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SL — AGM Information 2026
May 25, 2026
51828_rns_2026-05-25_326252e4-68ed-4182-adc2-4fd865dd843c.pdf
AGM Information
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Stock Code: 1471

首利實業股份有限公司
Solytech Enterprise Corporation
2026 Annual General Meeting
Meeting Handbook
Meeting Format: In-Person Shareholders' Meeting
Meeting Date: June 25, 2026 at 9:00 AM
Meeting Venue: B1, No. 9, Wuquan Road, Wugu District, New Taipei City (New Taipei Industrial Park Management Committee Conference Room)
Table of Contents
Page
I. Meeting Procedures and Agenda ... 01
II. Report Items ... 02
III. Acknowledgment Items ... 03
IV. Discussion Items ... 04
V. Extraordinary Motions ... 05
Attachments
1: 2025 Business Report ... 06
2: 2025 Audit Committee Review Report ... 09
3: 2025 CPA Audit Report and Individual and Consolidated Financial Statements ... 10
4: 2025 Loss Appropriation Statement ... 32
Appendices
1: $\mathbb{T}$ Articles of Incorporation ... 33
2: $\mathbb{T}$ Rules of Procedure for Shareholders' Meetings ... 40
3: Shareholdings of All Directors ... 43
Solytech Enterprise Corporation
2026 Annual General Meeting of Shareholders Meeting Procedures and Agenda
Meeting Format: In-Person Shareholders' Meeting
Meeting Time: June 25, 2026 (Thursday) at 9:00 AM
(Shareholder registration accepted from 8:30 AM)
Meeting Venue: B1, No. 9, Wuquan Road, Wugu District, New Taipei City (New Taipei Industrial Park Management Committee Conference Room)
I. Call to Order (Report total number of shares represented)
II. Chairman's Address
III. Report Items
(I) 2025 Business Report
(II) 2025 Audit Committee Review Report
IV. Acknowledgment Items
(I) 2025 Business Report and Financial Statements
(II) 2025 Loss Appropriation
V. Discussion Items
(I) Proposal to Exempt Directors from Non-Competition Restrictions
VI. Extraordinary Motions
VII. Adjournment
-1-
【Report Items】
I. 2025 Business Report, submitted for your review and approval.
Description: For the Company's 2025 Business Report, please refer to pages 6–8 of this handbook (Attachment 1).
II. 2025 Audit Committee Review Report, submitted for your review and approval.
Description: For the Company's 2025 Audit Committee Review Report, please refer to page 9 of this handbook (Attachment 2).
-2-
【Acknowledgment Items】
Item 1
Proposed by the Board of Directors
Proposal: 2025 Business Report and Financial Statements — submitted for acknowledgment.
Description:
I. The Company's 2025 Business Report, Consolidated Financial Statements, and Individual Financial Statements were approved by the 8th Meeting of the 14th Board of Directors on March 11, 2026. The Consolidated and Individual Financial Statements were audited by CPAs WU, JEN-CHIEH and HU, CHIH-HUA of PricewaterhouseCoopers, who issued an unqualified audit opinion. The aforementioned Business Report and Financial Statements have been submitted to the 7th Meeting of the 2nd Audit Committee for review.
II. For the 2025 Business Report, CPA Audit Report, and Consolidated and Individual Financial Statements, please refer to pages 6–8 (Attachment 1) and pages 10–31 (Attachment 3) of this handbook.
Resolution:
Item 2
Proposed by the Board of Directors
Proposal: 2025 Loss Appropriation — submitted for acknowledgment.
Description:
I. The Company's 2025 Loss Appropriation proposal was approved by the 8th Meeting of the 14th Board of Directors on March 11, 2026, and has been submitted to the 7th Meeting of the 2nd Audit Committee for review.
II. For the 2025 Loss Appropriation Statement, please refer to page 32 of this handbook (Attachment 4).
Resolution:
-4-
【Discussion items】
Item 1
Proposed by the Board of Directors
Proposal: Proposal to Exempt Directors from Non-Competition Restrictions—submitted for discussion.
Description: I. Pursuant to Article 209, Paragraph 1 of the Company Act, a director who engages, on their own behalf or on behalf of another person, in any transaction falling within the scope of the Company's business shall explain the material details of such transaction to the shareholders' meeting and obtain its approval.
II. Details of directors' newly added concurrent positions at other companies are as follows:
| Title | Name | Position Held at Other Company |
|---|---|---|
| Independent Director | CHANG, KE-HAO | Independent Director of Dianthus Co. Ltd. |
| Independent Director | CHIEN, MIN-YU | Independent Director of Dianthus Co. Ltd. |
| Independent Director | HUANG, KUO-MING | Independent Director of CEN LINK Co., Ltd. |
| Director | CHENG, KEN-YI | Director of Shieh Yih Machinery Industry CO., LTD. |
| Director, Beiley Biofund Co., Ltd. |
III. In order to assist the Company in smoothly expanding its business operations, and on the premise that no harm is caused to the Company's interests, this proposal is hereby submitted to the shareholders' meeting for approval to lift the non-competition restrictions in accordance with applicable law.
Resolution:
-5-
【Extraordinary Motions】
【Adjournment】
【Attachment 1】
Solytech Enterprise Corporation
2025 Annual Business Report
I. 2025 Operating Results
(I) The Company's 2025 operating results and future outlook are reported as follows:
Unit: NT$ Thousands
| Item \ Year | 2024 | 2025 | Change Amount | Change % |
|---|---|---|---|---|
| Revenue | 278,293 | 182,641 | (95,652) | (34.37) |
| Gross Profit (Gross Loss) | 33,648 | 15,573 | (18,075) | (53.72) |
| Operating Income (Loss) | (79,202) | (95,792) | (16,590) | (20.95) |
| Net Income (Loss) Before Tax | 6,863 | 5,176 | (1,687) | (24.58) |
The Company's primary business in 2025 consisted of the development, manufacturing, and sales of computer peripherals such as computer chassis and power supply units. Annual revenue was NT$182,641 thousand, gross profit was NT$15,573 thousand, operating loss was NT$95,792 thousand, and net income before tax was NT$5,176 thousand. In 2025, the gaming product market was less robust than in 2024, resulting in a decline in overall power supply unit orders and a decrease in gross profit. However, benefiting from rental income generated by renovating and leasing out previously idle factory premises in prior years — which provided a partial injection of working capital — overall operating performance decreased only marginally by NT$1,687 thousand compared to 2024. Looking ahead, the Company will continue to strive for improvements in overall operating performance and the strengthening of working capital.
(II) 2025 Budget Execution
The Company did not publicly disclose any forecasts for 2025; therefore, disclosure of budget execution is not required. However, the overall actual operating conditions and performance were broadly in line with the Company's internally established operating plan.
(III) Analysis of Financial Revenue, Expenditure, and Profitability
| Item | 2024 | 2025 | Change % | ||
|---|---|---|---|---|---|
| Financial Revenue & Expenditure | Revenue | 278,293 | 182,641 | (34.37) | |
| Gross Profit | 33,648 | 15,573 | (53.72) | ||
| Net Income (Loss) Before Tax | 6,863 | 5,176 | (24.58) | ||
| Profitability | Return on Assets (%) | 0.39 | 0.31 | (22.17) | |
| Return on Equity (%) | 0.43 | 0.33 | (23.62) | ||
| Ratio to Paid-in Capital (%) | Operating Loss | (5.27) | (6.37) | (20.95) | |
| Net Income (Loss) Before Tax | 0.46 | 0.34 | (24.58) | ||
| Net Profit Margin (%) | 2.33 | 2.75 | 18.20 | ||
| Earnings (Loss) Per Share (NT$) | 0.04 | 0.03 | (25.00) |
(IV) Research and Development
Power supply units have received the following awards/patents:
- Taiwan Intellectual Property Office, Ministry of Economic Affairs: New Utility Model Patent for AI-Powered Power Supply Device (M660693)
- China National Intellectual Property Administration: Invention Patent for a Computer Power Supply with Photocatalytic Air Purification Effect
(Certificate No. 7250629)
II. 2026 Operating Plan
In recent years, the computer-related market has been changing rapidly, industry competition has intensified, and consumer habits regarding information products have shifted significantly from the past. Going forward, the Company will pursue practical development and prudent management in accordance with the following guidelines.
(I) Management Policy
Integrate group resources and continue the development and research of various electronic products, premised on navigating the era of AI and ESG sustainable development.
(II) Operating Objectives
In addition to maintaining stable operations in existing businesses with a focus on gaming electromechanical products, the Company has also been actively expanding into related business areas, such as health-concept products, RV motorhomes, campers, engines, and high-amperage power supply cables for yacht shore power systems, thereby broadening its customer industry base. Furthermore, in the post-pandemic era, the world has come to recognize the importance of environmental purification. Solytech has joined the Taiwan Air Quality Health and Safety Association and actively engaged in development, independently creating a series of photocatalytic purifier products that have earned multiple invention and utility model patents, enabling Solytech to develop a more diversified market.
(III) Key Production and Sales Policies
The Company will continue to expand its own-brand business operations. Low value-added operations such as stamping and assembly will be outsourced for production and processing, which will further assist in cost control.
III. Future Corporate Development Strategy
(I) Extending and Expanding the Market Based on Core Business
The Company has already established cooperative relationships with mainstream gaming brands and will focus on developing high-end models and low-cost production to enhance its competitive advantage.
(II) Development of New Products and New Technologies
The Company's gaming brand (Apexgaming) continues to lead the gaming market through ongoing innovation and R&D.
In response to the advent of the AI era, an AI-powered power supply unit has been developed and has received patent certification from the Intellectual Property Office of the Ministry of Economic Affairs.
