Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

SUNON AGM Information 2026

May 29, 2026

52070_rns_2026-05-29_629e64ac-f6a1-4f0d-bbec-3dd7aac2a3b0.pdf

AGM Information

Open in viewer

Opens in your device viewer

Sunonwealth Electric Machine Industry Co., Ltd.
2026 General Shareholders’ Meeting
Meeting Minutes

Time: 9:00 a.m. May 25, 2026 (Monday)

Location: 9F, No. 266, Chenggong 1st Rd., Qianjin Dist., Kaohsiung City (Room D, 9F, Grand Hi-Lai Hotel)

Attendants: The Company has issued 286,943,669 shares. After deducting 904,000 shares without voting rights in accordance with the Company Act, the remaining number is 286,039,669 shares. The total number of shares represented by shareholders present and by proxies is 206,213,425 shares, accounting for 72.09% of the total issued shares of the Company.

Directors present: Ching-Shen Hong, Li-Ju Chen, Fu-Sheng Huang and Ling-Wen Huang.

Independent Directors present: Kuang-Chih Huang, Chi-Shan Hung, Chin-Cheng Kao and Te-Tsai Lu.

Chairman: Ching-Shen Hong, Chairman of the Board of Directors

Recorder: Yenchen Huang

I. Call the Meeting to Order: The aggregate shareholding of the shareholders and proxies present constituted a quorum. The Chairman called the meeting to order.

II. Chairman's Speech: Omitted.

III. Report Items: (Please refer to the 2026 Shareholders’ Meeting Handbook of the Company)

(I) The Company's 2025 Business Report.

(II) 2025 Audit Committee's Report.

(III) Report the 2025 allocation of remuneration for employees and directors.

(IV) Report the 2025 salary adjustment for entry-level employees.

(V) Report the execution of share repurchases.

(VI) Report the status of endorsements and guarantees.

(VII) Report the 2025 remuneration of individual directors.

IV. Proposed Resolutions:

Agenda item #1 (Proposed by the Board of Directors)

Agenda: 2025 Business Report and Financial Statements.

Description:

I. The Company's Financial Statements for 2025 have been audited by the CPAs Kuo-Ming Li and Ling-Wen Huang of Crowe Horwath (TW). Please refer to the attachment.

II. The aforementioned statements of final accounts and the Business Report have been reviewed by the Audit Committee.

III. Hereby be filed for resolution.

Resolution: The voting result is shown below:

-1-


The total voting rights 206,213,425 Percentage of the total shares represented
Votes in favor 192,232,218 93.22%
Votes against 67,891 0.03%
Votes abstained/did not vote 13,913,316 6.74%

The proposal was resolved and approved as submitted.

Agenda item #2 (Proposed by the Board of Directors)

Agenda: 2025 earnings distribution proposal.

Description:

I. The Company's net profit after tax in 2025 was NT$2,165,698,845 and total distributable earnings was NT$3,216,753,822. The Company plans to appropriate NT$1,498,968,180 as dividends for shareholders with NT$5.5 per share. All dividends shall be distributed in cash (calculated to the NTD and the remaining amounts below NT$1 will be rounded down). The sum of fractional amounts of less than NT$1 shall be tallied and transferred to the Employee Welfare Committee.

II. After the dividends are approved by the shareholders' meeting, the Chairman of the Board is authorized to establish the dividend record date, distribution date, and other related matters.

III. If the number of shares outstanding is affected by changes in the Company's share capital before the dividend record date for the distribution of earnings and causes changes in the shareholders' dividend rate, the Chairman of the Board is authorized to process the adjustments at his full discretion.

IV. Please refer to the table below for the earnings distribution statement

Undistributed earnings at the beginning of the period 1,376,660,991
Plus: After-tax net profit of 2025 2,165,698,845
Minus: Appropriation for statutory reserve (216,416,844)
Minus: Appropriation for special earnings reserve (107,658,765)
Minus: Other consolidated income (loss) (remeasurement in defined benefit plans in 2025) (1,530,405)
Distributable earnings in current period 3,216,753,822
Minus: Distributed shareholder dividends - cash dividends of NT$5.5 per share (Note) (1,498,968,180)
Undistributed retained earnings at the end of period 1,717,785,643

Note: Shareholder dividends: (273,443,669 issued shares –904,000 treasury shares)*NT$5.5 =NT$1,498,968,180

Chairman of the Board: Ching-Shen Hong

President: Ching-Shen Hong

Head of Accounting: William Li


V. Hereby be filed for resolution.

Resolution: The voting result is shown below:

The total voting rights 206,213,425 Percentage of the total shares represented
Votes in favor 192,620,289 93.40%
Votes against 67,592 0.03%
Votes abstained/did not vote 13,525,544 6.55%

The proposal was resolved and approved as submitted.

V. Discussion Matters:

Agenda item #1 (Proposed by the Board of Directors)

Agenda: Amendment of the Company's Procedures for Lending Funds to Others.

I. In accordance with the Company's operational needs, the Company's Procedures for Lending Funds to Others have been amended.

II. The amendment comparison table for the Company's Procedures for Lending Funds to Others is as follows:

Content After Amendment Before Amendment Reason for Amendment
Article 2 Objects and Assessment Standards for Lending Funds In accordance with the Company Act, the Company's funds shall not be lent to shareholders or any other parties, except in the following circumstances: (1) Companies or firms that have business dealings with the Company; the term "business dealings" refers to entities with which the Company engages in purchases, sales, or contracts related to its business operations. The lending period for such funds is not subject to the one-year restriction. (Omitted below) Objects and Assessment Standards for Lending Funds In accordance with the Company Act, the Company's funds shall not be lent to shareholders or any other parties, except in the following circumstances: (1) Companies or firms that have business dealings with the Company; the term "business dealings" refers to entities with which the Company engages in purchases or sales. (Omitted below) In response to the Company's operational needs.

