,6(1) | $6,688,786 | $5,831,556 |
| Financial assets at fair value through profit or loss, current | 4,6(2) | 543,817 | 563,648 |
| Financial assets measured at amortized cost, current | 4 | - | 131,283 |
| Contract assets, current | 4,6(17) | 437,856 | 310,307 |
| Notes receivable, net | 4,6(3) | 1,903,696 | 2,381,611 |
| Accounts receivable, net | 4,6(4) | 7,439,966 | 7,614,910 |
| Other receivables | 8 | 262,853 | 322,216 |
| Current income tax assets | 4 | 3,221 | 1,962 |
| Inventories | 4,6(5) | 7,956,380 | 7,434,765 |
| Prepayments | 542,738 | 332,460 | |
| Other current assets | 22,363 | 4,684 | |
| Total current assets | 25,801,676 | 24,929,402 | |
| Non-current assets | |||
| Financial assets at fair value through other comprehensive income, non-current | 4,6(6) | 358,423 | 382,721 |
| Investments accounted for using the equity method | 4,6(7) | 914,078 | 908,342 |
| Property, plant and equipment | 4,6(8) | 3,809,385 | 3,480,515 |
| Right-of-use assets | 4,6(19) | 484,309 | 290,793 |
| Other intangible assets | 4 | 68,327 | 64,808 |
| Deferred tax assets | 4,6(23) | 248,531 | 232,824 |
| Other non-current assets | 4,6(9) | 304,405 | 345,387 |
| Total non-current assets | 6,187,458 | 5,705,390 | |
| Total assets | $31,989,134 | $30,634,792 |
(continued)
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English Translation of Consolidated Financial Statements Originally Issued in Chinese
SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS(Continued)
31 December 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Liabilities and Equity | Notes | As of 31 December | |
|---|---|---|---|
| 2025 | 2024 | ||
| Current liabilities | |||
| Short-term loans | 4,6(10) | $3,641,052 | $2,738,302 |
| Financial liabilities at fair value through profit or loss, current | 4,6(11) | - | 50 |
| Contract liabilities, current | 4,6(17) | 1,878,549 | 2,408,967 |
| Notes payable | 774,300 | 609,005 | |
| Accounts payable | 6,184,043 | 5,258,039 | |
| Other payables | 6(12) | 1,607,335 | 1,883,795 |
| Current tax liabilities | 4 | 369,124 | 513,248 |
| Lease liabilities, current | 4,6(19) | 88,953 | 67,407 |
| Bonds payable, current portion | 4,6(13) | - | 803,321 |
| Long-term loans, current portion | 4 | 421 | 1,533 |
| Other current liabilities | 91,495 | 69,750 | |
| Total current liabilities | 14,635,272 | 14,353,417 | |
| Non-current liabilities | |||
| Long-term loans | 4 | - | 476 |
| Deferred tax liabilities | 4,6(23) | 481,172 | 615,478 |
| Lease liabilities, non-current | 4,6(19) | 353,226 | 178,387 |
| Long-term deferred revenue | 4,6(14) | 12,974 | 13,325 |
| Net defined benefit obligation, non-current | 4,6(15) | 11,378 | 23,902 |
| Other non-current liabilities-others | 7,712 | 2,202 | |
| liabilities | 866,462 | 833,770 | |
| 15,501,734 | 15,187,187 | ||
| • the parent company | |||
| Capital | 6(16) | ||
| Common stock | 2,400,690 | 2,400,690 | |
| Additional Paid-in Capital | 6(16) | 3,470,929 | 3,079,453 |
| Retained earnings | |||
| Legal reserve | 2,697,550 | 2,344,142 | |
| Special reserve | 134,446 | 401,040 | |
| Unappropriated earnings | 7,770,787 | 7,188,336 | |
| 10,602,783 | 9,933,518 | ||
| Other components of equity | 4 | ||
| Exchange differences on translation of foreign operations | (233,911) | (171,945) | |
| Unrealized gains or losses measured at fair value | (33,569) | 38,855 | |
| nprehensive income | (267,480) | (133,090) | |
| Equity attributable to the parent company | 16,206,922 | 15,280,571 | |
| Non-controlling interests | 4,6(16) | 280,478 | 167,034 |
| Total equity | 16,487,400 | 15,447,605 | |
| Total liabilities and equity | $31,989,134 | $30,634,792 |
(The accompanying notes are an integral part of the consolidated financial statements)
English Translation of Consolidated Financial Statements Originally Issued in Chinese
SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the years ended 31 December 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings per Share)
| Notes | For the years ended 31 December | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Operating revenues | 4,6(17) | $31,023,871 | $33,087,505 |
| Operating costs | 6(5.20) | (23,582,442) | (24,846,763) |
| Gross profit-net | 7,441,429 | 8,240,742 | |
| Operating expenses | 6(20),7 | ||