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Regarding the photocatalytic air purifier brand (HYPURE) — since the outbreak of COVID-19, the public has sought to avoid crowded public spaces in compliance with government epidemic prevention policies. In response, the Company's R&D team developed a technology utilizing harmless UV-A irradiation of nano-photocatalyst (TiO₂) to effectively decompose harmful substances. The nano-photocatalyst (TiO₂) is loaded onto nickel metal foam in a 3D cross-pattern structure to achieve high surface area adhesion, and combined with harmless UV-A light irradiation to effectively decompose substances into harmless compounds (CO₂, H₂O), achieving antibacterial, deodorizing, and mold-removing air purification. As long as the computer host continues to operate, it functions simultaneously as a nano-photocatalytic air purifier. This technology has been fully developed and has earned a total of eight utility model patent certifications and three invention patent certifications from the Intellectual Property Office of Taiwan's Ministry of Economic Affairs.
(III) Own-Brand Business
Against the backdrop of the thriving gaming computer market, and in order to improve the product sales structure, the Company has partnered with Apex Corporation of the United States to launch the gaming own-brand Apexgaming, delivering the highest brand spirit and laying out global retail channels, with initial focus on the markets of the United States, China, and Europe. For the photocatalytic own-brand HYPURE product series, the Company continues to invest efforts in the development of new technologies, deepening market penetration and capturing business opportunities. The R&D team has further developed desktop, portable, in-car, and commercial product series, and has earned Taiwan's first Gold Label Certification for air purifiers.
IV. Impact of the External Competitive Environment, Regulatory Environment, and Overall Business Environment
(I) Due to intense domestic and international production capacity competition, and under the influence of U.S. tariff policies and an inflationary environment, more appropriate arrangements must be made regarding product development, resource allocation, and customer service delivery, with increased attention also required for risk management and asset activation.
(II) All relevant business operations are conducted in accordance with applicable laws and regulations, and the Company closely monitors related policy adjustments and changes to stay abreast of market shifts; therefore, regulatory changes are not expected to have a significant impact at this time.
(III) The Company carefully studies and monitors macroeconomic changes to gain insight into market dynamics and consumer needs, and formulates appropriate countermeasures to overcome increasingly intense competition.
Solytech Enterprise Corporation
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
【Attachment 2】
Solytech Enterprise Corporation
Audit Committee Review Report
The Board of Directors has prepared the Company's 2025 Individual Financial Statements, Consolidated Financial Statements, Business Report, and Loss Appropriation Proposal. The Individual and Consolidated Financial Statements have been audited by CPAs WU, JENCHIEH and HU, CHIH-HUA of PricewaterhouseCoopers, who have issued an audit report. The aforementioned Individual Financial Statements, Consolidated Financial Statements, Business Report, and Loss Appropriation Proposal have been reviewed by this Audit Committee and found to be in order. This report is hereby prepared and submitted for review pursuant to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.
To:
Solytech Enterprise Corporation 2026 Annual General Meeting of Shareholders
Convener of the Audit Committee
CHANG, KE-HAO
March 11, 2026
【Attachment 3】
Independent Auditor's Report
Document No.: (2026) Financial Audit
Report No. 25004236
To the Board of Directors of Solytech Enterprise Corporation:
Audit Opinion
We have audited the accompanying consolidated financial statements of Solytech Enterprise Corporation and its subsidiaries (hereinafter "Solytech Group"), which comprise the consolidated balance sheets as of December 31, 2025 and 2024, and the consolidated statements of comprehensive income, consolidated statements of changes in equity, and consolidated statements of cash flows for the years ended December 31, 2025 and 2024, and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of Solytech Group as of December 31, 2025 and 2024, and its consolidated financial performance and consolidated cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, and related interpretations and announcements as endorsed and issued into effect by the Financial Supervisory Commission.
Basis for Audit Opinion
We conducted our audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in 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. The members of our firm subject to independence requirements have maintained independence from Solytech Group in accordance with the Code of Professional Ethics for Certified Public Accountants of the Republic of China, and have fulfilled our other ethical responsibilities under the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of Solytech Group for the year ended December 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
-10-
The key audit matters in our audit of Solytech Group's consolidated financial statements for the year ended December 31, 2025 are as follows:
Assessment of Allowance for Inventory Valuation Losses
Description
For the accounting policy on inventory valuation, please refer to Note 4(XIII); for the uncertainty in accounting estimates and assumptions regarding inventory valuation, please refer to Note 5(II); for the explanation of the allowance for inventory valuation losses, please refer to Note 6(V). As of December 31, 2025, the balances of inventories and allowance for valuation losses of Solytech Group were NT$55,863 thousand and NT$9,225 thousand, respectively.
Solytech Group is engaged in the manufacturing and sale of power supply units and computer chassis. Due to the short product life cycles of electronic products and intense market competition, the risk of inventory write-downs or obsolescence is relatively high. Inventories of Solytech Group are measured at the lower of cost or net realizable value. For inventories that have exceeded a specified aging period or have been individually identified as obsolete, the net realizable value is estimated based on historical market price information for the disposal of obsolete inventory.
Given the rapid technological changes in the industry in which Solytech Group operates, and the fact that the net realizable values applied to obsolete inventory items involve significant subjective judgment and therefore high estimation uncertainty, and considering the material impact of the allowance for valuation losses on the financial statements, we have determined that the assessment of the allowance for inventory valuation losses of Solytech Group is one of the most significant matters in our audit for the current year.
Audit Procedures Performed in Response
The audit procedures performed in response to the allowance for inventory valuation losses for inventories exceeding a specified aging period and individually identified obsolete inventories are summarized as follows:
- Based on our understanding of Solytech Group's operations and the nature of the industry, we assessed the reasonableness of the policies and procedures adopted for the allowance for inventory valuation losses.
- We verified the appropriateness of the system logic of the inventory aging report used by Solytech Group for valuation purposes, to confirm that the report information is consistent with its policies.
- For the net realizable values assessed for individually identified obsolete and damaged inventory items, we discussed with management and obtained supporting documentation to evaluate the reasonableness of the determined allowance for valuation losses.
-11-
-12-
Assessment of Allowance for Credit Losses on Receivables (Including Other Receivables)
Description
For the accounting policy on the assessment of allowance for credit losses on receivables, please refer to Note 4(X) - Impairment of Financial Assets in the consolidated financial report; for the uncertainty in accounting estimates and assumptions regarding impairment of receivables, please refer to Note 5(II) of the consolidated financial report; for the explanation of the allowance for credit losses on receivables, please refer to Notes 6(IV) and 7(II) of the consolidated financial report. As of December 31, 2025, the balance of receivables of Solytech Group was NT$48,657 thousand (net of allowance for credit losses of NT$38,857 thousand).
The allowance for credit losses on receivables of Solytech Group is estimated based on historical experience, forward-looking information, and other known causes or objective evidence of expected credit impairment losses. Such allowances are recognized as a deduction from receivables in the period in which collection is assessed as potentially uncollectible, and Solytech Group periodically reviews the reasonableness of its loss estimates. Since the assessment of allowance for credit losses frequently involves subjective management judgment, various industry indicators, or the likelihood of subsequent recovery of receivables as a basis for estimating the amount to be recognized, and considering the material impact of the receivables and their allowance for credit losses on the financial statements of Solytech Group, we have determined that the assessment of the allowance for credit losses on receivables of Solytech Group is one of the most significant matters in our audit for the current year.
Audit Procedures Performed in Response
The audit procedures performed in response to the assessment of the allowance for doubtful accounts on receivables are summarized as follows:
- Based on applicable accounting standards and our understanding of Solytech Group's operations and the credit quality of its customer credit standards, we assessed the reasonableness of the policies and procedures adopted for the allowance for credit losses on receivables, including the reasonableness of the customer groupings and aging analysis used to determine credit quality.
- We assessed the reasonableness of the allowance for credit losses estimated by management.
- We evaluated the reasonableness of Solytech Group's use of a provision matrix as the basis for estimating expected credit losses.
- We performed subsequent receipts testing to corroborate the adequacy of the recognized allowance for credit losses.
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Other Matter - Report on Individual Financial Statements
Solytech Enterprise Corporation has prepared individual financial statements for the years ended December 31, 2025 and 2024, on which we have issued an unqualified audit opinion, which is available for reference.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, and related interpretations and announcements as endorsed and issued into effect by the Financial Supervisory Commission, and for maintaining such internal controls as management determines 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 also responsible for assessing Solytech Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless management either intends to liquidate Solytech Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance of Solytech Group (including the Audit Committee) are responsible for overseeing the financial reporting process.
Auditor's Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but an audit conducted in accordance with auditing standards generally accepted in the Republic of China does not guarantee that a material misstatement will always be detected. Misstatements can arise from error or fraud. They 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 conducted in accordance with auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain 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 Solytech Group's internal controls.
-
Evaluate the appropriateness of accounting policies used by management 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 Solytech 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 auditor's 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 auditor's report. However, future events or conditions may cause Solytech Group to cease to continue as a going concern.
-
Evaluate the overall presentation, structure, and content of the consolidated financial statements (including the related notes), and whether the consolidated financial statements fairly present the underlying transactions and events.
-
Obtain sufficient and appropriate audit evidence regarding the financial information of the components within Solytech Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit engagement, and for forming the audit opinion on the group financial statements. 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 identified during the audit.
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 identified during the audit.
We also provide those charged with governance with a statement that the members of our firm subject to independence requirements have complied with the independence requirements of the Code of Professional Ethics for Certified Public Accountants of the Republic of China, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, the related safeguards.