-4-

Article 3 Total Amount and Individual Limits for Lending Funds The total financing amount shall not exceed 40% of the net worth of the funded enterprise, which can be divided into the following two scenarios: (1) For funds lent to companies or firms with business dealings, the total lending amount shall not exceed 20% of the Company's net worth; and the individual lending amount shall not exceed the purchase or sales amount between the two parties in the most recent year, or the contract amount already signed in accordance with the business operations. (Omitted below) Total Amount and Individual Limits for Lending Funds The total financing amount shall not exceed 40% of the net worth of the funded enterprise, which can be divided into the following two scenarios: (1) For funds lent to companies or firms with business dealings, the total lending amount shall not exceed 20% of the Company's net worth; and the individual lending amount shall not exceed the amount of business dealings between the two parties in the most recent year. The term "business dealings amount" refers to the higher of the purchase or sales amount between the two parties. (Omitted below) In response to the Company's operational needs.
Article 12 This procedure was established on June 3, 2003, [omitted], with the sixth amendment on June 19, 2019, and the seventh amendment on May 25, 2026. This procedure was established on June 3, 2003, [omitted], and the sixth amendment on June 19, 2019. Added the amendment date.

III. Hereby be filed for resolution.


VI. Extraordinary motions: None

VII. Meeting Adjourned: At 9:17 am on the same day.

No questions were raised by shareholders at this shareholders' meeting.

(The meeting minutes are prepared in accordance with Article 183 of the Company Act, recording the essential points and results of the proceedings. For detailed discussions of the shareholders' meeting, please refer to the audio or video recordings.)

Chairman of the Board of Directors: Ching-Shen Hong

Recorder: Yenchen Huang


Attachment

Sunonwealth Electric Machine Industry Co., Ltd. 2025 Business Report

The global economy continued to grapple with multiple challenges in 2025. Although inflationary pressures gradually eased, uncertainties such as geopolitical risks, changes in tariffs, and supply chain restructuring led to a significant divergence in industrial demand structures. In this environment, Sunonwealth demonstrated its resilience in maintaining stable operations and its ability to adapt. Over the past year, the Company benefited from the investment boom in AI infrastructure and the demand for high-speed computing and performed exceptionally well in AI servers, networking and industrial related cooling solution products. The continuous optimization of the product portfolio and global footprint has helped us maintain outstanding performance in overall operations.

Looking ahead, uncertainties loom large in the global economy due to a variety of factors such as interest rate policies, changes in tariffs, geopolitical shifts, and supply chain adjustments. However, key industries such as AI technology innovation, robotics, smart factories, and new energy will continue to grow. Sunonwealth will continue to invest in the development and innovation of core technologies, accelerate market expansion in liquid cooling, actively seek new growth opportunities, enhance cooperation with customers and partners, continuously enhance the Company's competitiveness and brand value, and create long-term and stable growth for shareholders.

Results of Business Operations in the Previous Year

The Company's business plan achievement status in 2025 is as follows:

Comparison of the 2025 Business Plan and actual achievements

Business Plan Actual Results Difference Hit Rate 2024 Growth Rate
Quantity shipped 110 million units 133 million units 23 million units 120.7% 107 million units 24.3%
Consolidated total revenue NT$15.3 billion NT$18.678 billion NT$3.378 billion 122.1% NT$14.624 billion 27.7%
Consolidated EPS before tax NT$7.7 NT$10.25 NT$2.55 133.1% NT$7.25 41.4%
Consolidated EPS after tax NT$5.7 NT$7.94 NT$2.24 139.3% NT$5.46 45.4%

Note: The 2025 Business Plan figure was not audited by the CPA.

In terms of the Company's business plan for 2025, the growth of demand in certain industries was suppressed due to changes in international trade policies and tariffs, with demand for automotive and home appliances falling short of expectations. However, a reduction in inflationary pressures and the computer system replacement cycle have led to growth in demand for laptops and office equipment and dealer channels compared to the previous year. In addition, due to continuous investment in high-performance AI computing and the energy and digital transformation trends, there has been significant growth in the server networking industry and industrial and medical equipment applications. Therefore, consolidated revenues increased by 28% compared to the previous year, meeting 122% of our target profits. Benefiting from the enlarged revenue scale and the better product mix of AI servers and telecom products and improved production efficiency, the Company expanded its net profits by 45% compared to the previous year, achieving 139% of our target. In terms of income and expenditures, net cash inflows for the parent company amounted to NT$58 million and the closing cash and cash equivalents amounted to NT$1.915 billion. The cash flow on the consolidated financial statements showed a net cash inflow of NT$0.578 billion and closing cash and cash equivalents of NT$5.256 billion. The Company's funding status remains healthy. The Company invested NT$745 million in research and development expenditures in the fiscal year and invested NT$1.082 billion in R&D based on the consolidated financial statements. The Company has completed high-efficiency design projects for customers in six major sectors (IT and office equipment, servers and network, industrial and medical equipment, appliances, automobiles, and LED), as well as advancing into the liquid cooling and comprehensive thermal management solutions market, including new technology products such as cold plates, coolant distribution units (CDUs), thermal modules, and large EC fans.

2026 Business Plan Overview

In response to the environmental factors of 2026, the Company has formulated the following important business plans. 1. Actively expand the market share of liquid cooling applications: Continue R&D and innovation in liquid cooling technology products and enhance our partnership with customers to create efficient and reliable integrated liquid cooling solutions. 2. Continue to expand market share in air-cooling related AI applications, network communication, and large EC fans: Focus on the high-growth AI application market and develop new customers to increase market penetration. 3. Accelerate global production deployment to meet customers' demand for flexible supply of NCNT products: Continue to develop the Company's plants in the Philippines to reduce production costs, diversify regional risks, and improve the capacity allocation flexibility. 4. Adoption of AI-powered intelligence: Effectively integrate resources and digital system applications to improve operational efficiency. 5. Establish diverse sources of supply and implement material standardization: Implement strategies for replacing key components and long-term procurement to reduce the risk of material cost fluctuations and ensure production continuity and supply stability. 6. Leverage brand and strategic alliances while

-7-

integrating R&D technology and market resources to expand into new markets. Leverage cross-industry collaboration and strategic partnerships to accelerate the adoption of new technologies and market development, thereby expanding the scope of product applications. 7. Work with supply chain partners to attain sustainable development goals: Work with our supply chain partners to implement environmental protection, social responsibility, and corporate governance, and promote low-carbon processes and sustainable management mechanisms. 8. Upgrade the talent development system and diversify talent recruitment mechanisms: Continue to optimize education, training, and incentive systems, and explore diverse talent pools to meet the needs of long-term development and organizational growth. After adjustments for production and sales and changes implemented in response to the market, products, customers, and sales strategy, the Company plans to ship 140 million units this year.

