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SPACE SHUTTLE — Proxy Solicitation & Information Statement 2026
May 26, 2026
52086_rns_2026-05-26_17e954b5-3801-4a58-81ee-816420c9d78f.pdf
Proxy Solicitation & Information Statement
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Stock Code: 2440
2026 Annual Shareholders' Meeting Meeting Handbook
Time: June 26, 2026 (Friday) at 9:00 a.m. (Physical Shareholders' Meeting)
Venue: Conference Room of The Company (9th Floor-2, No. 23, Huanke 1st Road, Zhubei City, Hsinchu County, Taiwan)
Meeting Handbook Inquiry Website: https://mops.twse.com.tw
Table of Contents
Chapter 1 Meeting Procedure Page 1
Chapter 2 Meeting Agenda
I. Matters to be Reported Page 3
II. Matters of Ratification Page 3
III. Matters of Election Page 4
IV. Matters for Discussion Page 4
V. Extraordinary Motions Page 4
Chapter 3 Attachment
I. 2025 Business Report Page 5
II. 2025 Audit Committee's Review Report Page 9
III. Auditors' Report and the 2025 Individual Financial Statements Page 10
IV. Auditors' Report and the 2025 Consolidated Financial Statements Page 19
V. 2025 Deficit Appropriation Proposal Page 28
VI. Directors (Independent Directors) Page 29
VII. List of New Directors Exempt from Non-Competition Restrictions Page 31
Chapter 4 Appendix
I. Director Election Procedures Page 32
II. Rules of Procedure for Shareholders' Meetings Page 34
III. Articles of Incorporation Page 43
IV. Shareholding Status of Directors Page 49
Meeting Procedure:
I. Call the Meeting to Order
II. Chairperson's Opening Remarks
III. Matters to be Reported
IV. Matters of Ratification
V. Matters of Election
VI. Matters for Discussion
VII. Extraordinary Motions
VIII. Adjournment
2
Space Shuttle Hi-Tech Co., Ltd.
2026 Annual Shareholders' Meeting Agenda
Time: June 26, 2026 (Friday) at 9:00 a.m. (Physical Shareholders' Meeting)
Venue: Conference Room of the Company - 9th Floor-2, No. 23, Huanke 1st Road, Zhubei City, Hsinchu County, Taiwan
Meeting Procedure:
I. Call the Meeting to Order
II. Chairperson's Opening Remarks
III. Matters to be Reported
(I) 2025 Business Report.
(II) Audit Committee's Review Report of the 2025 Financial Statements.
IV. Matters of Ratification
(I) 2025 Business Report and Financial Statements.
(II) 2025 Deficit Appropriation Proposal
V. Matters of Election
(I) Election of the 17th-term Directors and Independent Directors of the Company.
VI. Matters for Discussion
(I) Waiver of Non-Competition Restrictions on New Directors.
VII. Extraordinary Motions
VIII. Adjournment
I. Matters to be Reported
Case 1
Subject: 2025 Business Report, please review.
Description: 2025 Business Report, please refer to Attachment 1.
Case 2
Subject: Audit Committee's Review Report of the 2025 Financial Statements, please review.
Description: Audit Committee's Review Report, please refer to Attachment 2.
II. Matters of Ratification
Case 1
Proposed by the Board of Directors
Subject: 2025 Business Report and Financial Statements, please approve.
Description:
1. 2025 business report and financial statements (including consolidated and parent company only financial statements) were approved by the Board of Directors meeting, among which the financial statements (including consolidated and parent company only financial statements) were audited by CPAs Wang, Hsuan-Hsuan and Chen, Chih-Chung of Ernst & Young Global Limited, and an audit report was issued for the record.
2. Aforementioned business report and financial statements (including consolidated and parent company only financial statements) were reviewed and approved by the Audit Committee.
3. The business report and various financial statements are attached. Please refer to Attachments 1 to 4.
Resolution:
Case 2
Proposed by the Board of Directors
Subject: 2025 Deficit Appropriation Proposal, please approve.
Description:
1. The Company has no earnings distributable in 2025, and the accumulated losses will be compensated in subsequent years.
2. 2025 Deficit Appropriation Proposal were reviewed and approved by the Audit Committee and passed by the Board of Directors.
3. The statement of 2025 Deficit Appropriation Proposal, please refer to Attachment 5.
Resolution:
III. Matters of Election
Case 1
Proposed by the Board of Directors
Subject: Election of the 17th-term Directors and Independent Directors of the Company, submitted for election.
Explanation:
1. The term of the current (16th-term) Directors and Independent Directors of the Company expires on June 20, 2026, and it is proposed to conduct a full re-election of Directors and Independent Directors at this Annual Shareholders' Meeting.
2. In accordance with the Articles of Association of the Company, 7 Directors (including 3 Independent Directors) are to be elected at the 2026 Annual Shareholders' Meeting. The newly elected Directors shall take office upon the conclusion of this year's Shareholders' Meeting, with a term from June 26, 2026 to June 25, 2029, for a period of three years. The term of the incumbent Directors shall be extended until the conclusion of this Shareholders' Meeting.
3. In accordance with the Articles of Incorporation of the Company, the election of Directors (including Independent Directors) shall adopt a candidate nomination system, and shareholders shall elect from the list of Director candidates.
4. The List of Director and Independent Director Candidates reviewed and approved at the Board of Directors meeting on May 13, 2026, please refer to Attachment 6 of the Meeting Agenda Handbook.
5. Submitted for election.
Resolution:
IV. Matters for Discussion
Case 1
Proposed by the Board of Directors
Proposal: Waiver of Non-Competition Restrictions on New Directors, submitted for deliberation.
Explanation:
1. Pursuant to Article 209 of the Company Act, a Director who, on his/her own behalf or on behalf of another person, conducts any business within the scope of the Company's business shall explain the material content of such business to the Shareholders' Meeting and obtain its approval.
2. With respect to the newly elected Directors of this term, it is proposed in accordance with the law to request the Shareholders' Meeting to approve the exemption from the non-competition restrictions for Directors under Article 209 of the Company Act.
3. For the list of new Directors exempt from non-competition restrictions, please refer to Attachment 7.
Resolution:
V. Extraordinary Motions
VI. Adjournment
5
Attachment I
Space Shuttle Hi-Tech Co., Ltd.
2025 Business Report
In 2025, the Company was affected by macroeconomic fluctuations, as demand in the 3C products and consumer electronics markets was not as strong as before, directly impacting the sales of transmission cable products such as copper wires and wire materials. As a result, the Company's consolidated net revenue for fiscal year 2025 was NT$3,489,466 thousand, a decrease of NT$495,469 thousand or approximately 12.43% compared to NT$3,984,935 thousand in fiscal year 2024. Gross profit from operations was NT$132,718 thousand, a decrease of NT$13,261 thousand compared to fiscal year 2024, with a gross margin of 3.8%. Additionally, total operating expenses for the same year decreased to NT$122,197 thousand, a reduction of NT$53,723 thousand or approximately 30.54% compared to NT$175,920 thousand in the same period of the prior year, resulting in operating income of NT$10,521 thousand. Non-operating income and expenses resulted in a net expenditure of NT$32,812 thousand, primarily composed of financial costs of approximately NT$35,636 thousand. Based on the foregoing, the Company's net loss after tax for fiscal year 2025 was NT$32,637 thousand. Although the losses this year have improved compared to the previous year, the Company's primary business operations are located in mainland China, and it continues to face challenges as China persistently promotes the localization of supply chains, thereby reducing the proportion of procurement from Taiwanese suppliers. In addition, customers are continuously integrating upstream, midstream, and downstream industry chains to enhance operational performance, and are self-developing and producing signal transmission cables to reduce external procurement. Therefore, the Company must continue to strive in its future operations.
Looking ahead, under the America First policy of U.S. President Trump, global economic and political uncertainty has increased, and geopolitical conflicts in certain regions continue to escalate. As a result, the economy in 2026 still faces considerable uncertainty. Nevertheless, the Company will continue to monitor the impact of external international developments on its raw materials and products, and will actively adjust its product mix and deepen its development of niche data transmission cable market customers to enhance overall profitability. At the same time, the Company will improve the efficiency of group capital utilization to maintain operational flexibility, with the aim of creating a win-win-win outcome for all shareholders, employees, and customers, and co-creating value for both the Company and society. We hereby reported the summary of the operational status and business plan in 2025 as follows:
Implementation Results of Business Plan
Unit: NT$ Thousand
| Item | 2025 Amount | 2024 Amount | Increase (Decrease) Amount | Increase (Decrease) Percentage |
|---|---|---|---|---|
| Operating Revenue | 3,489,466 | 3,984,935 | (495,469) | (12.43%) |
| Gross Operating Profit (Loss) | 132,718 | 145,979 | (13,261) | (9.08%) |
| Operating expenses | (122,197) | (175,920) | (53,723) | (30.54%) |
| Net Operating Profit (Loss) | 10,521 | (29,941) | 40,462 | 135.14% |
| Net Profit (Loss) After Tax | (32,637) | (59,496) | (26,859) | (45.14%) |
Budget Execution Status
The Company did not publicly disclose a financial forecast in 2026.
Financial Structure, Debt Servicing Capacity, and Profitability
The Company's overall financial structure, Debt Servicing Capacity, and profitability in 2025 were shown in the following table:
| Item | 2025 | 2024 | |
|---|---|---|---|
| Financial Structure | Debt to Assets Ratio (%) | 44.25 | 46.90 |
| Long-term Capital to Fixed Assets Ratio (%) | 788.63 | 598.83 | |
| Debt Servicing Capacity | Current Ratio (%) | 172.15 | 188.10 |
| Quick Ratio (%) | 127.30 | 161.27 | |
| Profitability | Return on Assets (%) | (0.16) | (2.82) |
| Return on Equity (%) | (2.33) | (9.69) | |
| Net Profit Margin (%) | (0.94) | (1.49) | |
| Earnings Per Share (NT$) | (0.23) | (0.43) |
Research and Development Status
The Company's R&D strategy focuses on quality and speed to meet customer product requirements. In addition to providing products that meet customer needs, the Company continues
to collaborate with customers to develop new products, with the aim of entering high value-added product markets beyond the existing 3C information industry, such as medical cables, server cables, and special signal transmission cables. The Company will also continuously refine existing processes to improve production efficiency and explore the use of recycled materials based on the concept of a circular economy. Through sustained focus on product and material development and the refinement and improvement of existing technologies, the Company aims to enhance its capabilities in new product development and design.
Management Strategy and Guidelines for the Current Year
With a commitment to sustainable development, the Company is dedicated to incorporating sustainable product concepts during the product development stage or manufacturing process, while simultaneously enhancing organizational operational efficiency and strengthening inventory management. The Company is also progressively acquiring new equipment to advance toward the goal of intelligent manufacturing, with the aim of leveraging real-time data collected during the production process to improve efficiency and yield rates, thereby rapidly and stably meeting customer product requirements. The Company remains committed to serving customers with enthusiasm, maintaining long-term and stable cooperative relationships with existing customers, while also exploring cooperation opportunities with potential customers.
Impact of External Environment, Regulatory Environment, and Overall Business Environment
The Company's primary production bases and sales markets are located within mainland China. In terms of China's external environment, the United States continues to impose restrictions on China in trade, technology, and tariffs. Internally, China faces debt risks among local governments at various levels, and private consumption has yet to recover significantly. In terms of operations, copper material prices continued to rise repeatedly to new highs last year, which indirectly reduced the efficiency of the Company's capital utilization.
Although the Company is committed to intelligent manufacturing and production data analysis to improve yield rates, various environmental and labor regulations in recent years have also been progressively strengthened in their on-the-ground enforcement, leading to increased operating costs. Fluctuations in raw material prices may continue to put pressure on profit margins, and the operating environment faced by the Company in 2026 is expected to remain quite challenging.
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Future Development Strategy of the Company
The Company will continue to incorporate the concept of sustainable management into its business operations and product development, actively increasing the utilization rate of recycled raw materials, and striving to practice the circular economy philosophy through improved product design, refined production processes, and the recycling and reuse of scrap and waste materials, with the aim of achieving the goal of sustainable operations. At the same time, the Company continues to strengthen resource integration among group companies, and continuously develops niche products through in-depth understanding of customer needs. For future core business, in addition to continuously strengthening the production and sales of existing information communication transmission cable products, the Company continues to consider how to leverage its core capabilities to enter other potential application industries and markets, in order to expand the company's operational scale and enhance profitability.
We would like to thank all shareholders for their long-term support and contributions. The entire management team will continue to work diligently on strategy formulation and implement various activities in sales, production, research and development, etc. according to these strategies, with the aim of turning losses into profits in the coming year to reward all shareholders for their support and trust in the management team.
Sincerely wish all our esteemed shareholders, ladies and gentlemen
Best regards and all the best
Space Shuttle Hi-Tech Co., Ltd.
Chairman: Wang, Hsuan-Hui
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
Attachment II
Space Shuttle Hi-Tech Co., Ltd.