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From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of Solytech Group's consolidated financial statements for the year ended December 31, 2025, and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter, or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
PricewaterhouseCoopers, Taiwan
WU, JEN-CHIEH
Accountant
HU, CHIH-HUA
Financial Supervisory Commission
Approval Reference No.: Jin Guan Zheng Shen Zi No. 1120348565
March 11, 2026
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SOLYTECH ENTERPRISE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 and 2024
Unit: NT$ Thousands
| Assets | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| Current Assets | ||||||
| 1100 | Cash and Cash Equivalents | 6(I) | $ 499,229 | 30 | $ 984,574 | 58 |
| 1110 | Financial Assets at Fair Value Through Profit or Loss - Current | 6(II) | 14,710 | 1 | 11,173 | 1 |
| 1136 | Financial Assets Measured at Amortized Cost - Current | 6(III) | 768,569 | 46 | 314,216 | 18 |
| 1180 | Accounts Receivable, Net | 6(IV) | 29,135 | 2 | 44,747 | 3 |
| 1200 | Other Receivables | 7 | 19,522 | 1 | 14,089 | 1 |
| 130X | Inventories | 6(V) | 46,638 | 3 | 55,922 | 3 |
| 1410 | Prepayments | 6,655 | - | 5,379 | - | |
| 1479 | Other Current Assets - Other | 8 | 5,772 | - | 17 | - |
| 11XX | Total Current Assets | 1,390,230 | 83 | 1,430,117 | 84 | |
| Non-Current Assets | ||||||
| 1510 | Financial Assets at Fair Value Through Profit or Loss - Non-Current | 6(II) | - | - | 13,754 | 1 |
| 1600 | Property, Plant and Equipment | 6(VI) & 8 | 62,956 | 4 | 43,089 | 2 |
| 1755 | Right-of-Use Assets | 6(VII) & 7 | 5,386 | - | 7,410 | - |
| 1760 | Investment Properties, Net | 6(IX) & 8 | 183,613 | 11 | 153,257 | 9 |
| 1900 | Other Non-Current Assets | 6(X) | 35,415 | 2 | 63,886 | 4 |
| 15XX | Total Non-Current Assets | 287,370 | 17 | 281,396 | 16 | |
| 1XXX | Total Assets | $ 1,677,600 | 100 | $ 1,711,513 | 100 |
(Continued on next page)
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DECEMBER 31, 2025 and 2024
Unit: NT$ Thousands
SOLYTECH ENTERPRISE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
| Liabilities and Equity | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| Accounts Payable | ||||||
| 2170 | Other Payables | $ 29,078 | 2 | $ 70,627 | 4 | |
| 2200 | Other Payables | 6(XI) & 7 | 52,078 | 3 | 58,681 | 4 |
| 2230 | Income Tax Payable for the Period | - | - | 13 | - | |
| 2280 | Lease Liabilities - Current | 7 | 5,440 | - | 5,679 | - |
| 2399 | Other Current Liabilities - Other | 1,505 | - | 1,511 | - | |
| 21XX | Total Current Liabilities | 88,101 | 5 | 136,511 | 8 | |
| Non-Current Liabilities | ||||||
| 2580 | Lease Liabilities - Non-Current | 7 | - | - | 1,781 | - |
| 2600 | Other Non-Current Liabilities | 39,375 | 3 | 39,221 | 2 | |
| 25XX | Total Non-Current Liabilities | 39,375 | 3 | 41,002 | 2 | |
| 2XXX | Total Liabilities | 127,476 | 8 | 177,513 | 10 | |
| Equity Attributable to Owners of the Parent | ||||||
| Share Capital | 6(XIII) | |||||
| 3110 | Common Stock | 1,504,145 | 90 | 1,504,145 | 88 | |
| Capital Surplus | 6(XIV) | |||||
| 3200 | Capital Surplus | - | - | 585,480 | 34 | |
| Retained Earnings (Deficit) | 6(XV) | |||||
| 3350 | Deficit to be Covered | ( 146,209) | ( 9) | ( 739,490) | ( 43) | |
| Other Equity | 6(XVI) | |||||
| 3400 | Other Equity | 88,615 | 5 | 108,176 | 6 | |
| 31XX | Total Equity | |||||
| Attributable to Owners of the Parent | 1,446,551 | 86 | 1,458,311 | 85 | ||
| 36XX | Non-Controlling Interests | 6(XVI) | 103,573 | 6 | 75,689 | 5 |
| 3XXX | Total Equity | 1,550,124 | 92 | 1,534,000 | 90 | |
| Significant Contingent | 9 | |||||
| Liabilities and Unrecognized Contractual Commitments | ||||||
| Significant Subsequent Events | 11 | |||||
| 3X2X | Total Liabilities and Equity | $ 1,677,600 | 100 | $ 1,711,513 | 100 |
The accompanying notes to the consolidated financial statements are an integral part of this consolidated financial report and should be read in conjunction herewith.
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
SOLYTECH ENTERPRISE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2025 and 2024
Unit: NT$ Thousands
(Except earnings per share, which is in NT$)
| Item | Notes | 2025 | 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| 4000 | Revenue | 6(XVII) &14 | $ 182,641 | 100 | $ 278,293 | 100 |
| 5000 | Cost of Sales | 6(V)(XXI) | ||||
| (XXII) | ( 167,068) | ( 91) | ( 244,645) | ( 88) | ||
| 5900 | Gross Profit | 15,573 | 9 | 33,648 | 12 | |
| Operating Expenses | 6(XXI) | |||||
| (XXII) | ||||||
| 6100 | Selling Expenses | ( 27,821) | ( 15) | ( 28,774) | ( 11) | |
| 6200 | General and Administrative Expenses | ( 77,568) | ( 43) | ( 78,321) | ( 28) | |
| 6300 | Research and Development Expenses | ( 6,063) | ( 3) | ( 8,097) | ( 3) | |
| 6450 | Expected Credit Loss Reversal | 12(II) | 87 | - | 2,342 | 1 |
| 6000 | Total Operating Expenses | ( 111,365) | ( 61) | ( 112,850) | ( 41) | |
| 6900 | Operating Loss | ( 95,792) | ( 52) | ( 79,202) | ( 29) | |
| Non-Operating Income and Expenses | ||||||
| 7100 | Interest Income | 6(XVIII) | 23,009 | 12 | 38,869 | 14 |
| 7010 | Other Income | 6(XIX) | 134,757 | 74 | 141,672 | 51 |
| 7020 | Other Gains and Losses | 6(XX)& 7 | ( 56,596) | ( 31) | ( 94,297) | ( 34) |
| 7050 | Finance Costs | ( 202) | - | ( 179) | - | |
| 7000 | Total Non-Operating Income and Expenses | 100,968 | 55 | 86,065 | 31 | |
| 7900 | Net Income Before Tax | 5,176 | 3 | 6,863 | 2 | |
| 7950 | Income Tax Expense | 6(XXIII) | ( 153) | - | ( 388) | - |
| 8200 | Net Income for the Period | $ 5,023 | 3 | $ 6,475 | 2 | |
| Other Comprehensive Income (Net) | ||||||
| Items that will not be reclassified to profit or loss: | ||||||
| 8311 | Remeasurement of Defined Benefit Plans | 6(XII) | $ 2,736 | 2 | $ 3,163 | 1 |
| Items that may be subsequently reclassified to profit or loss: | ||||||
| 8361 | Exchange Differences on Translation of Foreign Operations | 6(XVI) | ( 19,261) | ( 11) | 21,651 | 8 |
| 8300 | Other Comprehensive Income (Net) | ($ 16,525) | ( 9) | $ 24,814 | 9 | |
| 8500 | Total comprehensive income for the period | ($ 11,502) | ( 6) | $ 31,289 | 11 | |
| Net (Loss) Income Attributable to: | ||||||
| 8610 | Owners of the Parent | $ 5,065 | 3 | $ 6,594 | 2 | |
| 8620 | Non-Controlling Interests | ( 42) | - | ( 119) | - | |
| Total | $ 5,023 | 3 | $ 6,475 | 2 | ||
| Total Comprehensive Income (Loss) Attributable to: | ||||||
| 8710 | Owners of the Parent | ($ 11,760) | ( 6) | $ 28,908 | 10 | |
| 8720 | Non-Controlling Interests | 258 | - | 2,381 | 1 | |
| Total | ($ 11,502) | ( 6) | $ 31,289 | 11 | ||
| Earnings Per Share | 6(XIV) | |||||
| 9750 | Basic Earnings Per Share | $ | 0.03 | $ | 0.04 | |
| 9850 | Diluted Earnings Per Share | $ | 0.03 | $ | 0.04 |
The accompanying notes to the consolidated financial statements are an integral part of this consolidated financial report and should be read in conjunction herewith.