Future Development Strategy

As a global leading thermal solution provider, Sunonwealth provides diversified and professional thermal products and services. In the past two years, the rapid development of AI-enabled technology has driven the innovation of hardware and software equipment design in many industries and continuously powered innovation and rapid growth in the cooling solution industry. The rapid growth of AI training and large-scale computing causes high-performance processors to generate more heat during operations, which leads to the development of more efficient and energy-saving cooling solutions. As the business opportunities in AI expand across the board, the growth of computing power remains constrained by the existing limitations of power and heat dissipation technologies.

To this end, we offer customers more comprehensive and complete heat dissipation solutions, from air-cooled modules and cold plate solutions for high-speed heat conduction of chips to pumps and coolant distribution units (CDUs) that drive the flow and circulation of coolant, and expanding to large water-cooled heat dissipation cabinets (sidecars or in-row CDUs), large EC axial fans, and a variety of drum fans and centrifugal fans (HVACR ventilation products) used in the building HVAC industry, as well as large ceiling fans and floor fans (HVLS fans) suitable for efficient ventilation in factory and warehouse environments. These products have received wide acclaim from numerous international customers and have been widely adopted in a diverse range of applications.

In addition to cultivating the existing key customer base to generate stable revenue, we also actively participate in international exhibitions (e.g., the OCP 2025/2026 Global Summit and the 2026 Mostra Convegno Expocomfort (MCE) international smart ventilation and new energy exhibition) to help more potential customers obtain the most suitable solutions when facing heat dissipation challenges and make use of our efficient, energy-efficient, and carbon-reducing heat dissipation product portfolio. We also broaden the Company's horizons and directly include more innovative product plans to address future heat dissipation bottlenecks of the industry, which is our ultimate goal for long-term R&D technology accumulation.

-8-

In terms of its global manufacturing footprints, Sunonwealth continues to expand global manufacturing capacity to multiple locations to increase the flexibility of overall production operations and reduce the risks of rising protectionism in international trade. In addition to continuing to expand the new factory in the Philippines and increasing the production capacity of this manufacturing site, the Company is also actively exploring production possibilities in other countries and closely cooperating with customer trends and changes in the global economy. We also introduced AI intelligent automated production systems to improve operational efficiency, control product quality in each area, and reduce production costs to meet customer delivery commitments and increase market share.

Impact of the Competitive Environment, Regulatory Environment, and Overall Business Environment

Businesses face several challenges due to continuous changes in the global political and economic environment. External factors such as the continued escalation of trade disputes between China and the United States, increased geopolitical risks, global tariffs, inflation, and more rigorous ESG regulations affect businesses' cost control, supply chain stability, and market competitiveness. In recent years, Sunonwealth has actively expanded new manufacturing sites, strengthened supply chain risk management, and utilized ESG strategies to stabilize operations. We continue to expand the production capacity of the Philippines plant to meet customers' diversified production location strategies. We also worked with the supply chain to build a digital carbon inventory system to implement carbon reduction targets, enhance low-carbon transformation strategies, and jointly realize the vision of sustainable development and ESG with the supply chain to enhance overall competitiveness.

Over the past year, we have proactively submitted a large number of our main cooling fans used in AI computing, server cooling and related communication products to impartial third parties for verification, and successfully obtained the ISO14067 product carbon footprint verification certificate, demonstrating Sunonwealth's carbon management capabilities throughout the entire product lifecycle from design and production to delivery. We have also received official certification from the renowned international organization Science-Based Targets Initiative (SBTi), and have adopted an open and responsible attitude to examine and implement our carbon reduction commitments. Through continuous efforts, we have achieved our short-term goal of reducing carbon emissions by 37% for 2025, and we have also made steady progress toward our ultimate vision of reducing absolute carbon emissions by 90% in the medium and long term. In addition, we have improved the preparation of the Group's report for the Task Force on Climate-Related Financial Disclosures (TCFD). We identified and quantified the physical risks, transition risks, and transition opportunities arising from climate change through climate scenarios and simulation tools. These analyses serve as an important basis for our short, medium, and long-term strategies and plans. To achieve our long-term goal of attaining net-zero carbon emissions by 2050, we have adopted a series of innovative green transformation strategies. We

-9-

share our success stories with upstream supply chain partners and share credible carbon reduction results with customers in the spirit of transparency, which is in line with our corporate governance policy of sustainable development across the value chain.

Over the past 46 years, Sunonwealth has actively responded to changes and technological innovations, and has taken "solving the world's thermal issues" as the core for technology and service development to provide customers with cooling products that best meet market demand. By enhancing manufacturing capacity for a diverse range of industries, we increase the flexibility of business operations and build a solid foundation of cooling solution technologies. The Company will continue to strengthen resilience, cope with the uncertainties and risks of the external environment, monitor the needs of the fastest-growing industries, and achieve its vision of continuously improvement of corporate value and sustainable operations.

Lastly, I would like to thank all shareholders for their trust and support for the Company. It is your support that has made us what we are today. We shall continue to work hard, innovate, and improve, in order to create greater value for the Company and our shareholders together.

Chairman of the Board
Ching-Shen Hong

President
Ching-Shen Hong

Accounting Managerial Officer William Li

-10-

Audit Committee's Audit Report

The Board of Directors has prepared and submitted the 2025 business report, financial statements, and earnings distribution proposal. The financial statements have been audited by Crowe Horwath (TW) CPAs and they have submitted an audit report. The Audit Committee has reviewed the business report, financial statements, and the earnings distribution proposal and did not find any instances of noncompliance. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, it is hereby submitted for your review and perusal.