| Sales and marketing expenses | (1,420,746) | (1,685,180) | |
| General and administrative expenses | (1,373,176) | (1,730,383) | |
| Research and development expenses | (1,381,247) | (1,235,157) | |
| Expected credit losses | 4,6(18) | (8,855) | (31,992) |
| Subtotal | (4,184,024) | (4,682,712) | |
| Operating income | 3,257,405 | 3,558,030 | |
| Non-operating income and expenses | 6(21) | ||
| Interest income | 82,601 | 90,177 | |
| Other income | 456,731 | 410,094 | |
| Other gains and losses | 8,444 | 343,503 | |
| Finance costs | (68,116) | (56,661) | |
| Share of profit or loss of associates and joint ventures in equity method | 4,6(7) | 225,855 | 200,593 |
| Subtotal | 705,515 | 987,706 | |
| Income from continuing operations before income tax | 3,962,920 | 4,545,736 | |
| Income tax expense | 4,6(23) | (866,259) | (1,022,291) |
| Net income | 3,096,661 | 3,523,445 | |
| Other comprehensive income (loss) | 6(22) | ||
| Items that will not be reclassified subsequently to profit or loss | |||
| Remeasurements of defined benefit plans | 6,219 | 5,646 | |
| Unrealized losses on equity instruments measured at fair value through other comprehensive income | (16,006) | (53,745) | |
| Share of other comprehensive loss of associates and joint ventures which will not be reclassified subsequently to profit or loss | 6(7) | (56,418) | (34,391) |
| Income tax related to items that may not be reclassified subsequently | (1,244) | (1,129) | |
| Items that may be reclassified subsequently to profit or loss | |||
| Exchange differences on translation of foreign operations | (69,174) | 433,836 | |
| Share of other comprehensive (loss) income of associates and joint ventures which may be reclassified subsequently to profit or loss | 6(7) | (7,453) | 12,219 |
| Income tax related to items that may be reclassified subsequently | 13,142 | (84,122) | |
| Total other comprehensive (loss) income, net of tax | (130,934) | 278,314 | |
| Total comprehensive income | $2,965,727 | $3,801,759 | |
| Net income attributable to: | |||
| Stockholders of the parent | $3,124,997 | $3,529,000 | |
| Non-controlling interests | (28,336) | (5,555) | |
| $3,096,661 | $3,523,445 | ||
| Comprehensive income (loss) attributable to: | |||
| Stockholders of the parent | $2,995,582 | $3,802,026 | |
| Non-controlling interests | (29,855) | (267) | |
| $2,965,727 | $3,801,759 | ||
| Earnings per share (NTD) | 6(24) | ||
| Earnings per share-basic | $13.02 | $14.70 | |
| Earnings per share-diluted | $13.01 | $14.55 |
(The accompanying notes are an integral part of the consolidated financial statements)
English Translation of Consolidated Financial Statements Originally Issued in Chinese
SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the years ended 31 December 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Equity Attributable to the Parent Company | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Retained earnings | Other components of equity | |||||||||
| Common stock | Additional Paid-in Capital | Legal Reserve | Special Reserve | Unappropriated Earnings | Exchange Differences on Translation of Foreign Operations | Unrealized Gains (Losses) on Equity Instruments Measured at Fair Value Through Other Comprehensive Income | Total | Non-Controlling Interests | Total Equity | |
| Balance as of 1 January 2024 | $2,400,332 | $3,064,782 | $2,015,862 | $270,696 | $6,417,199 | $(528,593) | $127,553 | $13,767,831 | $175,957 | $13,943,788 |
| Appropriation and distribution of 2023 retained earnings | ||||||||||
| Legal reserve | 328,280 | (328,280) | - | - | ||||||
| Special reserve | 130,344 | (130,344) | - | - | ||||||
| Cash dividends | (2,304,318) | (2,304,318) | (2,304,318) | |||||||
| Net income in 2024 | 3,529,000 | 3,529,000 | (5,555) | 3,523,445 | ||||||
| Other comprehensive income (loss), net of tax in 2024 | 4,517 | 356,645 | (88,136) | 273,026 | 5,288 | 278,314 | ||||
| Total comprehensive income (loss) | - | - | - | - | 3,533,517 | 356,645 | (88,136) | 3,802,026 | (267) | 3,801,759 |
| Conversion of convertible bonds | 358 | 9,406 | 9,764 | 9,764 | ||||||
| Disposal of investments accounted for using the equity method | (47) | 56 | 3 | (56) | (44) | (44) | ||||
| Changes in ownership equity of subsidiary | 5,312 | 5,312 | 5,312 | |||||||