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
SOLYTECH ENTERPRISE CORPORATION AND SUBSIDIARIES
Consolidated Statement of Changes in Equity
For the Years Ended December 31, 2025 and 2024
Unit: NT$ Thousands
| Notes | Equity Attributable to Owners of the Parent | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Capital Surplus | |||||||||
| Common Stock | Difference Between Consideration and Carrying Amount for Acquisition or Disposal of Subsidiaries | Changes in Recognized Equity | Deficit to be Covered | Exchange Differences on Translation of Foreign Operations | Total | Non-Controlling Interests | Total Equity | ||
| For the Year Ended December 31, 2024 | |||||||||
| Balance as of January 1, 2024 | $ 1,504,145 | $ 581,941 | $ 3,539 | ($ 749,247) | $ 89,025 | $ 1,429,403 | $ 73,308 | $ 1,502,711 | |
| Net Income (Loss) for the Period | - | - | - | 6,594 | - | 6,594 | ( 119 ) | 6,475 | |
| Other comprehensive income for the period | 6(XVI) | - | - | - | 3,163 | 19,151 | 22,314 | 2,500 | 24,814 |
| Total comprehensive income for the period | - | - | - | 9,757 | 19,151 | 28,908 | 2,381 | 31,289 | |
| Balance as of December 31, 2024 | $ 1,504,145 | $ 581,941 | $ 3,539 | ($ 739,490) | $ 108,176 | $ 1,458,311 | $ 75,689 | $ 1,534,000 | |
| For the Year Ended December 31, 2025 | |||||||||
| Balance as of January 1, 2025 | $ 1,504,145 | $ 581,941 | $ 3,539 | ($ 739,490) | $ 108,176 | $ 1,458,311 | $ 75,689 | $ 1,534,000 | |
| Net Income (Loss) for the Period | - | - | - | 5,065 | - | 5,065 | ( 42 ) | 5,023 | |
| Other comprehensive income for the period | 6(XVI) | - | - | - | 2,736 | ( 19,561 ) | ( 16,825 ) | 300 | ( 16,525 ) |
| Total Comprehensive Income (Loss) for the Period | - | - | - | 7,801 | ( 19,561 ) | ( 11,760 ) | 258 | ( 11,502 ) | |
| Capital Surplus Applied to Offset Deficit | - | ( 581,941 ) | ( 3,539 ) | 585,480 | - | - | - | - | |
| Changes in Non-Controlling Interests | 6(XVI) | - | - | - | - | - | - | 27,626 | 27,626 |
| Balance as of December 31, 2025 | $ 1,504,145 | $ - | $ - | ($ 146,209 ) | $ 88,615 | $ 1,446,551 | $ 103,573 | $ 1,550,124 |
The accompanying notes to the consolidated financial statements are an integral part of this consolidated financial report and should be read in conjunction herewith.
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
SOLYTECH ENTERPRISE CORPORATION AND SUBSIDIARIES
Consolidated Statement of Cash Flows
For the Years Ended December 31, 2025 and 2024
| Notes | Jan 1 – Dec 31, 2025 | Unit: NT$ Thousands Jan 1 – Dec 31, 2024 | |
|---|---|---|---|
| Cash Flows from Operating Activities | |||
| Net income before tax for the period | $ 5,176 | $ 6,863 | |
| Adjustments: | |||
| Income and expense items: | |||
| Depreciation expense (including investment properties and right-of-use assets) | 6(XXI) | 20,718 | 19,301 |
| Amortization expense | 6(XXI) | 4,942 | 5,113 |
| Reversal of Expected Credit Losses | 12(II) | ( 87 ) | ( 2,342 ) |
| Net (gain) loss on financial assets at fair value through profit or loss | 6(II)(XX) | ( 18,131 ) | 5,326 |
| Gain on disposal of property, plant and equipment | 6(XX) | ( 95 ) | - |
| Interest Income | 6(XVIII) | ( 23,009 ) | ( 38,869 ) |
| Dividend Income | 6(XIX) | ( 358 ) | - |
| Interest Expense | 202 | 179 | |
| Net changes in assets/liabilities related to operating activities: | |||
| Net changes in assets related to operating activities | |||
| Financial assets at fair value through profit or loss | ( 4,188 ) | ( 11,359 ) | |
| Accounts Receivable | 15,237 | 9,448 | |
| Other Receivables (Including Related Parties) | ( 5,993 ) | 7,919 | |
| Inventories | 9,191 | 12,407 | |
| Prepayments | ( 1,235 ) | 5,903 | |
| Other Current Assets | ( 5,755 ) | 17,940 | |
| Net changes in liabilities related to operating activities | |||
| Other Payables | ( 40,525 ) | ( 6,745 ) | |
| Other Payables | ( 6,584 ) | 24,222 | |
| Other Current Liabilities | ( 8 ) | 85 | |
| Cash (Outflows) Inflows Generated from Operations | ( 50,502 ) | 55,221 | |
| Interest received | 23,460 | 45,825 | |
| Interest paid | ( 202 ) | ( 179 ) | |
| Cash dividends received | 358 | - | |
| Income tax refunded (paid) | 509 | ( 1,200 ) | |
| Net Cash (Outflows) Inflows from Operating Activities | ( 26,377 ) | 99,667 | |
| Cash flows from investing activities: | |||
| Proceeds from disposal of financial assets at fair value through profit or loss | 32,536 | - | |
| Increase in Financial Assets Measured at Amortized Cost - Current | ( 454,353 ) | ( 5,584 ) | |
| Acquisition of Property, Plant and Equipment (Including Investment Properties) | 6(XXV) | ( 31,045 ) | ( 28,912 ) |
| Proceeds from Disposal of Property, Plant and Equipment | 95 | - | |
| Increase in Refundable Deposits | ( 43 ) | - | |
| Increase in other non-current assets | - | ( 542 ) | |
| Net Cash Outflows from Investing Activities | ( 452,810 ) | ( 35,038 ) | |
| Cash flows from financing activities: | |||
| Repayment of lease principal | ( 8,870 ) | ( 9,788 ) | |
| Net cash outflows from financing activities | ( 8,870 ) | ( 9,788 ) | |
| Effect of Exchange Rate Changes | 2,712 | 10,634 | |
| Net (Decrease) Increase in Cash and Cash Equivalents for the Period | ( 485,345 ) | 65,475 | |
| Cash and cash equivalents at beginning of period | 984,574 | 919,099 | |
| Cash and cash equivalents at end of period | $ 499,229 | $ 984,574 |
The accompanying notes to the consolidated financial statements are an integral part of this consolidated financial report and should be read in conjunction herewith.
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
Independent Auditor's Report
Document No.: (2026) Financial Audit Report No. 25003795
To the Board of Directors of Solytech Enterprise Corporation:
Audit Opinion
We have audited the accompanying individual financial statements of Solytech Enterprise Corporation (hereinafter "Solytech"), which comprise the individual balance sheets as of December 31, 2025 and 2024, and the individual statements of comprehensive income, individual statements of changes in equity, and individual statements of cash flows for the years ended December 31, 2025 and 2024, and notes to the individual financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying individual financial statements present fairly, in all material respects, the individual financial position of Solytech as of December 31, 2025 and 2024, and its individual financial performance and individual cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for Audit Opinion
We conducted our audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Individual Financial Statements section of our report. The members of our firm subject to independence requirements have maintained independence from Solytech in accordance with the Code of Professional Ethics for Certified Public Accountants of the Republic of China, and have fulfilled our other ethical responsibilities under the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the individual financial statements of Solytech for the year ended December 31, 2025. These matters were addressed in the context of our audit of the individual financial statements as a whole and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The key audit matters in our audit of Solytech's individual financial statements for the year ended December 31, 2025 are as follows:
-22-
Assessment of Allowance for Inventory Valuation Losses
Description
For the accounting policy on inventory valuation, please refer to Note 4(XII) of the individual financial report; for the uncertainty in accounting estimates and assumptions regarding inventory valuation, please refer to Note 5(II); for the explanation of the allowance for inventory valuation losses, please refer to Note 6(V).
Solytech and its subsidiaries primarily sell power supply units and computer chassis manufactured by subsidiaries. Due to the short product life cycles of electronic products and intense market competition, the risk of inventory write-downs or obsolescence is relatively high. Inventories of Solytech and its subsidiaries are measured at the lower of cost or net realizable value. For inventories that have exceeded a specified aging period or have been individually identified as obsolete, the net realizable value is estimated based on historical market price information for the disposal of obsolete inventory.
Given the rapid technological changes in the industry in which Solytech and its subsidiaries operate, and the fact that the net realizable values applied to obsolete inventory items involve significant subjective judgment and therefore high estimation uncertainty, and considering the material impact of the allowance for valuation losses on the financial statements, we have determined that the assessment of the allowance for inventory valuation losses of Solytech and its subsidiaries is one of the most significant matters in our audit for the current year.
Audit Procedures Performed in Response
The audit procedures performed in response to the allowance for inventory valuation losses for inventories exceeding a specified aging period and individually identified obsolete inventories are summarized as follows:
- Based on our understanding of Solytech's operations and the nature of the industry, we assessed the reasonableness of the policies and procedures adopted for the allowance for inventory valuation losses.
- We verified the appropriateness of the system logic of the inventory aging report used by Solytech for valuation purposes, to confirm that the report information is consistent with its policies.
- For the net realizable values assessed for individually identified obsolete and damaged inventory items, we discussed with management and obtained supporting documentation to evaluate the reasonableness of the determined allowance for valuation losses.
-23-
Assessment of Allowance for Credit Losses on Receivables (Including Other Receivables)
Description
For the accounting policy on the assessment of allowance for credit losses on receivables, please refer to Note 4(IX) - Impairment of Financial Assets in the individual financial report; for the uncertainty in accounting estimates and assumptions regarding impairment of receivables, please refer to Note 5(II); for the explanation of the allowance for credit losses on receivables, please refer to Note 6(IV). As of December 31, 2025, the balance of receivables of Solytech was NT$20,918 thousand (net of allowance for credit losses of NT$272 thousand).
The allowance for credit losses on receivables of Solytech and its subsidiaries is estimated based on historical experience, forward-looking information, and other known causes or objective evidence of expected credit impairment losses. Such allowances are recognized as a deduction from receivables in the period in which collection is assessed as potentially uncollectible, and Solytech and its subsidiaries periodically review the reasonableness of their loss estimates. Since the assessment of allowance for credit losses frequently involves subjective management judgment, various industry indicators, or the likelihood of subsequent recovery of receivables as a basis for estimating the amount to be recognized, and considering the material impact of the receivables and their allowance for credit losses on the financial statements of Solytech and its subsidiaries, we have determined that the assessment of the allowance for credit losses on receivables of Solytech and its subsidiaries is one of the most significant matters in our audit for the current year.