Sunonwealth Electric Machine Industry Co., Ltd.
Chairman of the Audit Committee: Chi-Shan Hung

March 5, 2026

-11-

REPRESENTATION LETTER

The entities that are required to be included in the combined financial statements of Sunonwealth Electric Machine Industry Co., Ltd. as of and for the year ended December 31, 2025 under the “Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standards No.10, “Consolidated Financial Statements.” In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, Sunonwealth Electric Machine Industry Co., Ltd. and Subsidiaries do not prepare a separate set of combined financial statements.

Very truly yours,

Sunonwealth Electric Machine Industry Co., Ltd.

By img-0.jpeg
Ching-Shen Hong
Chairman

March 5, 2026

Crowe

國富浩華聯合會計師事務所

Crowe (TW) CPAs

80250 高雄市苓雅區四維三路6號27樓之1

27F-1., No.6, Siwei 3rd Rd.,

Lingya Dist.,

Kaohsiung City 80250, Taiwan

Tel +886 7 3312133

Fax +886 7 3331710

www.crowe.tw

INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders

Sunonwealth Electric Machine Industry Co., Ltd.

Opinion

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

In our opinion, based on our audits and the report of the other independent accountants, as described in the other matters section of our report, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

-13-

Crowe

Key Audit Matters

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

Key audit matters of the Group’s consolidated financial statements for the year ended December 31, 2025 are stated as follows:

Valuation of inventory

Please refer to Note 4(8) to the consolidated financial statements for the accounting policy of inventories, Note 5(2)G for critical accounting judgments, estimates and key sources of assumption uncertainty of inventories, and Note 6(4) for inventory valuation.

Description of key audit matter:

As of December 31, 2025, inventory was $2,423,976 thousand and accounted for 13.9% of the total assets. Due to rapid changes in technology may lead to write-downs of slow-moving inventories to their net realizable values. As uncertainty exists in management’s judgment when the determining the loss on inventory, the valuation of inventory has been identified as a key audit matter.

How the matter was addressed in our audit:

In relation to the key audit matter above, our principal audit procedures included the understanding of the feature of the product and the inventory aging to confirm the appropriateness of the inventory evaluation method, testing the book value of the inventory to assess the rationality of the change in the impairment loss of the inventory, obtaining the inventory status of the Group and compare the actual write-offs of the past to assess the appropriateness of the valuation for obsolescent and damaged inventories.

Revenue recognition

Please refer to Note 4(20) to the consolidated financial statements for the accounting policy of revenue recognition, Note 5(1)B and Note 5(2)A for critical accounting judgements, estimates and key sources of assumption uncertainty of revenue recognition, and Note 6 (23) for the description of revenue recognition.

-14-

Crowe

Description of key audit matter:

The Group’s sales revenue is easily influenced by various factors such as the industry boom and market environment, and has a significant impact on the utilization rate of the Group (the levy of idle capacity loss), inventory risk and cash flow. Consequently, this is one of the key areas our audit focused on.

How the matter was addressed in our audit:

In relation to the key audit matter above, our principal audit procedures included testing the Group’s controls surrounding revenue recognition, inspecting customer orders and performing a test of revenue transactions which incurred within a certain period before or after the balance sheet date.

Other Matters

As described in Note 4(3) to the consolidated financial statements, we didn’t audit the financial statements of certain subsidiaries. The financial statements of the subsidiaries were audited by the other auditors. Therefore, our opinion, insofar as it relates to the amounts and information disclosed, is solely based on the report of the other auditors. The figures as to these subsidiaries’ total assets amounted to $504,928 thousand and $503,750 thousand, representing 2.90% and 3.36% of the consolidated assets, and their total liabilities amounted to $273,018 thousand and $255,170 thousand, representing 3.20% and 3.61% of the consolidated liabilities as of December 31, 2025 and 2024, respectively; their total revenues amounted $648,350 thousand and $653,426 thousand, representing 3.47% and 4.47% of the consolidated revenue, and their total comprehensive income amounted to ($16,670) thousand and ($11,103) thousand, representing (0.81%) and (0.67%) of the consolidated comprehensive income for the years ended December 31, 2025 and 2024, respectively. In addition, as described in Note 6(8) to the consolidated financial statements, the financial statements of investments accounted for using equity method were audited by the other auditors. The carrying value of these investments amounted to $42,561 thousand and $17,676 thousand, representing 0.24% and 0.12% of the consolidated assets as of December 31, 2025 and 2024, and share of profit (loss) of these associates accounted for using equity method amounted to ($4,083) thousand and ($6,590) thousand, representing (0.15%) and (0.33%) of the consolidated income before income tax for the year ended December 31, 2025 and 2024, respectively. Also, share of other comprehensive income of these associates accounted for using equity method amounted to both $0 thousand, representing both 0% of total consolidated comprehensive income for the year ended December 31, 2025 and 2024.

-15-

Crowe

We have also audited the parent company only financial statements of Sunonwealth Electric Machine Industry Co., Ltd. as of and for the years ended December 31, 2025 and 2024 on which we have issued an unmodified opinion including in the other matter paragraph.

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 IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (inclusive of the Audit Committee) are responsible for overseeing the Group's financial reporting process.

Auditors' Responsibilities for the Audit of the Consolidated Financial Statements

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

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

Crowe

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

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in Our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Group to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and review of the work performed by the group engagement team members, and 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 control that we identify during our audit.

-17-

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2025 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Kuo Ming Li and Ling Wen Huang.

CROWE (TW) CPAs
Kaohsiung, Taiwan (Republic of China)
March 5, 2026

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

-18-

SUNONWEALTH ELECTRIC MACHINE INDUSTRY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