Audit Committee's Review Report
The Board of Directors submitted the 2025 Parent company only and consolidated financial statements, including the balance sheet, comprehensive income statement, statement of changes in equity, and cash flow statement, which were audited by Ernst & Young Global Limited. These statements were deemed to fairly represent the Company's financial position, operating results, and cash flow conditions. Along with the business report and the proposal for earnings distribution and compensating deficit, these have been reviewed by the Audit Committee and found to be in order. This report is hereby prepared in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.
Yours sincerely
2026 Annual Shareholders' Meeting
Convener of Audit Committee : Wu, Cheng-Te
March 12,2026
9
Attachment III
Independent Auditor's Report
To Space Shuttle Hi-Tech Co., Ltd.:
Audit Opinion
We have audited the Parent Company Only balance sheets of Space Shuttle Hi-Tech Co., Ltd. as of December 31, 2025 and December 31, 2024, and the related Parent Company Only statements of comprehensive income, Parent Company Only statements of changes in equity, and Parent Company Only statements of cash flows for the years ended December 31, 2025 and December 31, 2024, and the notes to the Parent Company Only financial statements (including a summary of significant accounting policies).
In our opinion, based on the results of our audit, the accompanying Parent Company Only financial statements present fairly, in all material respects, the Parent Company Only financial position of Space Shuttle Hi-Tech Co., Ltd. as of December 31, 2025 and December 31, 2024, and its Parent Company Only financial performance and Parent Company Only cash flows for the years ended December 31, 2025 and December 31, 2024, in conformity 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 generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We have maintained independence from Space Shuttle Hi-Tech Co., Ltd. in accordance with the Certified Public Accountants Code of Professional Ethics, and have fulfilled our other ethical responsibilities in accordance with such Code. Based on the results of our audit, we believe that we have obtained sufficient and appropriate audit evidence 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 the audit of the parent company only financial statements of Space Shuttle Hi-Tech Co., Ltd. for 2025. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and in forming our audit opinion thereon, and we do not provide a separate opinion on these matters.
10
Revenue Recognition
Space Shuttle Hi-Tech Co., Ltd. recognized operating revenue of NT$9,611 thousand for 2025, which was primarily derived from the trading of various secondary processed copper materials, information transmission cables, and related products. As goods are sold in both domestic and international markets with varying transaction terms, we determined that the identification and determination of performance obligations and the timing of their satisfaction are significant matters, and therefore concluded that this constitutes a key audit matter.
Our audit procedures included, but were not limited to, evaluating the appropriateness of the revenue recognition accounting policies; understanding the design and implementation of internal controls relevant to the sales cycle; selecting samples to perform transaction detail testing, examining transaction records and verifying key terms in orders or contracts, identifying performance obligations and confirming the timing of their satisfaction; performing cut-off tests for a period before and after the balance sheet date, including obtaining original customer orders or contracts, examining transaction terms and tracing to relevant supporting documents to verify the accuracy of transaction recognition timing and confirm that performance obligations have been genuinely satisfied; and performing analytical procedures such as gross margin analysis and changes in sales amounts for the top ten customers, and reviewing for significant subsequent sales returns and allowances, to confirm the reasonableness of the recognized revenue amounts and timing.
We also considered the appropriateness of the disclosures regarding operating revenue in Notes 4 and 6 to the consolidated financial statements.
Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements
Management is responsible for the preparation and fair presentation of the Parent Company Only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of Parent Company Only financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the Parent Company Only financial statements, management is also responsible for assessing the ability of Space Shuttle Hi-Tech Co., Ltd. to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless management either intends to liquidate Space Shuttle Hi-Tech Co., Ltd. or to cease operations, or has no realistic alternative but to do so.
Those charged with governance of Space Shuttle Hi-Tech Co., Ltd. (including the Audit Committee) are responsible for overseeing the financial reporting process.
11
Auditors' Responsibilities for the Audit of the Parent Company Only Financial Statements
The purpose of our audit of the parent company only financial statements is to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report. Reasonable assurance is a high level of assurance, but an audit conducted in accordance with auditing standards does not guarantee that it will always detect material misstatements that exist in the parent company only financial statements. Misstatements can arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users made on the basis of the parent company only financial statements.
In conducting our audit in accordance with auditing standards, we exercise professional judgment and maintain professional skepticism. We also perform the following:
-
Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error; design and implement appropriate responses to the assessed risks; and obtain sufficient and appropriate audit evidence as a basis for our audit opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls.
-
Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal controls of Space Shuttle Hi-Tech Co., Ltd.
-
Evaluate the appropriateness of accounting policies used by management, and the reasonableness of accounting estimates and related disclosures made by management.
-
Based on the audit evidence obtained, conclude on the appropriateness of management's use of the going concern basis of accounting, and whether there is a material uncertainty regarding events or circumstances that may cast significant doubt on the ability of Space Shuttle Hi-Tech Co., Ltd. to continue as a going concern. If we conclude that a material uncertainty exists regarding such events or circumstances, we are required to draw attention in our auditors' report to the related disclosures in the parent company only financial statements, or, if such disclosures are inadequate, to modify our audit opinion. Our conclusions are based on audit evidence obtained up to the date of our auditors' report. However, future events or circumstances may cause Space Shuttle Hi-Tech Co., Ltd. to cease to continue as a going concern.
-
Evaluate the overall presentation, structure, and content of the parent company only financial statements (including the related notes), and whether the parent company only financial statements fairly present the related transactions and events.
-
Obtain sufficient and appropriate audit evidence regarding the financial information of the
12
components within the group in order to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision, and performance of the group audit engagement, and are responsible for forming the group audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, and significant audit findings, including any significant deficiencies in internal controls that we identify during our audit.
We also provide those charged with governance with a statement that personnel within our firm subject to independence requirements have complied with the relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine the key audit matters for the audit of the parent company only financial statements of Space Shuttle Hi-Tech Co., Ltd. for the fiscal year 2025. We describe these matters in our auditors' report unless law or regulation precludes public disclosure of the specific 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.
Ernst & Young Global Limited
Authority approval for handling financial reports of publicly traded companies
Approval Document Number for Audit
Certification: Financial Supervisory Commission
Approval No. 1050043324
Financial Supervisory Commission Approval No. 1040030902
Wang, Hsuan-Hsuan
CPA:
Chen, Chih-Chung
March 12, 2026
Space Shuttle Hi-Tech Co., Ltd.
Parent Company Only Balance Sheet
December 31, 2025 and December 31, 2024
Unit: NT$ Thousand
| Assets | December 31, 2025 | December 31, 2024 | ||||
|---|---|---|---|---|---|---|
| Code | Accounting item | Notes | Amount | % | Amount | % |
| Current Assets | ||||||
| 1100 | Cash and cash equivalents | 4 and 6 | $22,305 | 1 | $25,348 | 2 |
| 1136 | Financial assets measured at amortized cost - Current | 4, 6 and 8 | 154,315 | 9 | 157,840 | 12 |
| 1170 | Accounts receivable, net | 4, 5 and 6 | 2,099 | - | 6,536 | - |
| 1200 | Other receivables | 4 | 128 | - | 486 | - |
| 1210 | Other receivables - related parties | 4 and 7 | 106,612 | 6 | 111,667 | 8 |
| 1220 | Current income tax assets | 4 and 5 | 440 | - | 295 | - |
| 130x | Inventories | 4 | - | - | 318 | - |
| 1479 | Other current assets - Others | 2,096 | - | 2,042 | - | |
| 11xx | Total current assets | 287,995 | 16 | 304,532 | 22 | |
| Non-current Assets | ||||||
| Financial assets measured at fair value through other comprehensive income - | ||||||
| 1517 | Non-current | 4, 5 and 6 | 450,625 | 26 | 48,068 | 4 |
| 1550 | Investments accounted for using the equity method | 4 and 6 | 885,758 | 52 | 898,662 | 67 |
| 1600 | Property, plant and equipment | 4, 5, 6 and 8 | 94,676 | 6 | 97,407 | 7 |
| 1780 | Intangible assets | 4 | 26 | - | 59 | - |
| 1900 | Other non-current assets | 5 and 6 | 650 | - | 463 | - |
| 15xx | Total non-current assets | 1,431,735 | 84 | 1,044,659 | 78 | |
| 1xxx | Total assets | $1,719,730 | 100 | $1,349,191 | 100 |
(Please refer to the notes to parent company only financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
14
Space Shuttle Hi-Tech Co., Ltd.
Parent Company Only Balance Sheet (Continued)
December 31, 2025 and December 31, 2024
Unit: NT$ Thousand
| Liabilities and equity | December 31, 2025 | December 31, 2024 | ||||
|---|---|---|---|---|---|---|
| Code | Accounting item | Notes | Amount | % | Amount | % |
| Current liabilities | ||||||
| 2100 | Short-term borrowings | 4, 6 and 8 | $130,000 | 9 | $110,000 | 9 |
| 2130 | Contract liabilities | 4 | 230 | - | 240 | - |
| 2150 | Notes payable | - | - | 60 | - | |
| 2170 | Accounts payable | 2,195 | - | 2,033 | - | |
| 2180 | Accounts payable - related parties | 7 | 677 | - | 1,081 | - |
| 2200 | Other payables | 9,936 | 1 | 8,341 | 1 | |
| 2399 | Other current liabilities - others | 167 | - | 174 | - | |
| 21xx | Total current liabilities | 143,205 | 10 | 121,929 | 10 | |
| 2xxx | Total liabilities | 143,205 | 10 | 121,929 | 10 | |
| 31xx | Equity attributable to owners of parent | |||||
| 3100 | Capital | 6 | ||||
| 3110 | Common stock capital | 1,391,173 | 81 | 1,391,173 | 103 | |
| 3200 | Capital surplus | 6 | 5,109 | - | 5,109 | - |
| 3300 | Retained earnings | 6 | ||||
| 3320 | Special reserve | 2,986 | - | 2,986 | - | |
| 3350 | Deficit to be covered | (228,859) | (14) | (196,393) | (15) | |
| Total retained earnings | (225,873) | (14) | (193,407) | (15) | ||
| 3400 | Other equity | 4 and 6 | 406,116 | 23 | 24,387 | 2 |
| 3xxx | Total equity | 1,576,525 | 90 | 1,227,262 | 90 | |
| Total liabilities and equity | $1,719,730 | 100 | $1,349,191 | 100 |
(Please refer to the notes to parent company only financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
15
Space Shuttle Hi-Tech Co., Ltd.
Parent Company Only Statement of Comprehensive Income
January 1 to December 31, 2025 and 2024
Unit: NT$ Thousand
| Code | Item | Notes | 2025 | 2024 | ||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| 4100 | Net operating revenue | 4 and 6 | $9,611 | 100 | $40,581 | 100 |
| 5000 | Operating costs | 6 and 7 | (8,809) | (92) | (38,243) | (94) |
| 5900 | Gross profit from operations | 802 | 8 | 2,338 | 6 | |
| 5920 | Realized sales profit | - | - | 481 | 1 | |
| Net gross profit from operations | 802 | 8 | 2,819 | 7 | ||
| 6000 | Operating expenses | |||||
| 6100 | Selling expenses | (1,728) | (18) | (1,875) | (5) | |
| 6200 | General and administrative expenses | (37,677) | (392) | (38,838) | (96) | |
| 6450 | Expected credit impairment gain (loss) | 2 | - | (2) | - | |
| Total operating expenses | 4, 5, 6 and 7 | (39,403) | (410) | (40,715) | (101) | |
| 6900 | Operating loss | (38,601) | (402) | (37,896) | (94) | |
| 7000 | Non-operating income and expenses | 4, 6 and 7 | ||||
| 7100 | Interest income | 3,892 | 40 | 5,090 | 13 | |
| 7010 | Other revenue | 2,133 | 22 | 2,452 | 6 | |
| 7020 | Other gains and losses | (4,717) | (49) | 16,338 | 40 | |
| 7050 | Financial costs | (2,575) | (27) | (2,429) | (6) | |
| 7775 | Share of losses of subsidiaries, associates and joint ventures accounted for using the equity method | 7,924 | 82 | (38,404) | (95) | |
| Total non-operating income and expenses | 6,657 | 68 | (16,953) | (42) | ||
| 7900 | Net loss before tax | (31,944) | (334) | (54,849) | (136) | |
| 7950 | Income tax expenses | 4, 5 and 6 | (693) | (7) | (4,647) | (11) |
| 8000 | Loss from continuing operations for the period | (32,637) | (341) | (59,496) | (147) | |
| 8200 | Loss for the period | (32,637) | (341) | (59,496) | (147) | |
| 8300 | Other comprehensive income | 4 and 6 | ||||
| 8310 | Items not to be reclassified to profit or loss | |||||
| 8311 | Gains (losses) on remeasurements of defined benefit plans | 171 | 2 | 620 | 2 | |
| 8316 | Unrealized gain on investments in equity instruments at fair value through other comprehensive income | 402,557 | 4,189 | 11,114 | 27 | |
| 8336 | Unrealized valuation gains (losses) on equity instrument investments measured at fair value through other comprehensive income of subsidiaries, associates and joint ventures | 1,209 | 13 | (8,411) | (21) | |
| 8360 | Items that may be reclassified to profit or loss | |||||
| 8361 | Exchange differences on translation of foreign operations | (22,037) | (229) | 50,606 | 125 | |
| Other comprehensive income for the period (net of tax) | 381,900 | 3,975 | 53,929 | 133 | ||
| 8500 | Total comprehensive income for the period | $349,263 | 3,634 | $(5,567) | (14) | |
| Earnings (loss) per share (NT$) | ||||||
| 9750 | Basic earnings (loss) per share | 6 | $(0.23) | $(0.43) |
(Please refer to the notes to parent company only financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
Space Shuttle Hi-Tech Co., Ltd.