Audit Procedures Performed in Response
The audit procedures performed in response to the matters described above are summarized as follows:
- Based on applicable accounting standards and our understanding of Solytech's operations and the credit quality of its customer credit standards, we assessed the reasonableness of the policies and procedures adopted for the allowance for credit losses on receivables, including the reasonableness of the customer groupings and aging analysis used to determine credit quality.
- We assessed the reasonableness of the allowance for credit losses estimated by management.
- We evaluated the reasonableness of Solytech's use of a provision matrix as the basis for estimating expected credit losses.
- We performed subsequent receipts testing to corroborate the adequacy of the recognized allowance for credit losses.
Responsibilities of Management and Those Charged with Governance for the Individual Financial Statements
Management is responsible for the preparation and fair presentation of the individual financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for maintaining such internal controls as management determines necessary to enable the preparation of individual financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the individual financial statements, management is also responsible for assessing Solytech's ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless management either intends to liquidate Solytech or to cease operations, or has no realistic alternative but to do so.
Those charged with governance of Solytech (including the Audit Committee) are responsible for overseeing the financial reporting process.
Auditor's Responsibilities for the Audit of the Individual Financial Statements
Our objectives are to obtain reasonable assurance about whether the individual 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 an audit conducted in accordance with auditing standards generally accepted in the Republic of China does not guarantee that a material misstatement will always be detected. Misstatements can arise from fraud or error. They 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 individual financial statements.
As part of an audit conducted in accordance with auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the individual 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 Solytech's internal controls.
- Evaluate the appropriateness of accounting policies used by management and the reasonableness of accounting estimates and related disclosures made by management.
-24-
-
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 Solytech's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the individual 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 auditor's report. However, future events or conditions may cause Solytech to cease to continue as a going concern.
-
Evaluate the overall presentation, structure, and content of the individual financial statements (including the related notes), and whether the individual financial statements fairly present the underlying transactions and events.
-
Obtain sufficient and appropriate audit evidence regarding the financial information of the components within Solytech to express an opinion on the individual financial statements. We are responsible for the direction, supervision, and performance of the individual audit engagement, and for forming the audit opinion on the individual financial statements.
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 identified during the audit.
We also provide those charged with governance with a statement that the members of our firm subject to independence requirements have complied with the independence requirements of the Code of Professional Ethics for Certified Public Accountants of the Republic of China, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, the related safeguards.
-25-
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of Solytech's individual financial statements for the year ended December 31, 2025, and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter, or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
PricewaterhouseCoopers, Taiwan
WU, JEN-CHIEH
Accountant
HU, CHIH-HUA
Financial Supervisory Commission
Approval Reference No.: Jin Guan Zheng Shen Zi No. 1120348565
March 11, 2026
-26-
Unit: NT$ Thousands
-27-
SOLYTECH ENTERPRISE CORPORATION
Individual Balance Sheet
As of December 31, 2025 and 2024
| Assets | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| Current Assets | ||||||
| 1100 | Cash and Cash Equivalents | 6(I) | $ 84,351 | 6 | $ 46,861 | 3 |
| 1110 | Financial Assets at Fair Value Through Profit or Loss - Current | 6(II) | 14,710 | 1 | 11,173 | 1 |
| 1136 | Financial Assets Measured at Amortized Cost - Current | 6(III) | 610,134 | 42 | 200,000 | 14 |
| 1170 | Accounts Receivable, Net | 6(IV) | 18,625 | 1 | 20,076 | 1 |
| 1200 | Other Receivables | 2,556 | - | 2,370 | - | |
| 130X | Inventories | 6(V) | 3,312 | - | 3,763 | - |
| 1410 | Prepayments | 7 | 19,172 | 2 | 10,751 | 1 |
| 11XX | Total Current Assets | 752,860 | 52 | 294,994 | 20 | |
| Non-Current Assets | ||||||
| 1510 | Financial Assets at Fair Value Through Profit or Loss - Non-Current | 6(II) | - | - | 13,754 | 1 |
| 1550 | Investments Accounted for Using the Equity Method | 6(VI) | 628,923 | 43 | 1,092,641 | 74 |
| 1600 | Property, Plant and Equipment | 6(VII) & 8 | 39,093 | 3 | 37,344 | 3 |
| 1755 | Right-of-Use Assets | 6(VIII) & 7 | 1,874 | - | 3,511 | - |
| 1760 | Investment Properties, Net | 6(IX) & 8 | 15,181 | 1 | 15,540 | 1 |
| 1900 | Other Non-Current Assets | 6(XI) | 23,202 | 1 | 20,328 | 1 |
| 15XX | Total Non-Current Assets | 708,273 | 48 | 1,183,118 | 80 | |
| 1XXX | Total Assets | $ 1,461,133 | 100 | $ 1,478,112 | 100 |
(Continued on next page)
SOLYTECH ENTERPRISE CORPORATION
Individual Balance Sheet
As of December 31, 2025 and 2024
Unit: NT$ Thousands
| Liabilities and Equity | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| Accounts Payable | ||||||
| 2170 | Other Payables | $ 48 | - | $ 2,853 | - | |
| 2200 | Other Payables | 6(X) | 11,053 | 1 | 11,793 | 1 |
| 2280 | Lease Liabilities - Current | 7 | 1,901 | - | 1,730 | - |
| 2300 | Other Current Liabilities | 1,280 | - | 1,344 | - | |
| 21XX | Total Current Liabilities | 14,282 | 1 | 17,720 | 1 | |
| Non-Current Liabilities | ||||||
| 2580 | Lease Liabilities - Non-Current | 7 | - | - | 1,781 | - |
| 2600 | Other Non-Current Liabilities | 300 | - | 300 | - | |
| 25XX | Total Non-Current Liabilities | 300 | - | 2,081 | - | |
| 2XXX | Total Liabilities Equity | 14,582 | 1 | 19,801 | 1 | |
| 3110 | Share Capital | 6(XII) | ||||
| 3200 | Capital Surplus | 6(XIII) | 1,504,145 | 103 | 1,504,145 | 102 |
| 3200 | Retained Earnings (Deficit) | 6(XIV) | - | - | 585,480 | 40 |
| 3350 | Deficit to be Covered | ( 146,209) | ( 10) | ( 739,490) | ( 50) | |
| 3400 | Other Equity | 88,615 | 6 | 108,176 | 7 | |
| 3XXX | Total Equity | 1,446,551 | 99 | 1,458,311 | 99 | |
| 3X2X | Significant Subsequent Events | 11 | ||||
| Total Liabilities and Equity | $ 1,461,133 | 100 | $ 1,478,112 | 100 |
The accompanying notes to the individual financial statements are an integral part of this individual financial report and should be read in conjunction herewith.
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
SOLYTECH ENTERPRISE CORPORATION
Individual Statement of Comprehensive Income
For the Years Ended December 31, 2025 and 2024
Unit: NT$ Thousands
(Except earnings per share, which is in NT$)
| Item | Notes | 2025 | 2024 | |||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| 4000 | Revenue | 6(XV) | $ 69,106 | 100 | $ 77,361 | 100 |
| 5000 | Cost of Sales | 6(V) & 7 | ( 61,429) | ( 89) | ( 71,095) | ( 92) |
| 5900 | Gross Profit | 7,677 | 11 | 6,266 | 8 | |
| Operating Expenses | 6(XX) | |||||
| 6100 | Selling Expenses | ( 15,780) | ( 23) | ( 17,556) | ( 23) | |
| 6200 | General and Administrative Expenses | ( 38,414) | ( 55) | ( 37,444) | ( 48) | |
| 6300 | Research and Development Expenses | ( 519) | ( 1) | ( 1,182) | ( 2) | |
| 6450 | Expected Credit Loss | 12(II) | - | - | ( 236) | - |
| 6000 | Total Operating Expenses | ( 54,713) | ( 79) | ( 56,418) | ( 73) | |
| 6900 | Operating Loss | ( 47,036) | ( 68) | ( 50,152) | ( 65) | |
| Non-Operating Income and Expenses | ||||||
| 7100 | Interest Income | 6(XVI) | 6,968 | 10 | 7,506 | 10 |
| 7010 | Other Income | 6(XVII) | 2,231 | 3 | 1,863 | 2 |
| 7020 | Other Gains and Losses | 6(XVIII) | 35,255 | 51 | 4,718 | 6 |
| 7050 | Finance Costs | ( 95) | - | ( 17) | - | |
| 7070 | Share of profit or loss of subsidiaries, associates and joint ventures accounted for using the equity method | 6(VI) | ||||
| 7,742 | 11 | 42,676 | 55 | |||
| 7000 | Total Non-Operating Income and Expenses | 52,101 | 75 | 56,746 | 73 | |
| 7900 | Net Income Before Tax | 5,065 | 7 | 6,594 | 8 | |
| 7950 | Income Tax Expense | 6(XXI) | - | - | - | - |
| 8200 | Net Income for the Period | $ 5,065 | 7 | $ 6,594 | 8 | |
| Other Comprehensive Income (Net) | ||||||
| Items that will not be reclassified to profit or loss: | ||||||
| 8311 | Remeasurement of Defined Benefit Plans | 6(XI) | $ 2,736 | 4 | $ 3,163 | 4 |
| Items that may be subsequently reclassified to profit or loss: | ||||||
| 8361 | Exchange Differences on Translation of Foreign Operations | ( 19,561) | ( 28) | 19,151 | 25 | |
| 8300 | Other Comprehensive Income (Net) | ($ 16,825) | ( 24) | $ 22,314 | 29 | |
| 8500 | Total Equity | ($ 11,760) | ( 17) | $ 28,908 | 37 | |
| Earnings Per Share | 6(XXII) | |||||
| 9750 | Basic Earnings Per Share | $ | 0.03 | $ | 0.04 | |
| 9850 | Diluted Earnings Per Share | $ | 0.03 | $ | 0.04 |
The accompanying notes to the individual financial statements are an integral part of this individual financial report and should be read in conjunction herewith.