Assets Note December 31, 2025 December 31, 2024
Amount % Amount %
CURRENT ASSETS
Cash and cash equivalents 6(1) $5,256,400 30.1 $4,678,438 31.2
Notes receivable, net 6(2) 62,103 0.4 5,749 -
Accounts receivable, net 6(3) 5,155,351 29.6 4,097,028 27.3
Other receivables 195,051 1.1 144,504 1.0
Current tax assets 387 - 18,624 0.1
Inventories 6(4) 2,423,976 13.9 2,180,914 14.6
Prepayments 100,030 0.6 84,871 0.6
Other financial assets - current 6(5) - - 228,041 1.5
Total current assets 13,193,298 75.7 11,438,169 76.3
NONCURRENT ASSETS
Current financial assets at fair value through profit or loss - noncurrent 6(6) - - 173,170 1.2
Financial assets at fair value through other comprehensive income or loss - noncurrent 6(7) 30,095 0.2 31,549 0.2
Investments accounted for using equity method 6(8) 42,561 0.2 17,676 0.1
Property, plant and equipment 6(9) 3,053,538 17.5 2,460,697 16.4
Right-of-use assets 6(10) 737,278 4.2 617,290 4.1
Investment properties, net 6(11) 84,004 0.5 84,371 0.6
Intangible assets 6(12) 62,676 0.4 53,211 0.4
Deferred income tax assets 6(29) 131,059 0.8 93,367 0.6
Refundable deposits 31,039 0.2 21,428 0.1
Other non-current assets - other 60,980 0.3 7,433 -
Total noncurrent assets 4,233,230 24.3 3,560,192 23.7
TOTAL ASSETS $17,426,528 100.0 $14,998,361 100.0
Liabilities and Equity
--- --- --- --- --- ---
CURRENT LIABILITIES
Short-term loans 6(13) $469,518 2.7 $927,601 6.2
Contract liabilities - current 6(23) 164,903 0.9 109,304 0.7
Notes payable 40,123 0.2 28,095 0.2
Accounts payable 7 4,530,263 26.1 3,434,772 22.9
Other payables 6(14) * 7 1,453,969 8.3 1,152,199 7.7
Current tax liabilities 263,982 1.5 164,177 1.1
Provisions - current 6(15) 68,346 0.4 61,697 0.4
Lease liabilities - current 6(10) 81,393 0.5 82,041 0.6
Current portion of long-term loans 6(17) 116,534 0.7 122,333 0.8
Total current liabilities 7,189,031 41.3 6,082,219 40.6

-19-

December 31, 2025 December 31, 2024
Liabilities and Equity Note Amount % Amount %
NONCURRENT LIABILITIES
Long-term loans 6(17) 612,500 3.4 478,426 3.2
Deferred income tax liabilities 6(29) 464,049 2.7 384,761 2.5
Lease liabilities - noncurrent 6(10) 259,304 1.5 113,168 0.8
Net defined benefit liabilities - noncurrent 6(18) 13,679 0.1 18,148 0.1
Guarantee deposits 878 - 1,377 -
Total noncurrent liabilities 1,350,410 7.7 995,880 6.6
Total Liabilities 8,539,441 49.0 7,078,099 47.2
EQUITY
Share capital 6(18)
Ordinary shares 2,734,437 15.7 2,734,437 18.2
Capital surplus 6(19) 1,518,788 8.7 1,518,788 10.1
Retained earnings 6(20)
Legal reserve 1,278,634 7.3 1,129,127 7.5
Special reserve 136,662 0.8 300,185 2.0
Unappropriated earnings 3,540,830 20.3 2,374,387 15.9
Other equity 6(21) (244,321) (1.4) (136,662) (0.9)
Treasury shares 6(22) (77,943) (0.4) - -
Total equity attributable to owners of the parent 8,887,087 51.0 7,920,262 52.8
NON-CONTROLLING INTERESTS - - - -
Total equity 8,887,087 51.0 7,920,262 52.8
TOTAL LIABILITIES AND EQUITY $17,426,528 100.0 $14,998,361 100.0

SUNONWEALTH ELECTRIC MACHINE INDUSTRY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Note Year Ended December 31
2025 2024
Amount % Amount %
OPERATING REVENUES 6(23) $18,677,810 100.0 $14,623,817 100.0
OPERATING COSTS 6(4) (12,876,422) (68.9) (10,467,118) (71.6)
GROSS PROFIT 5,801,388 31.1 4,156,699 28.4
OPERATING EXPENSES
Sales and marketing (1,084,502) (5.8) (878,141) (6.0)
General and administrative (819,999) (4.4) (705,755) (4.8)
Research and development (1,082,326) (5.8) (892,634) (6.1)
Expected credit gain (loss) 6(3) (5,324) - (3,498) -
Total operating expenses (2,992,151) (16.0) (2,480,028) (16.9)
INCOME FROM OPERATIONS 2,809,237 15.1 1,676,671 11.5
NON-OPERATING INCOME AND EXPENSES
Interest revenue 6(25) 111,175 0.6 132,177 0.9
Other income 6(26) 257,095 1.4 162,378 1.1
Other gains and losses 6(27) (335,887) (1.9) 54,415 0.4
Finance costs 6(28) (40,657) (0.2) (37,317) (0.3)
Share of loss of associates and joint ventures (4,083) - (6,590) -
accounted for using equity method
Total non-operating income and expenses (12,357) (0.1) 305,063 2.1
INCOME BEFORE INCOME TAX 2,796,880 15.0 1,981,734 13.6
INCOME TAX EXPENSE 6(29) (631,181) (3.4) (489,641) (3.4)
NET INCOME 2,165,699 11.6 1,492,093 10.2
OTHER COMPREHENSIVE INCOME (LOSS) 6(30)
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit obligation (1,913) - 3,714 -
Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income (758) - 4,206 -
Income tax benefit related to items that will not be reclassified subsequently 383 - (743) -
Total items that will not be reclassified subsequently to profit or loss (2,288) - 7,177 -
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations (133,626) (0.7) 199,146 1.4
Income tax (expense) benefit related to items that may be reclassified subsequently to profit or loss 26,725 0.1 (39,829) (0.3)
Total items that may be reclassified subsequently to profit or loss (106,901) (0.6) 159,317 1.1
Total other comprehensive loss, net of income tax (109,189) (0.6) 166,494 1.1
TOTAL COMPREHENSIVE INCOME $ 2,056,510 11.0 $ 1,658,587 11.3
PROFIT (LOSS), ATTRIBUTABLE TO:
Parent company owner (net profit/loss) $ 2,165,699 11.6 $ 1,492,093 10.2
Non-controlling interest (net profit/loss) - - - -
$ 2,165,699 11.6 $ 1,492,093 10.2
TOTAL COMPREHENSIVE PROFIT OR LOSS IS ATTRIBUTABLE TO :
Parent company owner (comprehensive profit and loss) $ 2,056,510 11.0 $ 1,658,587 11.3
Non-controlling interest (comprehensive profit and loss) - - - -
$ 2,056,510 11.0 $ 1,658,587 11.3
EARNINGS PER SHARE
Basic 6(31) $7.94 $5.46
Diluted 6(31) $7.93 $5.45