| Changes in non-controlling interests | (8,656) | (8,656) | ||||||||
| Disposal of investments in equity instruments designated at fair value through other comprehensive income | 506 | (506) | - | - | ||||||
| Balance as of 31 December 2024 | $2,400,690 | $3,079,453 | $2,344,142 | $401,040 | $7,188,336 | $(171,945) | $38,855 | $15,280,571 | $167,034 | $15,447,605 |
| Balance as of 1 January 2025 | $2,400,690 | $3,079,453 | $2,344,142 | $401,040 | $7,188,336 | $(171,945) | $38,855 | $15,280,571 | $167,034 | $15,447,605 |
| Appropriation and distribution of 2024 retained earnings | ||||||||||
| Legal reserve | 353,408 | (353,408) | - | - | ||||||
| Cash dividends | (2,460,707) | (2,460,707) | (2,460,707) | |||||||
| Special reserve | (266,594) | 266,594 | - | - | ||||||
| Other changes in additional paid-in capital | ||||||||||
| Change in equity of associates and joint ventures accounted for using equity method | 657 | 657 | 657 | |||||||
| Net income in 2025 | 3,124,997 | 3,124,997 | (28,336) | 3,096,661 | ||||||
| Other comprehensive income (loss), net of tax in 2025 | 4,975 | (61,966) | (72,424) | (129,415) | (1,519) | (130,934) | ||||
| Total comprehensive income (loss) | - | - | - | - | 3,129,972 | (61,966) | (72,424) | 2,995,582 | (29,855) | 2,965,727 |
| Difference between consideration and carrying amount of subsidiaries acquired or disposed | 354,009 | 354,009 | 354,009 | |||||||
| Changes in ownership equity of subsidiary | 36,810 | 36,810 | 36,810 | |||||||
| Changes in non-controlling interests | 143,299 | 143,299 | ||||||||
| Balance as of 31 December 2025 | $2,400,690 | $3,470,929 | $2,697,550 | $134,446 | $7,770,787 | $(233,911) | $(33,569) | $16,206,922 | $280,478 | $16,487,400 |
(The accompanying notes are an integral part of the consolidated financial statements)
English Translation of Consolidated Financial Statements Originally Issued in Chinese
SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the years ended 31 December 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| For the years ended 31 December | ||
|---|---|---|
| 2025 | 2024 | |
| Cash flows from operating activities: | ||
| Net income before tax | $3,962,920 | $4,545,736 |
| Adjustments | ||
| Adjustments to reconcile profit (loss) | ||
| Depreciation | 487,906 | 608,404 |
| Amortization | 53,542 | 36,752 |
| Expected credit loss | 8,855 | 31,992 |
| Losses (gains) of financial assets/liabilities at fair value through profit or loss | 50,182 | (270,549) |
| Interest expense | 68,116 | 56,661 |
| Interest income | (82,601) | (90,177) |
| Dividend income | (30,821) | (89,784) |
| Share-based payments | - | 1,569 |
| Share of profit of associates and joint ventures | (225,855) | (200,593) |
| Losses on disposal of property, plant and equipment | 15,130 | 3,056 |
| Property, plant and equipment transferred to expenses | 2,190 | - |
| Losses on disposal of intangible assets | - | 23 |
| Gains on disposal of investments | - | (18,056) |
| Amortization of deferred government grants | (359) | (369) |
| Changes in operating assets and liabilities: | ||
| (Increase) decrease in contract assets | (127,549) | 22,634 |
| Decrease (increase) in notes receivable | 477,915 | (642,009) |
| Decrease (increase) in accounts receivable | 176,142 | (1,818,497) |
| Decrease (increase) in other receivables | 60,361 | (136,296) |
| (Increase) decrease in inventories, net | (521,615) | 2,891,363 |
| Increase in prepayments | (210,278) | (26,198) |
| (Increase) decrease in other current assets | (17,679) | 107,732 |
| Decrease in contract liabilities | (530,418) | (2,818,858) |
| Increase (decrease) in notes payable | 165,295 | (63,574) |
| Increase in accounts payable | 926,004 | 1,116,880 |
| (Decrease) increase in other payables | (276,819) | 112,713 |
| Increase (decrease) in other current liabilities | 21,745 | (69,724) |
| Decrease in net defined benefit liability | (6,305) | (10,982) |
| Cash generated from operations | 4,446,004 | 3,279,849 |
| Interest received | 82,593 | 90,174 |
| Dividends received | 30,821 | 89,784 |
| Interest paid | (54,378) | (41,691) |
| Income taxes paid | (1,149,757) | (818,618) |
| Net cash provided by operating activities | 3,355,283 | 2,599,498 |
(Continued)