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
SOLYTECH ENTERPRISE CORPORATION
Individual Statement of Changes in Equity
For the Years Ended December 31, 2025 and 2024
Unit: NT$ Thousands
| Notes | Common Stock | Capital Surplus | Deficit to be Covered | Exchange Differences on Translation of Foreign Operations | Total Equity | ||
|---|---|---|---|---|---|---|---|
| Difference Between Consideration and Carrying Amount for Acquisition or Disposal of Subsidiaries | Changes in Net Assets of Associates and Joint Ventures Accounted for Using the Equity Method | ||||||
| For the Year Ended December 31, 2024 | |||||||
| Balance as of January 1, 2024 | $1,504,145 | $581,941 | $3,539 | ($749,247) | $89,025 | $1,429,403 | |
| Net Income for the Period | - | - | - | 6,594 | - | 6,594 | |
| Other comprehensive income for the period | 6(XI) | - | - | - | 3,163 | 19,151 | 22,314 |
| Total comprehensive income for the period | - | - | - | 9,757 | 19,151 | 28,908 | |
| Balance as of December 31, 2024 | $1,504,145 | $581,941 | $3,539 | ($739,490) | $108,176 | $1,458,311 | |
| For the Year Ended December 31, 2025 | |||||||
| Balance as of January 1, 2025 | $1,504,145 | $581,941 | $3,539 | ($739,490) | $108,176 | $1,458,311 | |
| Net Income for the Period | - | - | - | 5,065 | - | 5,065 | |
| Other comprehensive income for the period | 6(XI) | - | - | - | 2,736 | (19,561) | (16,825) |
| Total Equity | - | - | - | 7,801 | (19,561) | (11,760) | |
| Capital Surplus Applied to Offset Deficit | - | (581,941) | (3,539) | 585,480 | - | - | |
| Balance as of December 31, 2025 | $1,504,145 | $- | $- | ($146,209) | $88,615 | $1,446,551 |
The accompanying notes to the individual financial statements are an integral part of this individual financial report and should be read in conjunction herewith.
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
SOLYTECH ENTERPRISE CORPORATION
Individual Statement of Cash Flows
For the Years Ended December 31, 2025 and 2024
Unit: NT$ Thousands
| Notes | Jan 1 – Dec 31, 2025 | Jan 1 – Dec 31, 2024 | |
|---|---|---|---|
| Cash Flows from Operating Activities | |||
| Net income before tax for the period | $ 5,065 | $ 6,594 | |
| Adjustments: | |||
| Income and expense items: | |||
| Depreciation expense (including investment properties and right-of-use assets) | 6(XVIII)(XIX) | 4,333 | 3,909 |
| Amortization expense | 6(XIX) | 75 | 140 |
| Provision for expected credit losses | 12(II) | - | 236 |
| Net (gain) loss on financial assets at fair value through profit or loss | 6(XVIII) | ( 18,131 ) | 5,326 |
| Share of profit or loss of subsidiaries, associates and joint ventures accounted for using the equity method | 6(VI) | ( 7,742 ) | ( 42,676 ) |
| Gain on disposal of property, plant and equipment | 6(XVIII) | ( 95 ) | - |
| Interest Income | 6(XVI) | ( 6,968 ) | ( 7,506 ) |
| Dividend Income | 6(XVII) | ( 358 ) | - |
| Interest Expense | 95 | 17 | |
| Net changes in assets/liabilities related to operating activities: | |||
| Net changes in assets related to operating activities | |||
| Financial assets at fair value through profit or loss | ( 4,188 ) | ( 11,359 ) | |
| Accounts Receivable | 1,451 | 4,662 | |
| Other Receivables | 46 | 37 | |
| Inventories | 451 | ( 296 ) | |
| Prepayments | ( 8,421 ) | ( 9,175 ) | |
| Other Non-Current Assets | ( 214 ) | ( 7 ) | |
| Net changes in liabilities related to operating activities | |||
| Other Payables | ( 2,805 ) | ( 97,092 ) | |
| Other Payables | ( 740 ) | 692 | |
| Other Current Liabilities | ( 64 ) | 54 | |
| Cash outflows from operations | ( 38,210 ) | ( 146,444 ) | |
| Interest received | 6,057 | 9,661 | |
| Interest paid | ( 95 ) | ( 17 ) | |
| Cash dividends received | 2,107 | 689 | |
| Income tax refunded (paid) | 680 | ( 706 ) | |
| Net cash outflows from operating activities | ( 29,461 ) | ( 136,817 ) | |
| Cash flows from investing activities: | |||
| Proceeds from disposal of financial assets at fair value through profit or loss | 32,536 | - | |
| Increase in financial assets measured at amortized cost | ( 410,134 ) | ( 136,753 ) | |
| Acquisition of property, plant and equipment | 6(VII) | ( 3,879 ) | ( 286 ) |
| Proceeds from disposal of property, plant and equipment | 95 | - | |
| Increase in other non-current assets | - | ( 135 ) | |
| Return of capital from investees accounted for using the equity method | 6(VI) | 450,150 | - |
| Net cash inflows (outflows) from investing activities | 68,768 | ( 137,174 ) | |
| Cash flows from financing activities: | |||
| Repayment of lease principal | ( 1,817 ) | ( 1,784 ) | |
| Net cash outflows from financing activities | ( 1,817 ) | ( 1,784 ) | |
| Net increase (decrease) in cash and cash equivalents for the period | 37,490 | ( 275,775 ) | |
| Cash and cash equivalents at beginning of period | 46,861 | 322,636 | |
| Cash and cash equivalents at end of period | $ 84,351 | $ 46,861 |
The accompanying notes to the individual financial statements are an integral part of this individual financial report and should be read in conjunction herewith.
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
[Attachment 4]
Solytech Enterprise Corporation
2025 Loss Appropriation Statement
Unit: New Taiwan Dollars
| Item | Amount |
|---|---|
| Deficit to be covered at beginning of period | $ (154,009,789) |
| Add: 2025 retained earnings adjustment | 2,734,976 |
| Adjusted deficit to be covered | $ (151,274,813) |
| Add: 2025 net income after tax | 5,065,440 |
| Deficit to be covered at end of period | $ (146,209,373) |
Chairman: CHENG, CHIEH
Manager: CHENG, HSIANG
Chief Accounting Officer: LIN, TA-CHIUN
【Appendix 1】
Solytech Enterprise Corporation
Articles of Incorporation
Chapter 1 General Provisions
Article 1: The Company is organized in accordance with the Company Act and shall be named SOLYTECH ENTERPRISE CORPORATION, with the English name SOLYTECH ENTERPRISE CORPORATION.
Article 2: The businesses operated by the Company are as follows:
- CC01080 Electronics Components Manufacturing
- D101050 Combined Heat and Power
- F106020 Wholesale of Daily Commodities
- F206020 Retail Sale of daily commodities
- F109070 Wholesale of Culture, Education, Musical Instruments and Educational Entertainment Supplies
- F209060 Retail Sale of Culture, Education, Musical Instruments and Educational Entertainment Supplies
- F110020 Wholesale of Glasses
- F210020 Retail Sale of Glasses
- F113010 Wholesale of Machinery
- F213080 Retail Sale of Machinery and Tools
- F113020 Wholesale of Electrical Appliances
- F213010 Retail Sale of Electrical Appliances
- F113050 Wholesale of Computers and Clerical Machinery Equipment
- F213030 Retail Sale of Computers and Clerical Machinery Equipment
- F113070 Wholesale of Telecommunication Apparatus
- F213060 Retail Sale of Telecommunication Apparatus
- F119010 Wholesale of Electronic Materials
- F219010 Retail Sale of Electronic Materials
- F199990 Other Wholesale Trade
- F301020 Supermarkets
- F401010 International Trade
- F401021 Import of Controlled Radio Frequency Telecommunications Equipment
- F399040 Retail Sale No Storefront
- G202010 Parking area Operators
- G801010 Warehousing
- H703090 Real Estate Business
- H703100 Real Estate Leasing
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- H703120 Self-Storage Space Operations
- H701010 Housing and Building Development and Rental
- H701020 Industrial Factory Development and Rental
- I301010 Information Software Services
- I301030 Electronic Information Supply Services
- IZ99990 Other Industrial and Commercial Services
- J701020 Amusement Parks
- J701040 Recreational Activities Venue
- J801030 Athletics and Recreational Sports Stadium
- JE01010 Rental and Leasing
- ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.
Article 2-1: Deleted.
Article 3: The Company's reinvestment in other enterprises shall not be subject to the limitation on total investment amount set forth in Article 13 of the Company Act, and the Company may provide external guarantees as necessary based on business, investment relationships, or industry requirements.
Article 4: The Company's head office shall be located in New Taipei City. When necessary, branch offices may be established domestically or abroad upon resolution of the Board of Directors and approval by the competent authority.
Chapter 2 Shares
Article 5: The Company's total authorized capital is NT$3,500,000,000, divided into 350,000,000 shares with a par value of NT$10 per share. Unissued shares are authorized to be issued in tranches by the Board of Directors, of which 14,900,000 shares are reserved for exercise of subscription rights under warrants, authorized to be issued in tranches by the Board of Directors.