Parent Company Only Statements of Changes in Equity
January 1 to December 31, 2025 and 2024
Unit: NT$ Thousand
| Item | Capital | Capital surplus | Retained earnings | Other Equity Items | Total equity | |||
|---|---|---|---|---|---|---|---|---|
| Special reserve | Deficit to be covered | Exchange differences on translation of foreign operations | Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income | |||||
| Code | 3100 | 3200 | 3320 | 3350 | 3410 | 3420 | 3XXX | |
| A1 | Balance on January 1, 2024 | $1,391,173 | $5,109 | $2,986 | $(137,517) | $(41,913) | $12,991 | $1,232,829 |
| D1 | Net loss for the year 2024 | - | - | - | (59,496) | - | - | (59,496) |
| D3 | Other comprehensive income (loss) for the year 2024 | - | - | - | 620 | 50,606 | 2,703 | 53,929 |
| D5 | Total comprehensive income for the period | - | - | - | (58,876) | 50,606 | 2,703 | (5,567) |
| Z1 | Balance on December 31, 2024 | $1,391,173 | $5,109 | $2,986 | $(196,393) | $8,693 | $15,694 | $1,227,262 |
| A1 | Balance on January 1, 2025 | $1,391,173 | $5,109 | $2,986 | $(196,393) | $8,693 | $15,694 | $1,227,262 |
| D1 | Net loss for the year 2025 | - | - | - | (32,637) | - | - | (32,637) |
| D3 | Other comprehensive income (loss) for the year 2025 | - | - | - | 171 | (22,037) | 403,766 | 381,900 |
| D5 | Total comprehensive income for the period | - | - | - | (32,466) | (22,037) | 403,766 | 349,263 |
| Z1 | Balance on December 31, 2025 | $1,391,173 | $5,109 | $2,986 | $(228,859) | $(13,344) | $419,460 | $1,576,525 |
(Please refer to the notes to parent company only financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
Space Shuttle Hi-Tech Co., Ltd.
Parent Company Only Statement of Cash Flows
January 1 to December 31, 2025 and 2024
Unit: NTS Thousand
| Code | Item | 2025 | 2024 | Code | Item | 2025 | 2024 |
|---|---|---|---|---|---|---|---|
| Amount | Amount | Amount | Amount | ||||
| AAAA | Cash flows from operating activities: | BBBB | Cash flows from investing activities: | ||||
| A10000 | Net loss before income tax for the period | $(31,944) | $(54,849) | B00040 | Acquisitions of financial assets at amortized cost | - | (131,840) |
| A20000 | Adjustments: | B00050 | Disposal of financial assets measured at amortized cost | 3,525 | - | ||
| A20010 | Income and expense items not affecting cash flows: | B02700 | Acquisition of property, plant and equipment | (156) | - | ||
| A20100 | Depreciation expenses | 2,887 | 3,347 | B04300 | Increase in other receivables – related parties | - | (5,530) |
| A20200 | Amortization expenses | 33 | 32 | B04400 | Decrease in other receivables – related parties | 5,055 | - |
| A20300 | Expected credit impairment (gain) loss | (2) | 2 | B06700 | Increase in other non-current assets | (16) | - |
| A20900 | Interest expenses | 2,575 | 2,429 | B06800 | Decrease in other non-current assets | - | 207 |
| A21200 | Interest income | (3,892) | (5,090) | BBBB | Net cash inflow (outflow) from investing activities | 8,408 | (137,163) |
| A21300 | Dividend income | (1,249) | (390) | ||||
| A22400 | Share of profit or loss of subsidiaries, associates and joint ventures accounted for using the equity method and changes in assets/liabilities related to operating activities: | (7,924) | 38,404 | ||||
| A30000 | |||||||
| A31150 | Accounts receivable | 4,439 | (4,361) | CCCC | Cash flows from financing activities: | ||
| A31160 | Accounts receivable - related parties | - | 216,977 | C00100 | Increase in short-term borrowings | 20,000 | - |
| A31180 | Other receivables | (451) | (113) | C00200 | Decrease in short-term borrowings | - | (90,000) |
| A31200 | Inventories | 318 | (318) | C04400 | Others non-current liabilities | - | (800) |
| A31240 | Other current assets | (54) | 2,544 | CCCC | Net cash inflow (outflow) from financing activities | 20,000 | (90,800) |
| A32130 | Notes payable | (60) | (43) | ||||
| A32150 | Accounts payable | 162 | 901 | ||||
| A32160 | Accounts payable - related parties | (404) | (63) | ||||
| A32180 | Other payables | 1,611 | (1,319) | DDDD | Effect of exchange rate changes on cash and cash equivalents | - | - |
| A32210 | Contract liabilities | (10) | 15 | ||||
| A32230 | Others current liabilities | (7) | 13 | ||||
| A33000 | Cash inflow (outflow) generated from operations | (33,972) | 198,118 | ||||
| A33100 | Interest received | 4,701 | 5,090 | EEEE | Decrease in cash and cash equivalents for the period | (3,043) | (27,214) |
| A33200 | Dividends received | 1,249 | 390 | E00100 | Cash and cash equivalents at beginning of period | 25,348 | 52,562 |
| A33300 | Interest paid | (2,591) | (2,468) | E00200 | Cash and cash equivalents at end of period | $22,305 | $25,348 |
| A33500 | Income tax paid during the period | (838) | (381) | ||||
| AAAA | Net Cash inflow (outflow) from operating activities | (31,451) | 200,749 |
(Please refer to the notes to parent company only financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
Attachment IV
Independent Auditor's Report
To Space Shuttle Hi-Tech Co., Ltd.:
Audit Opinion
We have audited the consolidated balance sheets of Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries as of December 31, 2025 and December 31, 2024, and the related 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 December 31, 2024, and the notes to the consolidated financial statements (including a summary of significant accounting policies).
In our opinion, based on the results of our audit, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries as of December 31, 2025 and December 31, 2024, and their consolidated financial performance and consolidated cash flows for the years ended December 31, 2025 and December 31, 2024, in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed and made effective 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 generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We have maintained independence from Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries in accordance with the Certified Public Accountants Code of Professional Ethics, and have fulfilled our other ethical responsibilities in accordance with such Code. Based on the results of our audit, we believe that we have obtained sufficient and appropriate audit evidence 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 the audit of the consolidated financial statements of Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries for 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and in forming our audit opinion thereon, and we do not provide a separate opinion on these matters.
19
20
Revenue Recognition
Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries recognized operating revenue of NT$3,489,466 thousand for 2025, which was primarily derived from the manufacturing and secondary processing of various copper materials, the production and sale of information transmission cables, and the manufacturing and trading of related products. As goods are sold in both domestic and international markets with varying transaction terms, we determined that the identification and determination of performance obligations and the timing of their satisfaction are significant matters, and therefore concluded that this constitutes a key audit matter.
Our audit procedures included, but were not limited to, evaluating the appropriateness of the revenue recognition accounting policies; understanding and testing the design and operating effectiveness of internal controls relevant to the sales cycle; selecting samples to perform transaction detail testing, examining transaction records and verifying key terms in orders or contracts, identifying performance obligations and confirming the timing of their satisfaction; performing cut-off tests for a period before and after the balance sheet date, including obtaining original customer orders or contracts, examining transaction terms and tracing to relevant supporting documents to verify the accuracy of transaction recognition timing and confirm that performance obligations have been genuinely satisfied; and performing analytical procedures such as gross margin analysis and changes in sales amounts for the top ten customers, and reviewing for significant subsequent sales returns and allowances, to confirm the reasonableness of the recognized revenue amounts and timing.
We also considered the appropriateness of the disclosures regarding operating revenue in Notes 4 and 6 to the consolidated financial statements.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed and made effective by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is also responsible for assessing the ability of Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless management either intends to liquidate Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries or to cease operations, or has no realistic alternative but to do so.
Those charged with governance of Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries (including the Audit Committee or Supervisor) are responsible for overseeing the financial reporting
process.
Auditors' Responsibilities for the Audit of the Consolidated Financial Statements
The purpose of our audit of the consolidated financial statements is to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report. Reasonable assurance is a high level of assurance, but an audit conducted in accordance with auditing standards does not guarantee that it will always detect material misstatements that exist in the consolidated financial statements. Misstatements can arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users made on the basis of the consolidated financial statements.
In conducting our audit in accordance with auditing standards, we exercise professional judgment and maintain professional skepticism. We also perform the following:
-
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error; design and implement appropriate responses to the assessed risks; and obtain sufficient and appropriate audit evidence as a basis for our audit opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls.
-
Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal controls of Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries.
-
Evaluate the appropriateness of accounting policies used by management, and the reasonableness of accounting estimates and related disclosures made by management.
-
Based on the audit evidence obtained, conclude on the appropriateness of management's use of the going concern basis of accounting, and whether there is a material uncertainty regarding events or circumstances that may cast significant doubt on the ability of Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries to continue as a going concern. If we conclude that a material uncertainty exists regarding such events or circumstances, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements, or, if such disclosures are inadequate, to modify our audit opinion. Our conclusions are based on audit evidence obtained up to the date of our auditors' report. However, future events or circumstances may cause Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries to cease to continue as a going concern.
-
Evaluate the overall presentation, structure, and content of the consolidated financial statements (including the related notes), and whether the consolidated financial statements fairly present the related transactions and events.
21
- Obtain sufficient and appropriate audit evidence regarding the financial information of the components within the group in order to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit engagement, and are responsible for forming the group audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, and significant audit findings, including any significant deficiencies in internal controls that we identify during our audit.
We also provide those charged with governance with a statement that personnel within our firm subject to independence requirements have complied with the relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine the key audit matters for the audit of the consolidated financial statements of Space Shuttle Hi-Tech Co., Ltd. and its subsidiaries for the fiscal year 2025. We describe these matters in our auditors' report unless law or regulation precludes public disclosure of the specific 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.
Others
Space Shuttle Hi-Tech Co., Ltd. has prepared individual financial reports for 2025 and 2024, which have been audited by us with unmodified opinions and unmodified opinions with an emphasis of matter paragraph, respectively, and are available for reference.