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

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars)

Equity Attributable to Shareholders of the Parent
Capital Stock Retained Earnings Other Treasury shares Total Non-controlling Interests Total Equity
Odinary Shares Certificate of Bond Exchange Rights Capital Surplus Legal Reserve Special Reserve Unappropriated Earnings Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive income Treasury shares
BALANCE AT JANUARY 1, 2024 $2,725,243 $9,194 $1,518,788 $995,720 $257,757 $2,012,211 ($305,248) $5,063 $ - $7,218,728 $ - $7,218,728
Appropriations and distributions of prior years' earnings:
Legal reserve - - - 133,407 - (133,407) - - - - - -
Special reserve - - - - 42,428 (42,428) - - - - - -
Cash dividends - - - - - (957,053) - - - (957,053) - (957,053)
Net income in 2024 - - - - - 1,492,093 - - - 1,492,093 - 1,492,093
Other comprehensive income (loss) in 2024, net of income tax - - - - - 2,971 159,317 4,206 - 166,494 - 166,494
Total comprehensive income in 2024 - - - - - 1,495,064 159,317 4,206 - 1,658,587 - 1,658,587
Bond conversion entitlement certificate 9,194 (9,194) - - - - - - - - - -
Increase (decrease) in non-controlling interests - - - - - - - - - - - -
BALANCE AT DECEMBER 31, 2024 2,734,437 - 1,518,788 1,129,127 300,185 2,374,387 (145,931) 9,269 - 7,920,262 - 7,920,262
Appropriations and distributions of prior years' earnings:
Legal reserve - - - 149,507 - (149,507) - - - - - -
Cash dividends - - - - - (1,011,742) - - - (1,011,742) - (1,011,742)
Special reserve - - - - (163,523) 163,523 - - - - - -
Net income in 2025 - - - - - 2,165,699 - - - 2,165,699 - 2,165,699
Other comprehensive income (loss) in 2025, net of income tax - - - - - (1,530) (106,901) (758) - (109,189) - (109,189)
Total comprehensive income in 2025 - - - - - 2,164,169 (106,901) (758) - 2,094,510 - 2,094,510
Repurchase cost of treasury shares - - - - - - - - (77,943) (77,943) - (77,943)
BALANCE AT DECEMBER 31, 2025 $2,734,437 $ - $1,518,788 $1,278,634 $136,662 $3,540,830 ($252,832) $8,511 ($77,943) $8,887,087 $ - $8,887,087

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

-23-

SUNONWEALTH ELECTRIC MACHINE INDUSTRY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year Ended December 31
2025 2024
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax $ 2,796,880 $ 1,981,734
Adjustments :
Adjustments to reconcile profit (loss)
Depreciation 463,876 412,906
Amortization 86,025 81,659
Expected credit loss (gain) 5,324 3,498
Net loss (gain) on financial assets and liabilities at fair value through profit or loss 173,170 (12,920)
Interest expense 40,657 37,317
Interest income (111,175) (132,177)
Dividend Income (217) -
Share of loss (gain) of associates and joint ventures accounted for using equity method 4,083 6,590
Loss (gain) on disposal and retirement of property, plant and equipment 6,178 10,947
Transfer of property, plant and equipment to expenses 5,001 179
Loss (gain) on disposal of other assets - (39)
Total adjustments to reconcile profit and loss 672,922 407,960
Net changes in operating assets and liabilities
Decrease (increase) in notes receivable (56,354) 24,341
Decrease (increase) in accounts receivable (1,063,604) (1,051,379)
Decrease (increase) in other receivables (27,162) (38,073)
Decrease (increase) in inventories (241,485) (132,764)
Decrease (increase) in prepayments (56,753) (42,414)
Decrease (increase) in other financial assets 228,041 (11,280)
Total changes in operating assets (1,217,317) (1,251,569)
Net changes in operating liabilities
Increase (decrease) in contract liabilities 55,599 (236)
Increase (decrease) in notes payable 12,028 (2,972)
Increase (decrease) in accounts payable 1,095,491 697,760
Increase (decrease) in other payables 239,438 155,957
Increase (decrease) in provisions 6,843 7,627
Increase (decrease) in advance receipts - (571)
Increase (decrease) in net defined benefit liabilities (6,382) (6,869)
Total changes in operating liabilities 1,403,017 850,696
Total net changes in operating assets and liabilities 185,700 (400,873)
Total adjustments 858,622 7,087
Year Ended December 31
2025 2024
Cash generated from operations $3,655,502 $1,988,821
Interest received 125,205 126,516
Dividends received 217 -
Interest paid (42,445) (36,345)
Income tax paid (445,006) (397,223)
Net cash generated from operating activities 3,293,473 1,681,769
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or loss - (160,250)
Acquisition of investments accounted for using equity method (31,129) (2,279)
Proceeds from capital reduction of investee accounted for using equity method 1,802 -
Acquisition of property, plant and equipment (953,149) (513,017)
Proceeds from disposal of property, plant and equipment 509 -
Increase in refundable deposits (9,611) (467)
Decrease in other receivables (37,415) -
Acquisition of intangible assets (23,652) (57,309)
Increase in other noncurrent assets (62,010) (11,344)
Other investing activities 652 -
Net cash used in investing activities (1,114,003) (744,666)
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term loans - 470,020
Decrease in short-term loans (458,083) -
Proceeds from long-term loans 128,275 205,053
Increase in guarantee deposits - 538
Decrease in guarantee deposits (499) -
Repayments of lease principal (99,083) (129,033)
Cash dividends paid (1,011,742) (957,053)
Cost of Treasury Stock (77,943) -
Net cash generated from (used in) financing activities (1,519,075) (410,475)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH (82,433) (120,924)
EQUIVALENTS
NET INCREASE (DECREASE) IN CASH AND CASH 577,962 647,552
EQUIVALENTS
CASH AND CASH EQUIVALENTS - BEGINNING 4,678,438 4,030,886
OF YEAR
CASH AND CASH EQUIVALENTS - END OF YEAR $5,256,400 $4,678,438
The accompanying notes are an integral part of the parent company only financial statements.