Article 6: Employees eligible to subscribe for new shares upon issuance, and recipients of restricted employee shares, include employees of controlling or subsidiary companies that meet certain specified conditions.
Article 7: The Company may issue shares without printing physical stock certificates, but shall arrange for registration with a securities depository institution. If physical stock certificates are printed, all shares shall be registered shares and issued in accordance with the Company Act and other applicable laws and regulations.
Article 8: Changes to entries in the shareholders' register may not be made within sixty days before an annual general meeting, within thirty days before an extraordinary general meeting, or within five days before the record date set by the Company for distribution of dividends, bonuses, or other benefits.
Chapter 3 Shareholders' Meeting
Article 9: The Company shall hold two types of shareholders' meetings. The Annual General Meeting shall be convened within six months after the end of each fiscal year; Extraordinary General Meetings shall be convened as necessary in accordance with applicable laws and regulations.
Shareholders' meetings may be held via video conference or other means announced by
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the central competent authority.
Article 9-1: Meeting notices for shareholders' meetings may be sent electronically with the recipient's consent. For shareholders holding fewer than 1,000 registered shares, such notices may be given by public announcement.
Article 10: A shareholder who is unable to attend a shareholders' meeting may appoint a proxy by executing a proxy form issued by the Company, specifying the scope of authorization.
The procedures for proxy attendance shall be governed by the Company Act and the "Rules Governing the Use of Proxies for Attendance at Shareholders' Meetings of Public Companies" promulgated by the competent authority.
Article 10-1: The chairperson of the shareholders' meeting shall be the Chairman of the Board. In the absence of the Chairman, the meeting shall be conducted in accordance with Article 208 of the Company Act. If convened by a person other than the Board of Directors who holds convening authority, that person shall serve as chairperson; if there are two or more such persons, they shall elect one among themselves to serve as chairperson.
Article 11: Each share carries one vote, except for shares subject to restrictions or those without voting rights as listed under Article 179, Paragraph 2 of the Company Act.
Article 12: Resolutions of the shareholders' meeting, unless otherwise provided by applicable laws, shall require the attendance of shareholders representing more than half of the total issued shares, and the approval of more than half of the voting rights represented by attending shareholders. If attendance falls below the required quorum, the matter shall be handled in accordance with the relevant provisions of the Company Act.
Article 13: Resolutions of the shareholders' meeting shall be recorded in minutes, signed or sealed by the chairperson, and distributed to all shareholders within twenty days after the meeting. Such distribution may be made by electronic public announcement.
Article 14: Deleted.
Chapter 4 Board of Directors and Directors
Article 15: The Company shall have five to nine directors, of whom independent directors shall number no fewer than three and shall constitute no less than one-fifth of the total board seats. The number of directors to be elected shall be determined by the Board of Directors. The term of office is three years, and directors may be re-elected.
The total shareholdings of all directors shall comply with the "Regulations Governing Share Ownership by Directors and Supervisors of Public Companies" promulgated by the securities competent authority.
Article 15-1: The election of directors shall adopt a nominee system pursuant to Article 192-1 of the Company Act, whereby shareholders elect directors from a list of director candidates. Matters relating to the acceptance of nominations and public announcements shall be handled in accordance with the Company Act, the Securities and Exchange Act, and other applicable laws and regulations.
Directors shall be elected in accordance with the Company's Director Election Procedures. Unless otherwise provided by law, independent directors and non-independent directors shall be elected concurrently in separate categories with separate seat allocations.
Article 15-2: Beginning with the 13th Board of Directors election, the Company shall establish an Audit Committee pursuant to Article 14-4 of the Securities and Exchange Act. The Audit Committee shall be composed of all independent directors, and the Audit Committee or its
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members shall be responsible for exercising the powers and duties of supervisors as prescribed by the Company Act, the Securities and Exchange Act, and other applicable laws and regulations.
Article 16: The directors shall organize a Board of Directors and elect one person as Chairman by attendance of two-thirds or more of the directors and approval of more than half of the attending directors. The Chairman shall represent the Company externally. In the absence of the Chairman, the Chairman shall designate one director as acting Chairman; if no designation is made, the directors shall elect one among themselves to serve as acting Chairman.
Article 17: When director vacancies reach one-third or all independent directors are dismissed, the Board of Directors shall convene an Extraordinary General Meeting within sixty days from the date the fact occurs to hold a by-election. Except in the case of a full re-election of the Board, the term of a by-elected director shall be limited to the remainder of the original director's term.
Article 18: When the Chairman takes leave or is unable to exercise authority for any reason, a deputy shall be designated in accordance with Article 208 of the Company Act. When a director appoints another director as proxy to attend a board meeting, a proxy form must be issued for each meeting, specifying the scope of authorization for each agenda item.
Notice of board meetings shall state the agenda items and be given to each director at least seven days in advance. In urgent circumstances, meetings may be convened at any time. Meeting notices for board meetings may be given in writing, by fax, or electronically.
When a board meeting is held via video conference, directors participating via video shall be deemed to be personally present.
Article 19: Resolutions of the Board of Directors, unless otherwise provided by the Company Act, shall require the attendance of more than half of the directors and the approval of more than half of the attending directors.
Article 20: The powers of the Board of Directors are as follows:
I. Convening shareholders' meetings.
II. Executing resolutions of shareholders' meetings.
III. Approving operational policies.
IV. Approving and evaluating research, design, and planning matters.
V. Formulating, amending, and abolishing important internal rules and regulations.
VI. Formulating, amending, and abolishing important contracts.
VII. Appointing, dismissing, and transferring managerial personnel, and approving their remuneration, rewards and penalties, retirement, and survivor benefit policies.
VIII. Proposing capital increases or reductions, and proposing external investments and technical cooperation.
IX. Reviewing draft budgets and final accounts, business reports, and proposals for profit distribution or loss appropriation.
X. Other matters as required by law or authorized by the shareholders' meeting.
Article 21: Deleted.
Article 22: Deleted.
Article 23: Deleted.
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Article 24: The remuneration of all directors shall be paid at the prevailing rate for the same industry regardless of profit or loss, as determined by the Board of Directors under authorization.
Chapter 5 Managers
Article 25: The Company may appoint one General Manager and a number of managers. Their appointment, dismissal, and remuneration shall be handled in accordance with the relevant provisions of the Company Act.
Chapter 6 Accounting
Article 26: At the end of each fiscal year, the Board of Directors shall prepare the following documents and submit them to the Annual General Meeting for acknowledgment in accordance with applicable law:
(I) Business Report.
(II) Financial Statements.
(III) Proposals for profit distribution or loss appropriation, and other related statements and schedules.
Article 27: Pursuant to Article 56-1 of the "Regulations Governing the Offering and Issuance of Securities by Securities Issuers" and Article 10-1 of the "Regulations Governing the Repurchase of Shares by Listed and OTC Companies," the Company shall obtain approval at a shareholders' meeting attended by shareholders representing more than half of the total issued shares, with the consent of two-thirds or more of the voting rights of attending shareholders, in order to issue employee stock warrants at a price below the closing price of the Company's common shares on the issuance date, or to transfer repurchased shares to employees at a price below the average repurchase price.
Article 28: If the Company records a profit for the year, between five percent and ten percent shall be allocated as employee compensation (of which no less than one percent of profit shall be allocated as compensation for frontline employees), and no more than three percent as director compensation, to be distributed by resolution of the Board of Directors and reported to the shareholders' meeting. However, if the Company has accumulated losses, such losses shall first be offset.
The recipients of employee compensation in the form of shares or cash, as referred to in the preceding paragraph, may include employees of controlling or subsidiary companies that meet certain specified conditions; relevant procedures shall be established by the Board of Directors under authorization.
Article 28-1: The after-tax net profit from the Company's annual final accounts shall be distributed in the following order:
(I) Offsetting losses.
(II) Setting aside ten percent as legal reserve, unless the legal reserve has already reached the amount of paid-in capital.
(III) Setting aside or reversing special reserves as required by applicable laws and regulations. Where the appropriation of special reserves relates to the net debit balance of other equity items accumulated in prior periods and the net increase in fair value of investment properties, a special reserve of an equal amount shall be appropriated from prior periods' unappropriated retained earnings; if insufficient,
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the shortfall shall be appropriated from the current period's after-tax net income plus any amounts included in the current period's unappropriated retained earnings from items other than the current period's after-tax net income.
The remaining balance, together with unappropriated retained earnings from prior years, shall constitute distributable earnings. The Board of Directors shall prepare a profit distribution proposal; where distribution is to be made by issuing new shares, the proposal shall be submitted to the shareholders' meeting for resolution before distribution.
Pursuant to Article 240 of the Company Act, the Company authorizes the Board of Directors, by attendance of two-thirds or more of the directors and resolution of more than half of the attending directors, to distribute all or part of dividends and bonuses, or the legal reserve and capital reserve as provided under Article 241 of the Company Act, in the form of cash, and to report such distribution to the shareholders' meeting.
Taking into account the Company's future funding needs, long-term financial planning, and shareholders' need for cash inflows, no less than ten percent of annual distributable earnings shall be allocated for distribution as shareholder dividends each year; provided, however, that no distribution need be made when accumulated distributable earnings fall below five percent of paid-in capital. Shareholder dividends may be distributed in the form of cash or shares, with cash dividends constituting no less than ten percent of total dividends; provided, however, that where the cash dividend per share is less than NT$1, the entire amount may instead be distributed as stock dividends.
Chapter 7 Supplementary Provisions
Article 29: Matters not provided for in these Articles of Incorporation shall be handled in accordance with the Company Act and other applicable laws and regulations.