Ernst & Young Global Limited
Authority approval for handling financial reports of publicly traded companies
Approval Document Number for Audit Certification: Financial Supervisory Commission Approval No. 1050043324
Financial Supervisory Commission Approval No. 1040030902
Wang, Hsuan-Hsuan
CPA:
Chen, Chih-Chung
March 12, 2026
Space Shuttle Hi-Tech Co., Ltd. and Its Subsidiaries
Consolidated Balance Sheet
December 31, 2025 and December 31, 2024
Unit: NT$ Thousand
| Assets | December 31, 2025 | December 31, 2024 | ||||
|---|---|---|---|---|---|---|
| Code | Accounting item | Notes | Amount | % | Amount | % |
| Current Assets | ||||||
| 1100 | Cash and cash equivalents | 4 and 6 | $254,932 | 9 | $264,876 | 11 |
| 1136 | Financial assets measured at amortized cost - Current | 4, 6 and 8 | 154,315 | 5 | 158,473 | 7 |
| 1150 | Notes receivable, net | 4, 5 and 6 | 13,694 | - | 15,007 | 1 |
| 1170 | Accounts receivable, net | 4, 5 and 6 | 963,810 | 34 | 1,081,539 | 47 |
| 1200 | Other receivables | 4 | 16,029 | 1 | 17,355 | 1 |
| 1220 | Current income tax assets | 4 and 5 | 440 | - | 295 | - |
| 130x | Inventories | 4, 5 and 6 | 522,549 | 18 | 264,957 | 11 |
| 1479 | Other current assets - Others | 79,823 | 3 | 54,489 | 2 | |
| 11xx | Total current assets | 2,005,592 | 70 | 1,856,991 | 80 | |
| Non-current Assets | ||||||
| 1517 | Financial assets measured at fair value through other comprehensive income - Non-current | 4, 5 and 6 | 509,200 | 18 | 108,035 | 5 |
| 1600 | Property, plant and equipment | 4, 5, 6, 7 and 8 | 210,855 | 7 | 221,116 | 9 |
| 1755 | Right-of-use assets | 4 and 6 | 100,459 | 5 | 113,065 | 5 |
| 1780 | Intangible assets | 4 | 26 | - | 59 | - |
| 1900 | Other non-current assets | 1,757 | - | 12,049 | 1 | |
| 15xx | Total non-current assets | 822,297 | 30 | 454,324 | 20 | |
| 1xxx | Total assets | $2,827,889 | 100 | $2,311,315 | 100 |
(Please refer to the notes to the consolidated financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
23
Space Shuttle Hi-Tech Co., Ltd. and Its Subsidiaries
Consolidated Balance Sheet (Continued)
December 31, 2025 and December 31, 2024
Unit: NT$ Thousand
| Code | Accounting item | Notes | Amount | % | Amount | % |
|---|---|---|---|---|---|---|
| Current liabilities | ||||||
| 2100 | Short-term borrowings | 4, 6 and 8 | $996,239 | 35 | $801,278 | 35 |
| 2130 | Contract liabilities - current | 4 | 333 | - | 342 | - |
| 2150 | Notes payable | - | - | 60 | - | |
| 2170 | Accounts payable | 25,731 | 1 | 18,869 | 1 | |
| 2200 | Other payables | 115,663 | 5 | 134,551 | 6 | |
| 2220 | Other payables - related parties | 7 | 10,547 | - | 11,157 | - |
| 2230 | Current income tax liabilities | 4 and 5 | 2,378 | - | 5,071 | - |
| 2250 | Provisions - current | 4 | - | - | 1,276 | - |
| 2280 | Lease liabilities - current | 4 and 6 | 13,943 | - | 14,429 | 1 |
| 2399 | Other current liabilities - others | 197 | - | 179 | - | |
| 21xx | Total current liabilities | 1,165,031 | 41 | 987,212 | 43 | |
| Non-current liabilities | ||||||
| 2580 | Lease liabilities - non current | 4 and 6 | 85,337 | 3 | 95,598 | 4 |
| 2600 | Others non-current liabilities | 996 | - | 1,243 | - | |
| 25xx | Total non-current liabilities | 86,333 | 3 | 96,841 | 4 | |
| 2xxx | Total liabilities | 1,251,364 | 44 | 1,084,053 | 47 | |
| 31xx | Equity attributable to owners of parent | |||||
| 3100 | Capital | 6 | ||||
| 3110 | Common stock capital | 1,391,173 | 50 | 1,391,173 | 60 | |
| 3200 | Capital surplus | 5,109 | - | 5,109 | - | |
| 3300 | Retained earnings | 6 | ||||
| 3320 | Special reserve | 2,986 | - | 2,986 | - | |
| 3350 | Deficit to be covered | (228,859) | (8) | (196,393) | (8) | |
| Total retained earnings | (225,873) | (8) | (193,407) | (8) | ||
| 3400 | Other equity | 4 and 6 | 406,116 | 14 | 24,387 | 1 |
| 31xx | Equity attributable to owners of parent | 1,576,525 | 56 | 1,227,262 | 53 | |
| 3xxx | Total equity | 1,576,525 | 56 | 1,227,262 | 53 | |
| Total liabilities and equity | $2,827,889 | 100 | $2,311,315 | 100 |
(Please refer to the notes to the consolidated financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
24
Space Shuttle Hi-Tech Co., Ltd. and Its Subsidiaries
Consolidated Statements of Comprehensive Income
January 1 to December 31, 2025 and 2024
Unit: NT$ Thousand
| Code | Item | Notes | 2025 | 2024 | ||
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | |||
| 4000 | Net operating revenue | 4, 6 and 7 | $3,489,466 | 100 | $3,984,935 | 100 |
| 5000 | Operating costs | 6 and 7 | (3,356,748) | (96) | (3,838,956) | (96) |
| 5900 | Gross profit from operations | 132,718 | 4 | 145,979 | 4 | |
| 6000 | Operating expenses | |||||
| 6100 | Selling expenses | (21,585) | (1) | (24,413) | (1) | |
| 6200 | General and administrative expenses | (96,204) | (3) | (149,681) | (4) | |
| 6300 | Research and development expenses | (6,905) | - | (6,595) | - | |
| 6450 | Expected credit impairment gain (loss) | 2,497 | - | 4,769 | - | |
| Total operating expenses | 4, 5, 6 and 7 | (122,197) | (4) | (175,920) | (5) | |
| 6900 | Operating (loss) income | 10,521 | - | (29,941) | (1) | |
| 7000 | Non-operating income and expenses | |||||
| 7100 | Interest income | 6 | 2,689 | - | 4,896 | - |
| 7010 | Other revenue | 4, 6 and 7 | 3,756 | - | 4,761 | - |
| 7020 | Other gains and losses | 6 and 12 | (3,621) | - | 14,185 | - |
| 7050 | Financial costs | 4, 6 and 7 | (35,636) | (1) | (33,658) | (1) |
| Total non-operating income and expenses | (32,812) | (1) | (9,816) | (1) | ||
| 7900 | Net loss before tax | (22,291) | (1) | (39,757) | (1) | |
| 7950 | Income tax expenses | 4, 5 and 6 | (10,346) | - | (19,739) | - |
| 8000 | Loss from continuing operations for the period | (32,637) | (1) | (59,496) | (1) | |
| 8200 | Loss for the period | (32,637) | (1) | (59,496) | (1) | |
| 8300 | Other comprehensive income | 4 and 6 | ||||
| 8310 | Items not to be reclassified to profit or loss | |||||
| 8311 | Gains (losses) on remeasurements of defined benefit plans | 171 | - | 620 | - | |
| 8316 | Unrealized gain on investments in equity instruments at fair value through other comprehensive income | 403,766 | 12 | 2,703 | - | |
| 8360 | Items that may be reclassified to profit or loss | |||||
| 8361 | Exchange differences on translation of foreign operations | (22,037) | (1) | 50,606 | 1 | |
| Other comprehensive income for the period (net of tax) | 381,900 | 11 | 53,929 | 1 | ||
| 8500 | Total comprehensive income for the period | $349,263 | 10 | $(5,567) | - | |
| 8600 | Net loss attributable to: | |||||
| 8610 | Owners of parent | $(32,637) | (1) | $(59,496) | (1) | |
| 8700 | Total comprehensive income attributable to: | |||||
| 8710 | Owners of parent | $349,263 | 10 | $(5,567) | - | |
| Earnings (loss) per share (NT$) | ||||||
| 9750 | Basic earnings (loss) per share | 6 | $(0.23) | $(0.43) |
(Please refer to the notes to the consolidated financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
Space Shuttle Hi-Tech Co., Ltd. and Its Subsidiaries
Consolidated Statements of Changes in Equity
January 1 to December 31, 2025 and 2024
Unit: NT$ Thousand
| Item | Capital | Capital surplus | Retained earnings | Other Equity Items | Total equity | |||
|---|---|---|---|---|---|---|---|---|
| Special reserve | Deficit to be covered | Exchange differences on translation of foreign operations | Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income | |||||
| Code | 3100 | 3200 | 3320 | 3350 | 3410 | 3420 | 3XXX | |
| A1 | Balance on January 1, 2024 | $1,391,173 | $5,109 | $2,986 | $(137,517) | $(41,913) | $12,991 | $1,232,829 |
| D1 | Net loss for the year 2024 | - | - | - | (59,496) | - | - | (59,496) |
| D3 | Other comprehensive income (loss) for the year 2024 | - | - | - | 620 | 50,606 | 2,703 | 53,929 |
| D5 | Total comprehensive income for the period | - | - | - | (58,876) | 50,606 | 2,703 | (5,567) |
| Z1 | Balance on December 31, 2024 | $1,391,173 | $5,109 | $2,986 | $(196,393) | $8,693 | $15,694 | $1,227,262 |
| A1 | Balance on January 1, 2025 | $1,391,173 | $5,109 | $2,986 | $(196,393) | $8,693 | $15,694 | $1,227,262 |
| D1 | Net loss for the year 2025 | - | - | - | (32,637) | - | - | (32,637) |
| D3 | Other comprehensive income (loss) for the year 2025 | - | - | - | 171 | (22,037) | 403,766 | 381,900 |
| D5 | Total comprehensive income for the period | - | - | - | (32,466) | (22,037) | 403,766 | 349,263 |
| Z1 | Balance on December 31, 2025 | $1,391,173 | $5,109 | $2,986 | $(228,859) | $(13,344) | $419,460 | $1,576,525 |
(Please refer to the notes to the consolidated financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
Space Shuttle Hi-Tech Co., Ltd. and Its Subsidiaries
Consolidated Cash Flow Statement
January 1 to December 31, 2025 and 2024
Unit: NT$ Thousand
| Code | Item | 2025 | 2024 | Code | Item | 2025 | 2024 |
|---|---|---|---|---|---|---|---|
| Amount | Amount | Amount | Amount | ||||
| AAAA | Cash flows from operating activities: | BBBB | Cash flows from investing activities: | ||||
| A10000 | Net loss before income tax for the period | $(22,291) | $(39,757) | B00040 | Acquisitions of financial assets at amortized cost | - | (30,925) |
| A20000 | Adjustments: | B00050 | Disposal of financial assets measured at amortized cost | 4,158 | - | ||
| A20010 | Income and expense items not affecting cash flows: | B02700 | Acquisition of property, plant and equipment | (2,780) | (5,128) | ||
| A20100 | Depreciation expenses | 34,958 | 35,714 | B02800 | Proceeds from disposal of property, plant and equipment | 2 | 32 |
| A20200 | Amortization expenses | 33 | 32 | B06700 | Increase in other non-current assets | - | (7,284) |
| A20300 | Expected credit loss benefit | (2,497) | (4,769) | B06800 | Decrease in other non-current assets | 70 | - |
| A20900 | Interest expenses | 35,636 | 33,658 | BBBB | Net cash inflow (outflow) from investing activities | 1,450 | (43,305) |
| A21200 | Interest income | (2,689) | (4,896) | ||||
| A21300 | Dividend income | (1,249) | (390) | ||||
| A22500 | Loss (gain) on disposal of property, plant and equipment | 20 | (17) | CCCC | Cash flows from financing activities: | ||
| A30000 | Net changes in operating assets/liabilities: | C00100 | Increase in short-term borrowings | 1,646,394 | 1,701,187 | ||
| A31130 | Notes receivable | 1,313 | (7,983) | C00200 | Decrease in short-term borrowings | (1,442,489) | (1,635,808) |
| A31150 | Accounts receivable | 97,080 | (175,001) | C04020 | Lease principal repayment | (18,497) | (10,703) |
| A31180 | Other receivables | 1,113 | (806) | C04300 | Others non-current liabilities | (247) | (259) |
| A31200 | Inventories | (257,072) | (78,950) | C05600 | Interest paid | (4,704) | (5,610) |
| A31240 | Other current assets | (25,334) | (28,662) | CCCC | Net cash inflow from financing activities | 180,457 | 48,807 |
| A32130 | Notes payable | (60) | (43) | ||||
| A32150 | Accounts payable | 6,862 | (784) | ||||
| A32180 | Other payables | (8,286) | 61,484 | ||||
| A32210 | Contract liabilities | (9) | 342 | DDDD | Effect of exchange rate changes on cash and cash equivalents | (8,506) | 61,524 |
| A32200 | Provision for liability losses | (1,276) | 1,276 | ||||
| A32230 | Others current liabilities | 18 | (727) | ||||
| A33000 | Cash outflow generated from operations | (143,730) | (210,279) | ||||
| A33100 | Interest received | 2,902 | 5,251 | ||||
| A33200 | Dividends received | 1,249 | 390 | ||||
| A33300 | Interest paid | (30,582) | (27,252) | EEEE | Decrease in cash and cash equivalents for the period | (9,944) | (177,880) |
| A33500 | Income tax paid during the period | (13,184) | (13,016) | E00100 | Cash and cash equivalents at beginning of period | 264,876 | 442,756 |
| AAAA | Net Cash outflow from operating activities | (183,345) | (244,906) | E00200 | Cash and cash equivalents at end of period | $254,932 | $264,876 |
(Please refer to the notes to the consolidated financial statements)
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
Attachment V
Space Shuttle Hi-Tech Co., Ltd.
Aeficit Appropriation Proposal
2025
Unit: NT$
| Unappropriated Retained Earnings at Beginning of Period | (196,393,289) |
|---|---|
| Actuarial (Loss) or Gain on Defined Benefit Plan for the Year | 171,194 |
| Net (Loss) Profit After Tax for the Current Period | (32,636,484) |
| Unappropriated Retained Earnings at Year-End | (228,858,579) |
Chairman: Wang, Hsuan-Hui
General Manager: Wang, Chien-Chen
Head of Accounting: Chen, Yi-Hung
28
Attachment VI
Space Shuttle Hi-Tech Co., Ltd.