國富浩華聯合會計師事務所

Crowe (TW) CPAs

80250 高雄市苓雅區四維三路6號27樓之1

27F-1., No.6, Siwei 3rd Rd.,

Lingya Dist.,

Kaohsiung City 80250, Taiwan

Tel +886 7 3312133

Fax +886 7 3331710

www.crowe.tw

INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders

Opinion

We have audited the accompanying parent company only balance sheets of Sunonwealth Electric Machine Industry Co., Ltd. (the “Company”) as of December 31, 2025 and 2024, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the report of the other independent accountants, as described in the other matters section of our report, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as of December 31, 2025 and 2024, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the parent company only Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion base on the results that we audit and the audit report of other accountants.

-25-

Key Audit Matters

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

Key audit matters of the Company’s parent company only financial statements for the year ended December 31, 2025 are stated as follows:

Valuation of inventory

Please refer to Note 4(7) to the parent company only financial statements for the accounting policy of inventories, Note 5(2)G for critical accounting judgments, estimates and key sources of assumption uncertainty of inventories, and Note 6(4) for inventory valuation.

Description of key audit matter:

As of December 31, 2025, inventory was $1,027,612 thousand and accounted for 7.0% of the total assets. Due to rapid changes in technology may lead to write-downs of slow-moving inventories to their net realizable values. As uncertainty exists in management’s judgment when the determining the loss on inventory, the valuation of inventory has been identified as a key audit matter.

How the matter was addressed in our audit:

In relation to the key audit matter above, our principal audit procedures included the understanding of the feature of the product and the inventory aging to confirm the appropriateness of the inventory evaluation method; testing the book value of the inventory to assess the rationality of the change in the impairment loss of the inventory, obtaining the inventory status of the Company and compare the actual write-offs of the past to assess the appropriateness of the valuation for obsolescent and damaged inventories.

Revenue recognition

Please refer to Note 4(19) to the parent company only financial statements for the accounting policy of revenue recognition, Note 5(1)B and Note 5(2)A for critical accounting judgements, estimates and key sources of assumption uncertainty of revenue recognition, and Note 6(22) for the description of revenue recognition.

-26-

The Company’s sales revenue is easily influenced by various factors such as the industry boom and market environment, and has a significant impact on the utilization rate of the Company (the levy of idle capacity loss), inventory risk and cash flow. Consequently, this is one of the key areas our audit focused on.

In relation to the key audit matter above, our principal audit procedures included testing the Company’s controls surrounding revenue recognition; inspecting customer orders and performing a test of revenue transactions which incurred within a certain period before or after the balance sheet date.

Other Matters

We did not audit the financial statements of associates accounted for using the equity method that are included in the parent company only financial statements. Those financial statements were audited by other independent accountants, whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included in the parent company only financial statements is based solely on the audit reports of other independent accountants. The balances of these associates accounted for under the equity method amounted to $213,482 thousand and $230,582 thousand, representing 1.46% and 1.83% of total assets as of December 31, 2025 and 2024, respectively, and share of profits from associates and joint ventures amounted to ($18,061) thousand and ($27,376) thousand, representing (0.69%) and (1.17%) of the income before income tax for the years ended December 31, 2025 and 2024, respectively, and shares of other comprehensive income from associates and joint ventures amounted to $1,408 thousand and $12,846 thousand, representing (1.29%) and 7.72% of the other comprehensive income for the year ended December 31, 2025 and 2024, respectively.

-27-

Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements

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

In preparing the parent company only financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (inclusive of the Audit Committee) are responsible for overseeing the Company's financial reporting process.

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

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

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

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

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in Our auditors' report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and review of the work performed by the group engagement team members, and for forming the Company audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

-29-

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the year ended December 31, 2025 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Kuo Ming Li and Ling Wen Huang.

Crowe (TW) CPAs
Kaohsiung, Taiwan (Republic of China)
March 5, 2026

Notice to Readers

The accompanying parent company only financial statements are intended only to present the financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally accepted and applied in the Republic of China.

For the convenience of readers, the independent auditors’ report and the accompanying parent company only financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and parent company only financial statements shall prevail.

-30-

SUNONWEALTH ELECTRIC MACHINE INDUSTRY CO., LTD.

PARENT COMPANY ONLY BALANCE SHEETS

Assets Note December 31, 2025 December 31, 2024
Amount % Amount %
CURRENT ASSETS
Cash and cash equivalents 6(1) $1,915,394 13.1 $1,857,657 14.7
Notes receivable, net 6(2) 797 - 5,749 -
Accounts receivable, net 6(3) 3,227,358 22.1 2,590,425 20.6
Accounts receivable - related parties, net 6(3), 7 1,147,957 7.9 928,882 7.4
Other receivables 78,825 0.5 59,257 0.5
Other receivables - related parties 7 74,374 0.5 100,707 0.8
Inventories 6(4) 1,027,612 7.0 984,038 7.8
Prepayments 12,249 0.1 21,434 0.2
Total current assets 7,484,566 51.2 6,548,149 52.0
NONCURRENT ASSETS
Financial assets at fair value through profit or loss- noncurrent 6(5) - - $173,170 1.4
Financial assets at fair value through other comprehensive income or loss - noncurrent 6(6) 26,755 0.2 27,707 0.2
Investments accounted for using equity method 6(7),7 5,768,656 39.5 4,633,660 36.8
Property, plant and equipment 6(8) 1,080,671 7.4 1,008,912 8.0
Right-of-use assets 6(9) 69,069 0.5 62,850 0.5
Investment properties, net 6(10) 84,004 0.6 84,371 0.7
Intangible assets 6(11) 47,484 0.3 39,545 0.3
Deferred income tax assets 6(28) 42,416 0.3 13,528 0.1
Refundable deposits 6,459 - 6,280 -
Total noncurrent assets 7,125,514 48.8 6,050,023 48.0
TOTAL ASSETS $14,610,080 100.0 $12,598,172 100.0
Liabilities and Equity
CURRENT LIABILITIES
Short-term loans 6(12) - - $20,000 0.1
Contract liabilities - current 6(22) 156,754 1.1 90,266 0.7
Accounts payable 1,110,723 7.6 902,665 7.2
Accounts payable - related parties 7 2,408,230 16.4 2,073,697 16.4
Other payables 6(13) 722,668 4.9 525,513 4.2
Other payables - related parties 6(13), 7 22,378 0.2 22,102 0.2
Current tax liabilities 6(28) 187,320 1.3 125,963 1.0
Provisions - current 6(14) 22,734 0.2 21,384 0.2
Lease liabilities - current 6(9) 22,260 0.2 15,445 0.1
Current portion of long-term loans 6(15) 87,500 0.6 88,889 0.7
Total current liabilities 4,740,567 32.5 3,885,924 30.8