Article 30: These Articles of Incorporation were established on October 7, 1982.
First amendment: December 5, 1986
Second amendment: January 5, 1987
Third amendment: May 26, 1987
Fourth amendment: June 28, 1987
Fifth amendment: June 3, 1991
Sixth amendment: November 8, 1991
Seventh amendment: October 21, 1992
Eighth amendment: February 11, 1995
Ninth amendment: March 23, 1995
Tenth amendment: May 26, 1997
Eleventh amendment: March 31, 1998
Twelfth amendment: February 26, 1999
Thirteenth amendment: June 17, 1999
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Fourteenth amendment: April 26, 2000
Fifteenth amendment: April 26, 2000
Sixteenth amendment: June 11, 2001
Seventeenth amendment: June 11, 2002
Eighteenth amendment: June 30, 2003
Nineteenth amendment: June 10, 2005
Twentieth amendment: May 9, 2006
Twenty-first amendment: June 15, 2007
Twenty-second amendment: June 13, 2008
Twenty-third amendment: June 19, 2009
Twenty-fourth amendment: June 17, 2010
Twenty-fifth amendment: June 19, 2012
Twenty-sixth amendment: June 23, 2014
Twenty-seventh amendment: June 30, 2016
Twenty-eighth amendment: June 27, 2017
Twenty-ninth amendment: June 25, 2019
Thirtieth amendment: July 29, 2021
Thirty-first amendment: June 21, 2022
Thirty-second amendment: June 20, 2023
Thirty-third amendment: June 20, 2025
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【Appendix 2】
Solytech Enterprise Corporation
Rules of Procedure for Shareholders' Meetings
Approved at the Shareholders' Meeting on July 29, 2021
Article 1: Shareholders' meetings of the Company shall be conducted in accordance with these Rules.
Article 2: The term "shareholder" as used in these Rules refers to the shareholder in person as well as any proxy authorized by the shareholder to attend on their behalf.
Article 3: Attendance at shareholders' meetings shall be calculated on the basis of shares held. The number of shares represented shall be calculated based on the attendance register or submitted attendance cards, plus the number of shares for which voting rights are exercised in writing or electronically.
Article 4: Shareholders' meetings shall be held at the Company's location or at a venue convenient for shareholders to attend and suitable for holding a shareholders' meeting. Meeting start times shall be no earlier than 9:00 AM and no later than 3:00 PM.
Article 5: Shareholders' meetings shall be convened by the Board of Directors unless otherwise provided by law.
The chairperson of the shareholders' meeting shall be the Chairman of the Board unless otherwise provided by the Company Act. When the Chairman takes leave or is unable to exercise authority for any reason, the Vice Chairman shall act as substitute; if there is no Vice Chairman or the Vice Chairman is also on leave or unable to exercise authority, the Chairman shall designate one director to act as substitute; if no such designation is made, the directors shall elect one among themselves to serve as substitute.
Article 6: The Company may appoint retained attorneys, accountants, or other relevant personnel to attend shareholders' meetings.
Article 7: The entire proceedings of each shareholders' meeting shall be audio or video recorded by the Company and retained for at least one year.
Article 8: When the scheduled meeting time arrives and shareholders representing more than half of the total issued shares are present, the chairperson shall call the meeting to order and simultaneously announce the number of shares without voting rights, the number of shares represented, and other relevant information. If the scheduled meeting time has passed but shareholders representing more than half of the total issued shares are not yet present, the chairperson may announce a postponement. If after two postponements the required quorum is still not met but shareholders representing one-third or more of the total issued shares are present, a provisional resolution may be adopted by consent of more than half of the voting rights represented by attending shareholders, pursuant to Article 175 of the Company Act.
If, at the time a provisional resolution is being made, the total shares represented by attending shareholders reaches the quorum of more than half of the total issued shares, the chairperson may at any time announce the formal opening of the meeting and resubmit the provisional resolution to the meeting for a formal vote.
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Article 9: Where a shareholders' meeting is convened by the Board of Directors, the agenda shall be set by the Board, and the meeting shall proceed in accordance with the scheduled agenda, which may not be altered without a resolution of the shareholders' meeting.
Where a shareholders' meeting is convened by a person other than the Board of Directors who holds convening authority, the preceding paragraph shall apply mutatis mutandis.
Unless a resolution is passed, the chairperson may not unilaterally declare the meeting adjourned before all agenda items (including extraordinary motions) have been concluded.
After a meeting has been adjourned, shareholders may not elect a new chairperson to continue the meeting at the original venue or at another location.
Article 10: Deleted.
Article 11: Before speaking, attending shareholders must complete a speaker's slip stating their shareholder account number, name, and key points of their remarks, and the chairperson shall determine the order of speakers.
A shareholder who submits a speaker's slip but does not speak shall be deemed not to have spoken. Where the content of a shareholder's remarks differs from what is stated on the speaker's slip, the spoken remarks shall prevail.
While a shareholder is speaking, other shareholders may not interrupt unless the consent of both the chairperson and the speaking shareholder has been obtained; violations shall be stopped by the chairperson.
Article 12: On the same agenda item, each shareholder may not speak more than twice without the chairperson's consent, and each instance of speaking may not exceed five minutes.
Where a shareholder's remarks violate the preceding paragraph or go beyond the scope of the agenda item, the chairperson may stop the shareholder from speaking.
Article 13: When a legal entity attends a shareholders' meeting as a proxy, such legal entity may only designate one representative to attend.
Where a legal entity shareholder designates two or more representatives to attend a shareholders' meeting, only one representative may speak on any given agenda item.
Article 14: After an attending shareholder has spoken, the chairperson may respond personally or designate relevant personnel to respond.
Article 15: When the chairperson considers that discussion of an agenda item has reached a point where it is ready for a vote, the chairperson may announce the cessation of discussion and call for a vote.
Article 16: Vote supervisors and vote counters for agenda items shall be designated by the chairperson; however, vote supervisors must hold shareholder status. Voting results shall be announced on the spot and recorded.
Where the shareholders' meeting involves the election of directors, the election shall be conducted in accordance with applicable laws and regulations, and the results shall be
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announced on the spot, including the names of elected directors and their respective vote counts, as well as the names of unsuccessful candidates and their respective vote counts.
Article 17: During the course of the meeting, the chairperson may announce a recess at an appropriate time.
Article 18: Unless otherwise provided by applicable laws and regulations, agenda items shall be passed by consent of more than half of the voting rights represented by attending shareholders. Where the chairperson solicits objections and no shareholder raises an objection, the effect shall be the same as passing by ballot.
Each share carries one vote, except for shares subject to restrictions or those without voting rights as listed under Article 179, Paragraph 2 of the Company Act.
Article 19: Where a shareholder has a personal interest in a matter on the agenda such that there is a risk of harm to the Company's interests, that shareholder may not participate in the vote and may not act as proxy to exercise voting rights on behalf of other shareholders.
Article 20: For resolutions of the shareholders' meeting, shares held by shareholders without voting rights shall not be counted in the total number of issued shares. Shares that may not exercise voting rights pursuant to the preceding article shall not be counted in the total voting rights of attending shareholders.
Article 21: Where an amendment or substitute proposal exists for the same agenda item, the chairperson shall determine the order of voting together with the original proposal. If any one of the proposals is passed, the remaining proposals shall be deemed rejected and no further vote shall be required.
Article 22: Deleted.
Article 23: The chairperson may direct ushers (or security personnel) to assist in maintaining order at the meeting venue.
Article 24: Resolutions of the shareholders' meeting shall be recorded in minutes, signed or sealed by the chairperson, and distributed to all shareholders within twenty days after the meeting. Such distribution may be made by way of public announcement on the Market Observation Post System.
The minutes shall accurately record the date, time, venue, name of the chairperson, method of resolution, summary of proceedings, and results of the meeting, and shall be permanently retained for the duration of the Company's existence.
The method of resolution shall state whether voting was conducted by ballot, together with the number of votes in favor and the percentage thereof.
Article 25: Deleted.
Article 26: Matters not provided for in these Rules shall be handled in accordance with the Company Act, the Company's Articles of Incorporation, and other applicable laws and regulations.
Article 27: These Rules shall take effect upon approval by the shareholders' meeting, and any amendments shall be subject to the same requirement.
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【Appendix 3】
Solytech Enterprise Corporation
Shareholdings of All Directors
- As of April 27, 2026, the Company's paid-in capital is NT$1,504,145,360, with a total of 150,414,536 issued shares.
- Pursuant to Article 26 of the Securities and Exchange Act and the "Regulations Governing Share Ownership and Verification of Directors and Supervisors of Public Companies," the minimum total number of shares required to be held by all directors of the Company is 9,024,872 shares.
- As of April 27, 2026, the record date for the suspension of share transfers in connection with this year's Annual General Meeting, the individual and aggregate shareholdings of directors as recorded in the shareholders' register are as follows, meeting the statutory minimum requirement.
Unit: Shares
| Title | Name | Shares Held | Ownership (%) |
|---|---|---|---|
| Chairman | CHENG, CHIEH | 9,290,500 | 6.17% |
| Director | CHENG, HSIANG | 8,737,838 | 5.80% |
| Director | CHENG, KEN-YI | 0 | 0% |
| Director | LEE, KAN-JUNG | 1,144,661 | 0.76% |
| Independent Director | CHANG, KE-HAO | 0 | 0% |
| Independent Director | HUANG, KUO-MING | 0 | 0% |
| Independent Director | CHIEN, MIN-YU | 0 | 0% |
| Total Shares Held by All Directors | 19,172,999 | 12.73% |
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