List of Director and Independent Director Candidates
| Serial No. | Account No. | Name | ID Number or Unified Business Number | Education | Professional experience (including current position) | Name of Government or Legal Entity Represented | Category of Nominee | Whether Serving as Independent Director for Three Consecutive Terms / Reason |
|---|---|---|---|---|---|---|---|---|
| 1 | 48844 | Wang, Hsuan-Hui | F13024XXXX | Taipei Municipal Muzha Vocational High School | Chairman of Space Shuttle Hi-Tech Co., Ltd. | |||
| Chairman of Space Shuttle (HK) Hi-Fi Wire & Cable Industry Co., Limited | ||||||||
| Chairman of SPACE SHUTTLE HI-TECH CO.,LTD | ||||||||
| Chairman of Dong Guan Hou Jie Xi Tou Space Shuttle Hi-Fi Wire & Cable Co., Ltd. | ||||||||
| Chairman of Dongguan Lucky Fly Conductor Co., Ltd. | ||||||||
| Director of Hoperise Industrial Limited | ||||||||
| Director of Xingyang Hoperise Conductor (Kunshan) Co., Ltd. | ||||||||
| Director of Hoperise Conductor (Dongguan) Company Limited. | ||||||||
| Chairman of Hong Shuay Industrial Co., Ltd. | - | Director | Not applicable | |||||
| 2 | 2630 | Wang, Kun-Tien | A10373XXXX | Department of Electrical Engineering, Chinese Culture University | Chairman of Space Shuttle Hi-Tech Co., Ltd. | |||
| Chairman of Hoperise Industrial Limited | ||||||||
| Chairman of Xingyang Hoperise Conductor (Kunshan) Co., Ltd. | ||||||||
| Chairman of Hoperise Conductor (Dongguan) Company Limited. | ||||||||
| Supervisor of Dongguan Lucky Fly Conductor Co., Ltd. | ||||||||
| Chairman of Hong Shuay Industrial Co., Ltd. | - | Director | Not applicable | |||||
| 3 | 581 | Lo, Chiu-Hsian | F20322XXXX | Taoyuan Yuda High School | Chairman of Space Shuttle Hi-Tech Co., Ltd. | |||
| Supervisor of Hoperise Conductor (Dongguan) Company Limited | - | Director | Not applicable | |||||
| 4 | 16772 | Lee, Tung-Hsing | F12034XXXX | Mechanical Department, Kai-Nan Vocational High School | Chairman of Space Shuttle Hi-Tech Co., Ltd. | |||
| Chairman of Suzhou Chaolong Machinery Co., Ltd. | ||||||||
| Chairman of Chaolong Machinery Co., Ltd. | ||||||||
| Chairman of Yingtan Chaolong Intelligent Technology Co., Ltd. | ||||||||
| Chairman of Hometom Enterprise Co., Ltd. | ||||||||
| Chairman of High Achieve International Limited | ||||||||
| Chairman of Haowei Co., Ltd. | ||||||||
| Chairman of Hometom (Shenzhen) Electronics Co., Ltd. | ||||||||
| Chairman of Hezhou Tongfa Technology Co., Ltd. | ||||||||
| Chairman of Hubei Gaohongtong Electronics Technology Co., Ltd. | ||||||||
| Chairman of Complete Technology Co., Ltd. | ||||||||
| Chairman of Hometom (Suzhou) Electronics Co., Ltd. | ||||||||
| Supervisor of Copartner Tech Corp. | - | Director | Not applicable |
Attachment VI
Space Shuttle Hi-Tech Co., Ltd.
List of Director and Independent Director Candidates
| Serial No. | Account No. | Name | ID Number or Unified Business Number | Education | Professional experience (including current position) | Name of Government or Legal Entity Represented | Category of Nominee | Whether Serving as Independent Director for Three Consecutive Terms / Reason |
|---|---|---|---|---|---|---|---|---|
| 5 | None | Chin, Chih-Yung | F12217XXXX | Master's degree in Accounting from Case Western Reserve University, USA | Independent Director of Space Shuttle Hi-Tech Co., Ltd. | |||
| Director of Leading Change International CPA Firm | ||||||||
| Independent Director of Lumosa Therapeutics Co., LTD. | ||||||||
| Independent Director of Patec Precision Industry Co., Ltd. | ||||||||
| Independent Director of YoungFast Optoelectronics Co., Ltd | ||||||||
| Project Manager of Ernst & Young Global Limited | Not applicable | Independent Director | Yes/Considering that Mr. Chin, Chih-Yung holds a CPA qualification and has work experience in the professional fields of finance and accounting, he is able to provide professional opinions and oversee the operations of the Board of Directors. Therefore, it is proposed to continue nominating him as an Independent Director of the Company in this election. | |||||
| 6 | None | Chuang, Jui-Mei | F22029XXXX | Master of Business Administration, California State University, Dominguez Hills, USA | Supervisor of Caesar Park Hotels & Resorts Co., Ltd. (Representative of a juristic person, representing Ta Ching Construction Co., Ltd.) | |||
| Director of Hung Yuan Construction Co., Ltd. (Representative of a juristic person, representing Shou Cheng Investment Co., Ltd.) | ||||||||
| Chairman of Shou Cheng Investment Co., Ltd. | ||||||||
| Chairman of Chien Ching Investment Co., Ltd. | ||||||||
| Chairman of Chuan Ching Investment Co., Ltd. | ||||||||
| Manager of Business Department, Ta Ching Bills Finance Corporation | ||||||||
| Lecturer at National Open University | Not applicable | Independent Director | No | |||||
| 7 | None | Huang, Tsai-Wei | F22831XXXX | Bachelor of Laws (Financial and Economic Law Division), Department of Law, National Taipei University | Attorney, Tsai and Huang Attorneys-at-Law | Not applicable | Independent Director | No |
Attachment VII
Space Shuttle Hi-Tech Co., Ltd.
Waiver of Non-Competition Restrictions on New Directors
| Category | Name | Current Concurrent Positions |
|---|---|---|
| Director | Wang, Hsuan-Hui | Director of Hoperise Industrial Limited |
| Director of Xingyang Hoperise Conductor (Kunshan) Co., Ltd. | ||
| Director of Hoperise Conductor (Dongguan) Company Limited. | ||
| Chairman of Hong Shuay Industrial Co., Ltd. | ||
| Director | Wang, Kun-Tien | Chairman of Hoperise Industrial Limited |
| Chairman of Xingyang Hoperise Conductor (Kunshan) Co., Ltd. | ||
| Chairman of Hoperise Conductor (Dongguan) Company Limited. | ||
| Director | Lee, Tung-Hsing | Chairman of Suzhou Chaolong Machinery Co., Ltd. |
| Chairman of Chaolong Machinery Co., Ltd. | ||
| Chairman of Yingtan Chaolong Intelligent Technology Co., Ltd. | ||
| Chairman of Hometom Enterprise Co., Ltd. | ||
| Chairman of High Achieve International Limited | ||
| Chairman of Haowei Co., Ltd. | ||
| Chairman of Hometom (Shenzhen) Electronics Co., Ltd. | ||
| Chairman of Hezhou Tongfa Technology Co., Ltd. | ||
| Chairman of Hubei Gaohongtong Electronics Technology Co., Ltd. | ||
| Chairman of Complete Technology Co., Ltd. | ||
| Chairman of Hometom (Suzhou) Electronics Co., Ltd. | ||
| Independent Director | Chin, Chih-Yung | Independent Director of Lumosa Therapeutics Co., LTD. |
| Independent Director of Patec Precision Industry Co., Ltd. | ||
| Independent Director of YoungFast Optoelectronics Co., Ltd | ||
| Independent Director | Chuang, Jui-Mei | Supervisor of Caesar Park Hotels & Resorts Co., Ltd. (Representative of a juristic person, representing Ta Ching Construction Co., Ltd.) |
| Director of Hung Yuan Construction Co., Ltd. (Representative of a juristic person, representing Shou Cheng Investment Co., Ltd.) | ||
| Chairman of Shou Cheng Investment Co., Ltd. | ||
| Chairman of Chien Ching Investment Co., Ltd. | ||
| Chairman of Chuan Ching Investment Co., Ltd. | ||
| Manager of Business Department, Ta Ching Bills Finance Corporation |
Appendix I
Space Shuttle Hi-Tech Co., Ltd.
Director Election Procedures
Article 1 The election of Directors of the Company shall be conducted in accordance with these Procedures, unless otherwise provided by law or the Articles of Association.
Article 2 The election of Directors of the Company shall take into consideration the overall composition of the Board of Directors. The composition of Board of Directors members shall take diversity into consideration, and appropriate diversity policies shall be formulated based on the Company's own operations, business model, and development needs, which should include but not be limited to the following two major dimensions:
- Basic Conditions and Values: Gender, age, nationality, and culture, etc.
- Professional Knowledge and Skills: Professional background (such as legal, accounting, industry, finance, marketing, or technology), professional skills, and industry experience, etc.
Board of Directors members shall generally possess the knowledge, skills, and qualities necessary to perform their duties, and the overall competencies that the Board as a whole should possess are as follows:
- Operational judgment.
- Accounting and financial analysis.
- Business management.
- Crisis management.
- Industry knowledge.
- International market perspective.
- Leadership.
- Decision-making.
More than half of the Directors shall not have a spousal relationship or a kinship relationship within the second degree of kinship with one another.
Article 3 The qualifications of Independent Directors of the Company shall comply with the provisions of Articles 2, 3, and 4 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.
The election of Independent Directors of the Company shall comply with the provisions of Articles 5, 6, and 8 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and shall be conducted in accordance with Article 24 of the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies.
Article 4 The election of Directors of the Company shall be conducted in accordance with the candidate nomination system procedures as stipulated in Article 192-1 of the Company Act.
Article 5 The election of Directors of the Company shall be held at the Shareholders' Meeting and shall adopt the method of cumulative voting by single name. The identification of voters may be represented by the shareholder account number or attendance certificate number printed on the ballot. In the election of Directors of the Company, each share carries the same number of voting rights as the number of Directors to be elected, and votes may be concentrated on one candidate or distributed among several candidates.
Article 6 Directors of the Company shall be elected by the Shareholders' Meeting from among persons with full legal capacity. The voting rights for Independent Directors and
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non-Independent Directors shall be calculated separately in accordance with the number of seats specified in the Articles of Incorporation. Those who obtain a greater number of voting rights represented by ballots received shall be elected as Directors in order. If two or more persons obtain the same number of votes and exceed the prescribed number of seats, the matter shall be decided by lot drawn by those with the same number of votes, and the Chairman shall draw on behalf of any absent persons.
Article 7
Before the commencement of voting, the Chairman shall designate a number of ballot inspectors and vote counters who hold shareholder status to perform their respective duties. The ballot box shall be opened and inspected publicly by the ballot inspectors before voting commences.
Article 8
If the candidate is a shareholder, the voter must fill in the candidate's account name and shareholder account number in the 'Candidate' field of the ballot; if the candidate is not a shareholder, the candidate's name and identification document number shall be filled in. However, when a government or juristic person shareholder is the candidate, the candidate's account name field on the ballot shall be filled in with the name of such government or juristic person, and may also include the name of its representative; if there are multiple representatives, the name of each representative shall be added separately.
Article 9
A ballot shall be invalid under any of the following circumstances:
1. A ballot not prepared by the Board of Directors is used.
2. Blank ballots cast into the ballot box.
3. Ballots with illegible handwriting or alterations.
4. If the candidate listed is a shareholder, the account name or shareholder account number does not match the shareholder register; if the candidate listed is not a shareholder, the name or identification document number does not match.
5. Ballots containing any text other than the candidate's account name [name] or shareholder account number [identification document number] and the allocated number of voting rights.
6. The name of the listed candidate is identical to that of another shareholder, and no shareholder account number or identification document number is provided for identification.
Article 10
After voting is completed, the ballots shall be counted on the spot. The counting results shall be announced on the spot by the chairperson, including the list of elected Directors and their respective elected vote counts.
The ballots for the election matters mentioned in the preceding paragraph shall be sealed and signed by the ballot supervisors, properly kept, and preserved for at least one year. However, if a shareholder files a lawsuit in accordance with Article 189 of the Company Act, the recordings shall be preserved until the conclusion of the lawsuit.
Article 11
The Company's Board of Directors shall separately send election notification letters to the elected Directors.
Article 12
These Procedures shall come into effect upon approval by the Shareholders' Meeting, and the same shall apply when amendments are made.
Article 13
The 1st amendment was made on June 14, 2002.
The 2nd amendment was made on June 13, 2016.
The 3rd amendment was made on June 30, 2020.
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Appendix II
Space Shuttle Hi-Tech Co., Ltd.
Rules of Procedure for Shareholders' Meetings
Article 1 To establish a sound governance system for the Company's Shareholders' Meetings, strengthen supervisory functions, and enhance management capabilities, these Rules are established in accordance with Article 5 of the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies.
Article 2 The rules of procedure for the Company's Shareholders' Meetings shall be conducted in accordance with these Rules, except as otherwise provided by laws, regulations, or the Articles of Incorporation.
Article 3 The Company's Shareholders' Meetings shall be convened by the Board of Directors, unless otherwise stipulated by laws and regulations.
Any change in the method of convening the Company's Shareholders' Meeting shall be resolved by the Board of Directors and made no later than before the meeting notice is dispatched.