23
24
English Translation of Consolidated Financial Statements Originally Issued in Chinese
SINBON ELECTRONICS CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS(Continued)
For the years ended 31 December 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| For the years ended 31 December | ||
|---|---|---|
| 2025 | 2024 | |
| Cash flows from investing activities: | ||
| Acquisition of financial assets at fair value through other comprehensive income | - | (1,708) |
| Proceeds from capital reduction of financial assets at fair value through other comprehensive income | 8,190 | - |
| Disposal (acquisition) of financial assets measured at amortized cost | 129,913 | (50,894) |
| Acquisition of financial assets at fair value through profit or loss | (30,397) | - |
| Proceeds from disposal of financial assets at fair value through profit or loss, current | - | 3,091 |
| Proceeds from disposal of investments accounted for using equity method | - | 25,104 |
| Acquisition of property, plant and equipment | (854,086) | (713,116) |
| Proceeds from disposal of property, plant and equipment | 91,664 | 28,914 |
| Increase in other receivables | (9,615) | - |
| Increase in other intangible assets | (3,519) | (39,427) |
| Decrease (increase) in other non-current assets | 27,427 | (26,381) |
| Dividends received from investee company | 156,905 | 113,944 |
| Net cash used in investing activities | (483,518) | (660,473) |
| Cash flows from financing activities: | ||
| Increase in short-term loans | 902,750 | 186,013 |
| Repayment of corporate bonds | (816,700) | - |
| Decrease in long-term loans | (1,588) | (14,849) |
| Cash dividends paid | (2,460,707) | (2,304,318) |
| Increase in deposits received | 5,510 | 1,969 |
| Cash payments for the principal portion of the lease liability | (84,704) | (101,045) |
| Change in non-controlling interests | 534,118 | (3,098) |
| Net cash used in financing activities | (1,921,321) | (2,235,328) |
| Effect of exchange rate changes on cash and cash equivalents | (93,214) | 360,785 |
| Net increase in cash and cash equivalents | 857,230 | 64,482 |
| Cash and cash equivalents at beginning of period | 5,831,556 | 5,767,074 |
| Cash and cash equivalents at end of period | $6,688,786 | $5,831,556 |
(The accompanying notes are an integral part of the consolidated financial statements)
Appendix 4 Shareholding of Directors and Independent Directors
SINBON Electronics Co., Ltd.
Book closure date: March 29, 2026
| Position | Name | Date elected | Shareholding while elected | Current shareholding | Remarks | ||||
|---|---|---|---|---|---|---|---|---|---|
| Type | Shares | Shareholding ratio (%) | Type | Shares | Shareholding ratio (%) | ||||
| Chairman | Wang, Shaw-Shing | May 30, 2024 | C | 6,508,062 | 2.71% | C | 6,508,062 | 2.71% | |
| Director | Liang, Wei-Ming | May 30, 2024 | C | 506,107 | 0.21% | C | 406,107 | 0.17% | |
| Director | Agrocy Research Inc. Rep: Wang, Zhao-Liang | May 30, 2024 | C | 3,806,421 | 1.59% | C | 3,806,421 | 1.59% | |
| Director | Tai-Yi Investment Co., Ltd. Rep: Wang, Wei-Chung | May 30, 2024 | C | 4,190,000 | 1.75% | C | 4,190,000 | 1.75% | |
| Director | Kuo-Shian Investment Co., Ltd. Rep: Wang, Kuo-Hong | May 30, 2024 | C | 2,266,000 | 0.94% | C | 2,266,000 | 0.94% | |
| Director | Huang,Wen-Sen | May 30, 2024 | C | 235,602 | 0.10% | C | 235,602 | 0.10% | |
| Independent Director | Chi-Lin, Wea | May 30, 2024 | C | 0 | 0.00% | C | 0 | 0.00% | |
| Independent Director | Chen,Ho-Min | May 30, 2024 | C | 0 | 0.00% | C | 0 | 0.00% | |
| Independent Director | Mu-Hsiao, Liu | May 30, 2024 | C | 0 | 0.00% | C | 0 | 0.00% | |
| Independent Director | Mu-Hsiao, Liu | May 30, 2024 | C | 0 | 0.00% | C | 0 | 0.00% |
Note 1: Total Issued shares: 240,033,159 shares on Apr. 01, 2024 (book closure date)
Total Issued shares: 240,069,014 shares on March. 29, 2025 (book closure date)
Note 2: Total Issued shares: 240,069,014 shares on March. 29, 2026 (book closure date)
Note 3: The minimum required combined shareholding of all directors by law: 12,000,000 shares
The combined shareholding of all directors on the book closure date: 17,412,192 shares
Note 4: The shares held by independent directors shall not be counted in the calculation of director shareholdings.