The Company shall, thirty days prior to a Annual Shareholders' Meeting or fifteen days prior to a special Shareholders' Meeting, prepare electronic files containing the meeting notice, proxy forms, and explanatory materials relating to proposals for ratification, matters for deliberation, election or dismissal of Directors, and upload them to the Market Observation Post System. And at least twenty-one days prior to a Annual Shareholders' Meeting or fifteen days prior to a special Shareholders' Meeting, the Company shall prepare electronic files of the Annual Shareholders' Meeting handbook and supplementary materials and upload them to the Market Observation Post System. However, if the Company's paid-in capital reaches or exceeds NT$10 billion as of the last day of the most recent fiscal year, or if the total shareholding of foreign investors and PRC investors recorded in the shareholders' register reaches or exceeds 30% during the most recent regular Shareholders' Meeting, the transmission of the aforementioned electronic files shall be completed thirty days prior to the Annual Shareholders' Meeting. At least fifteen days prior to the Shareholders' Meeting, the Shareholders' Meeting handbook and supplementary materials shall be prepared and made available for shareholders to review at any time, and shall be displayed at the Company and the professional shareholder services agent designated by the Company.
The handbook and supplementary materials for the meeting mentioned in the preceding paragraph shall be made available to shareholders for reference on the day of the Shareholders' Meeting in the following ways:
- When holding a physical Shareholders' Meeting, ballots shall be distributed at the Shareholders' Meeting venue.
- When a video-assisted shareholders' meeting is held, it shall be released on the spot at the shareholders meeting and sent to the video conference platform in electronic form.
- When holding a virtual Shareholders' Meeting, ballots shall be transmitted as electronic files to the video conferencing platform.
The notice and announcement shall specify the reasons for convening the meeting; if the recipient consents, the notice may be given electronically. Election or dismissal of Directors, amendments to the Articles of Incorporation, reduction of capital, application for the cessation of public offering, approval of Directors' competing activities, capitalization of earnings, capitalization of capital reserves, dissolution of the Company, merger, demerger, or any matters set forth in Paragraph 1 of Article 185 of the Company Act shall be itemized in the reasons for convening the meeting and the essential contents shall be explained. Such matters cannot be proposed as extraordinary motions; the essential contents may be posted on the website
34
designated by the securities authority or the Company, and the website address shall be included in the notice.
If the reasons for convening the Shareholders' Meeting specify the complete re-election of Directors and the date of their assumption of office, after the re-election is completed at the meeting, the date of assumption of office cannot be changed by extraordinary motions or by any other means at the same meeting.
Shareholders holding at least one percent of the total number of issued shares may submit one proposal to the Company for discussion at a Annual Shareholders' Meeting. If a proposal contains more than one item, none of the items will be included in the agenda. However, if the shareholder's proposal is a recommendation for the Company to enhance public interest or fulfill its social responsibilities, the Board of Directors may still include it in the agenda. In addition, if the shareholder's proposal falls under any of the circumstances specified in Paragraph 4 of Article 172-1 of the Company Act, the Board of Directors may exclude it from the agenda.
The Company shall, prior to the book closure date for the Annual Shareholders' Meeting, announce to the public the acceptance of shareholder proposals, the methods of acceptance, the place of acceptance, and the period for acceptance; the period for acceptance shall not be less than ten days.
Shareholder proposals shall be limited to three hundred words; proposals exceeding three hundred words will not be included in the agenda. The proposing shareholder shall attend the Annual Shareholders' Meeting in person or by proxy and participate in the discussion of the proposal.
The Company shall, prior to the date of sending the notice of the Shareholders' Meeting, notify the proposing shareholders of the results of processing their proposals and list proposals that comply with the provisions of this Article in the meeting notice. For shareholder proposals not included in the agenda, the Board of Directors shall explain the reasons for their exclusion at the Shareholders' Meeting.
Article 4 Shareholders may appoint a proxy to attend each Shareholders' Meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization. A shareholder may issue only one proxy form and appoint only one proxy for each Shareholders' Meeting, and shall deliver the proxy form to the Company five days prior to the meeting date. When duplicate proxy forms are received, the one received earliest shall prevail. However, this restriction does not apply if a shareholder has declared the revocation of a previous proxy appointment. After delivering the proxy form to the Company, if a shareholder wishes to attend the Shareholders' Meeting in person or exercise voting rights in writing or by electronic means, the shareholder shall notify the Company in writing to revoke the proxy appointment at least two days prior to the meeting date. If the revocation is made after this deadline, the voting rights exercised by the proxy shall prevail. After delivering the proxy form to the Company, if a shareholder wishes to attend the Shareholders' Meeting by video conference, the shareholder shall notify the Company in writing to revoke the proxy appointment at least two days prior to the meeting date. If the revocation is made after this deadline, the voting rights exercised by the proxy shall prevail.
Article 5 The venue for the Shareholders' Meeting shall be either at the Company's location or at a place that is convenient for shareholders to attend and suitable for holding the meeting. The meeting shall not begin earlier than 9:00 a.m. or later than 3:00 p.m.
When the Company convenes a Shareholders' Meeting by video conference, it is not subject to the restriction on meeting venue mentioned in the preceding paragraph.
Article 6 The Company shall specify in the meeting notice the time and venue for shareholder, solicitor, and proxy (hereinafter collectively referred to as shareholders) registration, as well as other important matters to note.
35
The registration time for shareholders mentioned in the preceding paragraph shall begin at least thirty minutes before the meeting starts; the registration desk shall be clearly marked and staffed with adequate and competent personnel. For Shareholders' Meetings conducted by video conference, registration shall be accepted on the video conference platform thirty minutes before the meeting begins. Shareholders who have completed registration are considered to be attending the Shareholders' Meeting in person.
Shareholders shall attend the Shareholders' Meeting by presenting their attendance card, sign-in card, or other attendance credentials. The Company shall not arbitrarily require shareholders to provide additional identification documents beyond those used for attendance verification. Solicitors of proxy forms shall also bring personal identification documents for verification purposes.
The Company shall provide an attendance book for attending shareholders to sign in, or attending shareholders may submit a sign-in card in lieu of signing in.
The Company shall provide attending shareholders with the meeting handbook, annual report, attendance card, speaker's slip, voting ballot, and other meeting materials. Separate ballots shall also be provided if there is an election of Directors.
When the government or a legal entity is a shareholder, more than one representative may be appointed to attend the Shareholders' Meeting. When a legal entity is entrusted to attend the Shareholders' Meeting, it may appoint only one representative to attend.
When a Shareholders' Meeting is held by video conference, shareholders wishing to attend by video means shall register with the Company two days prior to the meeting. When a Shareholders' Meeting is held by video conference, the Company shall upload the meeting handbook, annual report, and other relevant materials to the video conference platform at least thirty minutes before the meeting begins, and these materials shall remain disclosed until the end of the meeting.
Article 6-1 When the Company convenes a video conference Shareholders' Meeting, the following matters shall be specified in the meeting notice:
- Methods for shareholders to participate in the video conference and exercise their rights.
- The handling procedures for situations where the video conference platform or video participation is disrupted due to natural disasters, incidents, or other force majeure events, including at least the following matters:
(1) The time when the meeting must be postponed or continued if the aforementioned disruption persists and cannot be resolved, and the date if the meeting needs to be postponed or continued.
(2) Shareholders who have not registered to participate in the original Shareholders' Meeting by video means may not participate in the postponed or continued meeting.
(3) When convening a Shareholders' Meeting with video assistance, if the video conference cannot be continued, and after deducting the attendance number of shareholders participating by video means, the total number of shares present still reaches the statutory quorum for the Shareholders' Meeting, the meeting shall continue. The attendance number of shareholders participating by video means shall be counted in the total number of shareholders' shares present, and such shareholders shall be deemed to have abstained from voting on all proposals of the meeting.
(4) The handling procedures for situations where all proposal results have been announced without proceeding to extraordinary motions. - When convening a video Shareholders' Meeting, appropriate alternative measures provided for shareholders who have difficulties participating in the Shareholders'
36
37
Meeting by video means should also be specified.
Article 7
If the Shareholders' Meeting is convened by the Board of Directors, the Chairman shall serve as the chairperson. If the Chairman is on leave or unable to exercise authority for any reason, the Chairman shall designate one director to act on behalf. If the Chairman does not designate a proxy, the directors shall select one person from among themselves to serve as the proxy.
In the preceding paragraph, if the chairperson is represented by a director, the director shall have served for at least six months and understand the company's financial and business conditions. The same applies if the chairperson is the representative of a corporate director.
For Shareholders' Meetings convened by the Board of Directors, the Chairman should personally preside over the meeting, and it is advisable to have more than half of the directors and the Audit Committee Convener personally attend. Their attendance should be recorded in the minutes of the Shareholders' Meeting.
If the Shareholders' Meeting is convened by a person with convening rights other than the Board of Directors, that person shall serve as the chairperson. If there are two or more conveners, they shall select one person from among themselves to serve as the chairperson.
The Company may appoint its designated attorneys, accountants, or related personnel to attend the Shareholders' Meeting.
Article 8
The Company shall begin audio and video recording of the shareholder registration process, the meeting proceedings, and the voting and vote counting process continuously and without interruption from the time of shareholder registration.
The aforementioned audio and video recordings shall be preserved for at least one year. However, if a shareholder files a lawsuit in accordance with Article 189 of the Company Act, the recordings shall be preserved until the conclusion of the lawsuit.
For Shareholders' Meetings held via video conference, the Company shall record and preserve the data of shareholders' registration, sign-in, attendance, questions, voting, and the Company's vote counting results, and shall continuously make an uninterrupted audio and video recording of the entire video conference.
The aforementioned data and audio-video recordings shall be properly preserved by the Company throughout its existence, and the audio-video recordings shall be provided to the party entrusted with handling video conference affairs for preservation.
Article 9
Attendance at the Shareholders' Meeting shall be calculated based on shares. The number of shares present shall be calculated based on the attendance book or the sign-in cards submitted, plus the number of shareholders who have signed in on the video conference platform, and the number of shares for which voting rights are exercised by correspondence or electronic means.
When the meeting time has arrived, the chairperson shall immediately announce the commencement of the meeting. However, if shareholders representing less than half of the total number of issued shares are present, the chairperson may announce a postponement of the meeting. The number of such postponements shall be limited to two, and the total time of postponement shall not exceed one hour. If the attendance remains insufficient to represent at least one-third of the total issued shares after two postponements, the chairperson shall announce the meeting adjourned. For Shareholders' Meetings held via video conference, the Company shall also announce the adjournment on the video conference platform for the Shareholders' Meeting.
If, after two postponements as mentioned in the preceding paragraph, the attendance is still insufficient but shareholders representing at least one-third of the total issued shares are present, a tentative resolution may be passed in accordance with Article 175, Paragraph 1 of the Company Act. All shareholders shall be notified of the
tentative resolution, and another Shareholders' Meeting shall be convened within one month. For Shareholders' Meetings held via video conference, shareholders who wish to attend via video conference shall re-register with the Company in accordance with Article 6.
Before the conclusion of the current meeting, if the number of shares represented by the shareholders present reaches a majority of the total issued shares, the chairperson may submit the tentative resolution for a revote by the Shareholders' Meeting in accordance with Article 174 of the Company Act.
Article 10
If the Shareholders' Meeting is convened by the Board of Directors, the meeting agenda shall be set by the Board of Directors. The meeting shall proceed according to the scheduled agenda and may not be changed without a resolution of the Shareholders' Meeting.
If the Shareholders' Meeting is convened by a person with convening rights other than the Board of Directors, the provisions of the preceding paragraph shall apply mutatis mutandis.
The agenda scheduled in the preceding two paragraphs shall not be concluded (including extraordinary motions) by the chairperson announcing the adjournment of the meeting without a resolution. If the chairperson violates the rules of procedure and announces the adjournment of the meeting, other members of the Board of Directors shall promptly assist the shareholders present to follow legal procedures, and with the consent of a majority of the voting rights of the shareholders present, elect one person to serve as chairperson to continue the meeting.
The chairperson shall provide sufficient opportunity for explanation and discussion of proposals and amendments or extraordinary motions put forward by the shareholders. When the chairperson considers that a proposal has been sufficiently discussed to the extent of putting it to a vote, the chairperson may announce the discussion closed and call for a vote.
Article 11
Before speaking, shareholders who wish to speak must fill out a statement slip indicating the summary of their speech, their shareholder account number (or attendance card number), and account name. The chairperson shall determine the order of speaking.
A shareholder who has submitted a statement slip but does not speak shall be deemed not to have spoken. If the content of the speech differs from what is recorded on the statement slip, the actual content of the speech shall prevail.
When a shareholder is speaking, other shareholders may not interrupt the speech unless they have obtained the consent of the chairperson and the shareholder who is speaking. The chairperson shall stop any violations.
For the same proposal, each shareholder may not speak more than twice without the consent of the chairperson, and each speech may not exceed five minutes. If a shareholder's speech violates regulations or exceeds the scope of the topic, the chairperson may stop the speech.
When a corporate shareholder designates two or more representatives to attend the shareholders' meeting, only one representative may be selected to speak on the same proposal.
After a shareholder has spoken, the chairperson may personally respond or designate relevant personnel to respond.
For a shareholders' meeting that is held as a video conference, shareholders participating by video may submit questions in text form on the shareholders' meeting video conference platform from the time the chairperson announces the commencement of the meeting until the announcement of the adjournment. For each proposal, the number of questions may not exceed twice, and each question is limited to 200 characters. The provisions of paragraphs 1 to 5 shall not apply.
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Article 12 Voting at shareholders' meetings shall be calculated based on the number of shares.
The resolutions of the shareholders' meeting, excluding the number of shares of shareholders with no voting rights, shall not be counted in the total number of issued shares.
When a shareholder has a personal interest in a matter at the meeting that may be detrimental to the Company's interests, they shall not participate in voting and shall not exercise voting rights on behalf of other shareholders.
The number of shares for which voting rights may not be exercised under the preceding paragraph shall not be counted in the voting rights of shareholders present at the meeting.
Except for trust enterprises or stock affairs agencies approved by the securities regulatory authority, when one person is entrusted by two or more shareholders at the same time, the voting rights represented by the proxy shall not exceed three percent of the total voting rights of the total issued shares. Any excess voting rights shall not be counted.
Article 13 Each shareholder shall have one voting right per share; however, this shall not apply to shares with restrictions or without voting rights as listed in Article 179, Paragraph 2 of the Company Act.
When the Company convenes a shareholders' meeting, it shall adopt electronic means and may adopt written means for shareholders to exercise their voting rights; when exercising voting rights in writing or by electronic means, the method of exercise shall be specified in the shareholders' meeting notice. Shareholders who exercise their voting rights in writing or by electronic means shall be deemed to have attended the shareholders' meeting in person. However, with respect to extraordinary motions and amendments to the original proposals at that shareholders' meeting, they shall be deemed to have abstained. Therefore, the Company should avoid proposing extraordinary motions and amendments to the original proposals.
The intention of those who exercise their voting rights in writing or by electronic means as mentioned in the preceding paragraph shall be delivered to the Company two days prior to the date of the shareholders' meeting. When there are duplicate expressions of intention, the one received first shall prevail. However, this restriction shall not apply to those who declare to revoke their previous expressions of intention. After a shareholder has exercised voting rights by correspondence or electronic means, if they wish to attend the shareholders' meeting in person or by video conferencing, they shall revoke the expression of intention to exercise voting rights mentioned in the preceding paragraph by the same means by which they exercised their voting rights, two days before the meeting date. If the revocation is made after the deadline, the voting rights exercised in writing or by electronic means shall prevail. If a shareholder exercises voting rights in writing or by electronic means and also appoints a proxy to attend the shareholders' meeting, the voting rights exercised by the appointed proxy shall prevail.
Resolutions shall be adopted by a majority of votes of the attending shareholders, unless otherwise provided for in the Company Act or the Articles of Incorporation of the Company. When voting, the chairperson or their designee shall announce the total voting rights of the attending shareholders for each proposal, after which shareholders shall vote on each proposal. On the day of the shareholders' meeting, the results of shareholders' approval, disapproval, or abstention shall be entered into the Market Observation Post System.
When there are amendments or alternative proposals to the same agenda item, the chairperson shall determine the order of voting together with the original proposal. If one of the proposals is passed, the other proposals shall be deemed rejected and no further voting shall be required.
39
The personnel responsible for monitoring and counting the votes shall be appointed by the chairperson, but the vote monitoring personnel must have shareholder status.
The counting of votes for resolutions or election proposals at shareholders' meetings shall be conducted in an open area within the meeting venue, and the voting results, including the statistical tallies of votes, shall be announced on the spot after the counting is completed, and records shall be made.
When the Company holds a virtual shareholders' meeting, shareholders participating via video conference shall vote on various proposals and election matters through the video conference platform after the chairperson announces the commencement of the meeting, and shall complete voting before the chairperson announces the end of voting period. Those who vote after the deadline will be deemed to have abstained.
In the case of a shareholders' meeting held via video conference, a one-time vote counting shall be conducted after the chairperson announces the end of voting, and the voting and election results shall be announced.
When the Company holds a video-assisted shareholders' meeting, shareholders who have registered to attend the shareholders' meeting via video conference in accordance with Article 6 and wish to attend the physical shareholders' meeting in person, shall cancel their registration in the same manner as registration two days before the shareholders' meeting; those who cancel after the deadline may only attend the shareholders' meeting via video conference.
Shareholders who have exercised their voting rights in writing or by electronic means without revoking their declaration of intent and participate in the shareholders' meeting via video conference, shall not exercise their voting rights on the original proposals, make amendments to the original proposals, or exercise voting rights on amendments to the original proposals, except for extraordinary motions.
Article 14
When there is an election of directors at a shareholders' meeting, it shall be conducted in accordance with the relevant election regulations established by the Company, and the election results shall be announced on the spot, including the list of elected directors and their election votes.
The ballots for the election matters mentioned in the preceding paragraph shall be sealed and signed by the ballot supervisors, properly kept, and preserved for at least one year. However, if a shareholder files a lawsuit in accordance with Article 189 of the Company Act, the recordings shall be preserved until the conclusion of the lawsuit.
Article 15
The resolutions of the Shareholders' Meeting shall be recorded in the minutes, which shall be signed or sealed by the chairperson, and distributed to all shareholders within twenty days after the meeting. The preparation and distribution of the minutes may be conducted by electronic means.
The distribution of the minutes mentioned in the preceding paragraph may be conducted by the Company through announcement on the Market Observation Post System.
The minutes shall accurately record the year, month, day, venue, chairperson's name, method of resolution, summary of the proceedings, and voting results (including the number of votes counted). When there is an election of directors, the number of votes received by each candidate shall be disclosed. The minutes shall be permanently preserved during the existence of the Company.
In the case of a shareholders' meeting held by video conference, the minutes, in addition to recording the matters specified in the preceding paragraph, shall also record the start and end times of the meeting, the method of convening the meeting, the names of the chairperson and the recorder, and the handling method and handling situation when the video conference platform or video participation is affected by natural disasters, incidents, or other force majeure events.
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Article 16
When the Company convenes a video conference shareholders' meeting, in addition to complying with the provisions of the preceding paragraph, the minutes shall also record the alternative measures provided to shareholders who have difficulties participating in the shareholders' meeting by video conference.
The number of shares solicited by solicitors, the number of shares represented by proxy agents, and the number of shares represented by shareholders attending in writing or by electronic means, shall be compiled by the Company on the day of the shareholders' meeting in the format prescribed by regulations, and shall be clearly displayed at the venue of the shareholders' meeting. When a shareholders' meeting is held by video conference, the Company shall upload the aforementioned information to the video conference platform of the shareholders' meeting at least thirty minutes before the meeting begins and continue to disclose it until the end of the meeting.
When the Company convenes a video conference shareholders' meeting, at the time of announcing the start of the meeting, the total number of shares held by attending shareholders shall be disclosed on the video conference platform. The same shall apply if the total number of shares and voting rights of the attending shareholders are tallied during the meeting.
If the resolutions of the shareholders' meeting include matters that qualify as material information under relevant laws or Taiwan Stock Exchange Corporation regulations, the Company shall transmit the content to the Market Observation Post System within the prescribed time period.
Article 17
Staff handling administrative affairs at the shareholders' meeting should wear identification cards or armbands.
The chairperson may direct inspectors or security personnel to assist in maintaining order at the meeting venue. When inspectors or security personnel are present to assist in maintaining order, they should wear armbands or identification cards labeled "Inspector".
When amplification equipment is available at the meeting venue, if a shareholder attempts to speak using equipment not provided by the Company, the chairperson may stop them. If a shareholder violates the rules of procedure, refuses to comply with the chairperson's correction, obstructs the progress of the meeting, and fails to stop after being ordered to do so, the chairperson may direct inspectors or security personnel to ask them to leave the meeting venue.
Article 18
During the meeting, the chairperson may announce a break at their discretion. In the event of force majeure, the chairperson may rule to temporarily suspend the meeting and announce the time to resume the meeting depending on the circumstances.
If, before the completion of the meeting agenda (including extraordinary Motions), the meeting venue becomes unavailable for continued use, the shareholders' meeting may resolve to find another venue to continue the meeting.
The shareholders' meeting may resolve to postpone or continue the meeting within five days in accordance with Article 182 of the Company Act.
Article 19
If the shareholders' meeting is convened via video conference, the Company shall immediately disclose the voting results and election results of each proposal in accordance with regulations on the shareholders' meeting video conference platform after the voting ends, and shall continue to disclose for at least fifteen minutes after the chairperson announces the adjournment of the meeting.
Article 20
When the Company convenes a video conference shareholders' meeting, the chairperson and the minutes recorder shall be at the same location within the country, and the chairperson shall announce the address of such location at the beginning of the meeting.
Article 21
If a shareholders' meeting is being held via video conference and, before the chairperson announces the adjournment of the meeting, the video conference
platform or video participation is disrupted due to natural disasters, incidents, or other force majeure events for more than thirty consecutive minutes, the meeting shall be postponed or continued within five days, and the provisions of Article 182 of the Company Act shall not apply.
In the event of postponement or continuation of the meeting as mentioned in the preceding paragraph, shareholders who have not registered to participate in the original shareholders' meeting via video conference shall not be allowed to participate in the postponed or continued meeting.
According to the provisions in Paragraph 1, for shareholders who have registered to participate in the original shareholders' meeting via video conference and completed the check-in process, but do not participate in the postponed or continued meeting, their attendance shares, voting rights exercised, and election rights exercised at the original shareholders' meeting shall be counted towards the total number of shares, voting rights, and election rights of shareholders present at the postponed or continued meeting.
When a shareholders' meeting is postponed or continued in accordance with the provisions of Paragraph 1, there shall be no further discussion or resolution on proposals for which voting and counting have been completed, and for which the voting results or the list of elected directors has been announced.
If the Company convenes a video-assisted shareholders' meeting and encounters a situation where the video conference cannot continue as described in Paragraph 1, the meeting shall proceed without the need for postponement or continuation in accordance with Paragraph 1 if the total number of shares present, after deducting the attendance shares of shareholders participating via video conference, still meets the legal quorum required for the shareholders' meeting.
In the event that the meeting should continue as described in the preceding paragraph, the attendance shares of shareholders participating via video conference shall be counted towards the total number of shares present at the meeting; however, such shareholders shall be deemed to have abstained from voting on all proposals at that shareholders' meeting.
When the Company postpones or continues a meeting in accordance with Paragraph 1, it shall conduct the relevant preliminary preparations according to the original shareholders' meeting date and in compliance with the provisions listed in Paragraph 7, Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies.
For the periods specified in the latter part of Article 12 and Article 13, Paragraph 3 of the Rules Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies, and Article 44-5, Paragraph 2, Article 44-15, and Article 44-17, Paragraph 1 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall comply with the date of the shareholders' meeting that is postponed or continued in accordance with Paragraph 1.
Article 22 When the Company convenes a video shareholders' meeting, it shall provide appropriate alternative measures for shareholders who have difficulty participating in the shareholders' meeting via video conference.
Article 23 These Rules shall be implemented after being approved by the shareholders' meeting; the same applies when the Rules are amended.
Article 24 These Rules were established on June 14, 2002.
The 1st amendment was made on June 2, 2015.
The 2nd amendment was made on June 30, 2020.
The 3rd amendment was made on June 24, 2022.
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Appendix III
Space Shuttle Hi-Tech Co., Ltd.
Articles of Association
Chapter 1 General Provisions
Article 1: The Company is organized in accordance with the Company Act and is named Space Shuttle Hi-Tech Co., Ltd.
Article 2: The business scope of the Company is as follows:
- CC01080 Electronic Components Manufacturing Industry
- CC01050 Data Storage and Processing Equipment Manufacturing Industry
- CC01060 Wired Communication Mechanical Equipment Manufacturing Industry
- CC01020 Wire and Cable Manufacturing Industry
- CB01010 Machinery Equipment Manufacturing Industry
- CB01020 Office Machinery Manufacturing Industry
- CA01130 Secondary Copper Processing Industry
- F113020 Electrical Appliance Wholesale Industry
- F113030 Precision Instrument Wholesale Industry
- F118010 Information Software Wholesale Industry
- F119010 Electronic Materials Wholesale Industry
- F213010 Electrical Appliance Retail Industry
- F213040 Precision Instrument Retail Industry
- F218010 Information Software Retail Industry
- F219010 Electronic Materials Retail Industry
- F401030 Manufacturing Export Industry
- I301010 Information Software Service Industry
- I301030 Electronic Information Supply Service Industry
- ZZ99999 Except for licensed businesses, businesses that are not prohibited or restricted by law may be operated
Article 2-1: The Company may, for business needs, reinvest in other businesses, and the total investment amount is not subject to the restriction of 40% of the paid-up capital. The Board of Directors is fully authorized to handle matters related to reinvestment.
Article 2-2: The Company may provide endorsements/guarantees to external parties for business needs. Such operations shall be handled in accordance with the Company's Operational Procedures for Endorsements/Guarantees.
Article 3: The Company establishes its head office in Hsinchu County. When necessary, branch offices may be established domestically and overseas upon resolution by the Board of Directors.
Article 4: (Deleted)
Chapter 2 Shares
Article 5: The total capital of the Company is set at NT$4.2 billion, divided into 420 million shares, with a par value of NT$10 per share. The unissued shares are authorized to be issued by the Board of Directors in installments as required by the Company's business needs.
Within the total number of shares mentioned in the preceding paragraph, 10,000,000 shares are reserved for the issuance of employee stock options, special shares with warrants, or corporate bonds with warrants. The Board of Directors is authorized to issue these in installments in accordance with the Company Act and relevant regulations. If the Company intends to issue employee stock options at a subscription price lower than the market price, it shall be issued only after a resolution has been adopted by the shareholders' meeting in accordance with relevant laws and
regulations.
The Company's treasury shares may be transferred to employees at a price lower than the actual average price of the repurchased shares, but this must be done in accordance with relevant laws and regulations and with the approval of the shareholders' meeting.
The Company's treasury shares, employee stock options, new shares issued through cash capital increase, and restricted stock awards may be transferred or granted to employees of controlling or subsidiary companies who meet certain conditions. The Board of Directors is authorized to establish these conditions.
Article 6: The Company's shareholder services shall be handled in accordance with the "Regulations Governing the Administration of Shareholder Services of Public Companies," except as otherwise provided by laws and securities regulations.
Article 7: All shares of the Company shall be registered. They shall be signed or sealed by the Director representing the Company and authenticated by a bank authorized by law to act as a share certificate certifier before issuance. The shares issued by the Company may be exempted from printing share certificates, but should be registered with a centralized securities depository enterprise.
Article 8: The share transfer registration shall be suspended for a period of sixty days prior to each Annual shareholders' meeting, for a period of thirty days prior to each special shareholders' meeting, or for a period of five days prior to the record date for the distribution of dividends, bonuses, or other benefits.
Chapter 3 Shareholders' Meeting
Article 9: The Shareholders' Meetings of the Company are divided into two types: regular meetings and special meetings. The regular meeting shall be convened once a year within six months after the end of each fiscal year, with notice given to all shareholders thirty days in advance. Special meetings shall be convened when necessary, with notice given to all shareholders fifteen days in advance.
The notice mentioned in the preceding paragraph shall specify the date, venue, and reasons for convening the meeting.
Unless otherwise provided by the Company Act, Shareholders' Meetings shall be convened by the Board of Directors.
When holding a Shareholders' Meeting, the Company may conduct it via video conference or other methods announced by the central competent authority.
Article 9-1: Unless otherwise provided by the Company Act, the Chairman shall preside over the Shareholders' Meeting. When the Chairman is on leave or unable to exercise his powers for any reason, the Chairman shall appoint one of the directors to act on his behalf. If the Chairman does not appoint a proxy, the directors shall elect one from among themselves to act on his behalf. When a Shareholders' Meeting is convened by a person with convening right other than the Board of Directors, such convener shall serve as the chairperson. If there are two or more conveners, they shall select one person from among themselves to serve as the chairperson. The meetings of the Shareholders' Meeting shall be conducted in accordance with the Company's Rules of Procedure.
Article 10: When a shareholder is unable to attend the Shareholders' Meeting for any reason, they may issue a proxy form provided by the Company, stating the scope of authorization, to appoint a proxy to attend on their behalf. However, when one person is simultaneously appointed as a proxy by two or more shareholders, the voting rights represented by that proxy shall not exceed three percent of the total voting rights of the issued shares. Any excess voting rights shall not be counted.
The procedures for shareholders appointing proxies to attend meetings shall, unless otherwise provided by the Company Act, be handled in accordance with the
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"Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies" promulgated by the competent authority.
Article 11: Each share of the Company carries one voting right. However, this shall not apply to shares with restricted rights or shares with no voting rights as specified in Paragraph 2 of Article 179 of the Company Act.
Article 12: Resolutions of the Shareholders' Meeting shall, unless otherwise provided by the Company Act, be adopted by a majority vote of the shareholders present who represent more than half of the total issued shares.
The resolutions of the Shareholders' Meeting shall be recorded in the minutes, which shall be signed or sealed by the chairperson, and distributed to all shareholders within twenty days after the meeting. The distribution of the meeting minutes mentioned in the preceding paragraph shall be handled in accordance with the provisions of the Company Act.
The meeting minutes shall record the year, month, day, place, chairperson's name, resolution method, summary of proceedings and their results, and shall be permanently preserved during the existence of the Company.
The attendance book of the shareholders present and the proxies for shareholders who attended by proxy shall be retained for at least one year. However, if a shareholder files a lawsuit in accordance with Article 189 of the Company Act, the recordings shall be preserved until the conclusion of the lawsuit.
Chapter 4 Directors and Audit Committee
Article 13: The Company shall have seven to eleven Directors, serving a term of three years, who shall be elected from among persons with capacity for civil conduct by the Shareholders' Meeting, and may be re-elected for consecutive terms.
In accordance with Article 14-2 of the Securities and Exchange Act and in compliance with the provisions of Article 14-4 of the Securities and Exchange Act, the number of Independent Directors among the Directors mentioned in the preceding paragraph shall not be fewer than three, and shall not be fewer than one-fifth of the total number of Director seats.
The election of Directors of the Company shall adopt the candidate nomination system in accordance with Article 192-1 of the Company Act, whereby Directors shall be elected by the Shareholders' Meeting from among the list of Director candidates. Regarding the professional qualifications, shareholding and concurrent position restrictions, determination of independence, nomination procedures, attendance by proxy, and other matters to be complied with for Independent Directors, these shall be handled in accordance with the relevant regulations of the competent securities authority.
The total number of shares of the Company's registered stock held by all Directors shall comply with the regulations of the competent securities authority.
Article 13-1: When convening a Board of Directors meeting, the reason for the meeting shall be specified and notice shall be given to each Director seven days in advance. However, in case of emergency, a meeting may be convened at any time. Meetings of the Board of Directors of the Company may be convened by written notice, email (E-mail), or fax to each Director.
Article 14: The Board of Directors shall be composed of Directors. The Chairman shall be elected from among the Directors by a majority vote of the Directors present at a meeting attended by at least two-thirds of all Directors. The Chairman shall represent the Company externally. The powers and duties of the Board of Directors are as follows:
- To convene Shareholders' Meetings and implement their resolutions.
- To review and approve annual budgets, financial statements, and business plans.
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- To approve important contracts and various regulations and policies.
- To determine the establishment and abolishment of branches and manufacturing plants.
- To approve the acquisition and disposal of important assets of the Company.
- To appoint and dismiss employees at or above the manager level (primarily based on the registration with the Ministry of Economic Affairs).
- To handle other matters as stipulated by laws and regulations or authorized by the Shareholders' Meeting.
Article 15: The Board of Directors shall be convened by the Chairman. During the meeting, the Chairman shall serve as the presiding chairperson. When the Chairman is on leave or unable to exercise power for any reason, the Chairman shall designate one Director to act on behalf of the Chairman. If the Chairman has not designated an acting chairperson, the Directors shall elect one Director from among themselves to act on behalf of the Chairman.
If the Board of Directors meeting is held via video conference, Directors who participate in the meeting through video conference shall be deemed as present in person.
When a Director is unable to attend a meeting for any reason, the Director may issue a proxy statement specifying the scope of authorization and appoint another Director to attend the meeting as a proxy.
Article 15-1: Resolutions of the Board of Directors shall, unless otherwise provided by the Company Act and these Articles of Incorporation, be adopted by a majority of the Directors present at a meeting attended by a majority of the Directors.
Article 16: The remuneration for all Directors shall be determined by the Board of Directors. The remuneration may be paid according to the standard level of the same industry regardless of profit or loss of the business.
Article 17: The Company shall establish an Audit Committee in accordance with the Securities and Exchange Act, which shall be composed of all Independent Directors. The duties and responsibilities of the Audit Committee and other matters to be followed shall be handled in accordance with the Company Act, Securities and Exchange Act, other relevant laws and regulations, and the Company's rules and regulations.
Article 18: During their terms of office, the Company may authorize the Board of Directors to purchase liability insurance for Directors, within the scope of their legally required compensation liability for business execution. The important details of the liability insurance, such as the insured amount, coverage, and premium rate, shall be reported at the next Board of Directors meeting.
Chapter 5 Managers
Article 19: The Company may appoint a General Manager whose appointment, dismissal, and remuneration shall be handled in accordance with Article 29 of the Company Act.
Chapter 6 Accounting
Article 20: The Company's fiscal year shall begin on January 1 and end on December 31 of each year. At the end of each fiscal year, the Board of Directors shall prepare (1) Business Report, (2) Financial Statements, and (3) Proposals for Profit Distribution or Loss Coverage, and submit them to the Annual Shareholders' Meeting for ratification in accordance with legal procedures.
Article 21: The Company shall, from the current year's profit before tax (the profit before deducting employee remuneration and directors' remuneration), after setting aside a reserve for the accumulated losses, if any, it should be appropriated:
- $5\%$ (inclusive) to $10\%$ (inclusive) as employee compensation, of which $30\%$ of
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this employee compensation amount shall be distributed to entry-level employees.
- No more than 5% (inclusive) as directors' remuneration.
The ratio of employees' remuneration and directors' remuneration shall be first reviewed by the Compensation Committee before being submitted to the Board of Directors for resolution.
The remuneration of the employees in the preceding two paragraphs shall be in the form of stock or cash, and shall be subject to a resolution approved by more than two-thirds of the Directors present and by more than half of the Directors present, and shall be reported to the shareholders' meeting.
The recipients of employees' remuneration in the form of stock or cash include employees of controlling or subordinate companies who meet certain conditions, and these conditions shall be determined by the Board of Directors.
Article 22: If the Company has profits in its annual final accounts, it shall first pay taxes, offset accumulated losses from previous years, and then set aside 10% as legal reserve. Special reserves shall be allocated or reversed in accordance with laws or regulations of the competent authority. If there is still a surplus, the remaining balance, plus the unappropriated retained earnings from previous years, shall be proposed by the Board of Directors for distribution and submitted to the Shareholders' Meeting for resolution.
The distribution ratio of the Company's cash dividends and stock dividends will be adjusted based on future capital requirements and profitability to ensure sustainable and steady business development. Profit distribution may be made in the form of cash dividends or stock dividends; however, if distributed as stock dividends, the proportion should not exceed fifty percent (50%) of the total dividends.
Chapter 7 Supplementary Provisions
Article 23: Matters not specified in these Articles of Incorporation shall be handled in accordance with the provisions of the Company Act.
Article 24: These Articles of Incorporation were established on September 23, 1985. Effective as of the date of resolution by the Shareholders' Meeting, the same shall apply when the amendment is made.
The 1st amendment was made on October 9, 1985.
The 2nd amendment was made on February 19, 1987.
The 3rd amendment was made on January 19, 1988.
The 4th amendment was made on January 7, 1989.
The 5th amendment was made on April 23, 1991.
The 6th amendment was made on June 21, 1994.
The 7th amendment was made on July 5, 1995.
The 8th amendment was made on June 15, 1996.
The 9th amendment was made on June 16, 1997.
The 10th amendment was made on June 12, 1998.
The 11th amendment was made on April 13, 1999.
The 12th amendment was made on April 13, 1999.
The 13th amendment was made on May 10, 2000.
The 14th amendment was made on May 10, 2000.
The 15th amendment was made on April 13, 2001.
The 16th amendment was made on June 14, 2002.
The 17th amendment was made on June 24, 2004.
The 18th amendment was made on June 20, 2005.
The 19th amendment was made on November 30, 2005.
The 20th amendment was made on June 21, 2007.
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The 21st amendment was made on May 16, 2008.
The 22nd amendment was made on June 16, 2009.
The 23rd amendment was made on June 17, 2010.
The 24th amendment was made on June 22, 2011.
The 25th amendment was made on June 27, 2012.
The 26th amendment was made on June 13, 2016.
The 27th amendment was made on June 30, 2020.
The 28th amendment was made on June 24, 2022.
The 29th amendment was made on June 26, 2025.
Appendix IV
Space Shuttle Hi-Tech Co., Ltd. Shareholding Status of Directors
(Data as of April 28, 2026, the book closure date for the Annual Shareholders' Meeting)
| Title | Name | Number of Shares Held as Recorded in the Shareholder Register on the Book Closure Date (2026/04/28) | Shareholding Ratio | Remarks |
|---|---|---|---|---|
| Chairman | Wang, Hsuan-Hui | 6,896,000 | 4.96% | |
| Director | Wang, Kun-Tien | 32,570,685 | 23.41% | |
| Director | Lo, Chiu-Hsian | 11,100,801 | 7.98% | |
| Director | Lee, Tung-Hsing | 22,651 | 0.02% | |
| Independent Director | Wu, Cheng-Te | 0 | 0% | |
| Independent Director | Chu, Hsiao-Kang | 0 | 0% | |
| Independent Director | Chin, Chih-Yung | 0 | 0% | |
| Total | All Directors | 50,590,137 | 36.37% |
- As of April 28, 2026, the total number of issued shares of the Company is 139,117,271 shares.
- In accordance with Article 26 of the Securities and Exchange Act, the minimum number of shares that all Directors of the Company are legally required to hold is 8,347,036 shares. As of April 28, 2026, the total number of shares held by all Directors is 50,590,137 shares.
- The Company has established an Audit Committee, therefore the statutory shareholding requirements for Supervisors are not applicable.
- The shares held by Independent Directors are not included in the total number of shares held by all Directors.