-31-

December 31, 2025 December 31, 2024
Liabilities and Equity Note Amount % Amount %
NONCURRENT LIABILITIES
Long-term loans 6(15) $612,500 4.2 $474,889 3.8
Deferred income tax liabilities 6(28) 307,312 2.1 250,906 2.0
Lease liabilities - noncurrent 6(9) 48,486 0.3 47,594 0.4
Net defined benefit liabilities - noncurrent 6(16) 13,679 0.1 18,148 0.1
Guarantee deposits 449 - 449 -
Total noncurrent liabilities 982,426 6.7 791,986 6.3
Total Liabilities 5,722,993 39.2 4,677,910 37.1
Share capital 6(17)
Ordinary shares 2,734,437 18.7 2,734,437 21.7
Capital surplus 6(18) 1,518,788 10.4 1,518,788 12.1
Retained earnings 6(19)
Legal reserve 1,278,634 8.8 1,129,127 9.0
Special reserve 136,662 0.9 300,185 2.4
Unappropriated earnings 3,540,830 24.2 2,374,387 18.8
Other equity 6(20) (244,321) (1.7) (136,662) (1.1)
Treasury stock 6(21) (77,943) (0.5) - -
Total Equity 8,887,087 60.8 7,920,262 62.9
TOTAL LIABILITIES AND EQUITY $14,610,080 100.0 $12,598,172 100.0

SUNONWEALTH ELECTRIC MACHINE INDUSTRY CO., LTD.

PANENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Note Year Ended December 31
2025 2024
Amount % Amount %
OPERATING REVENUES 6(22) $13,692,636 100.0 $10,865,384 100.0
OPERATING COSTS 6(4) (10,762,467) (78.6) (8,816,889) (81.1)
GROSS PROFIT 2,930,169 21.4 2,048,495 18.9
UNREALIZED GROSS PROFIT ON SALES TO SUBSIDIARIS AND ASSOCIATES (70,180) (0.5) (63,158) (0.6)
REALIZED GROSS PROFIT ON SALES TO SUBSIDIARIS AND ASSOCIATES 63,158 0.5 72,864 0.7
OPERATING EXPENSES
Sales and marketing (723,709) (5.3) (547,914) (5.0)
General and administrative (429,874) (3.1) (375,806) (3.5)
Research and development (745,121) (5.5) (579,688) (5.4)
Expected credit gain (loss) 6(3) (4,115) - (3,488) -
Total operating expenses (1,902,819) (13.9) (1,506,896) (13.9)
INCOME FROM OPERATIONS 1,020,328 7.5 551,305 5.1
NON-OPERATING INCOME AND EXPENSES
Interest revenue 6(24) 49,957 0.4 76,593 0.7
Other income 6(25) 486,362 3.5 374,424 3.4
Other gains and losses 6(26) (195,757) (1.4) 59,808 0.6
Finance costs 6(27) (13,541) (0.1) (9,606) (0.1)
Share of profits of subsidiaries, associates and joint ventures 1,275,125 9.3 825,434 7.6
Total non-operating income and expenses 1,602,146 11.7 1,326,653 12.2
INCOME BEFORE INCOME TAX 2,622,474 19.2 1,877,958 17.3
INCOME TAX EXPENSE 6(28) (456,775) (3.4) (385,865) (3.6)
NET INCOME 2,165,699 15.8 1,492,093 13.7
OTHER COMPREHENSIVE INCOME (LOSS) 6(29)
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit obligation (1,913) - 3,714 0.1
Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income (300) - 3,032 -
Share of other comprehensive loss of subsidiaries, associates and joint ventures (458) - 1,174 -
Income tax benefit related to items that will not be reclassified subsequently 383 - (743) -
Total items that will not be reclassified subsequently to profit or loss (2,288) - 7,177 0.1
Items that may be reclassified subsequently to profit or loss:
Share of other comprehensive loss of subsidiaries, associates and joint ventures (133,626) (1.0) 199,146 1.8
Income tax benefit related to items that may be reclassified subsequently to profit or loss 26,725 0.2 (39,829) (0.4)
Total items that may be reclassified subsequently to profit or loss (106,901) (0.8) 159,317 1.4
Total other comprehensive loss, net of income tax (109,189) (0.8) 166,494 1.5
TOTAL COMPREHENSIVE INCOME 2,056,510 15.0 1,658,587 15.2
EARNINGS PER SHARE
Basic 6(30) $7.94 $5.46
Diluted 6(30) $7.93 $5.45

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

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

Capital Stock Retained Earnings Others Equity
Ordinary Shares Certificate of Bond Exchange Rights Capital Surplus Legal Reserve Special Reserve Unappropriated Earnings Exchange Differences on Translating Foreign Operations Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive income Treasury stock Total Equity
BALANCE AT DECEMBER 31, 2024 $ 2,725,243 $ 9,194 $ 1,518,788 $995,720 $257,757 $2,012,211 $ (305,248) $ 5,063 $ - $ 7,218,728
Appropriations and distributions of prior years' earnings:
Legal reserve - - - 133,407 - (133,407) - - - -
Special reserve - - - - 42,428 (42,428) - - - -
Cash dividends - - - - - (957,053) - - - (957,053)
Net income in 2024 - - - - - 1,492,093 - - - 1,492,093
Other comprehensive income (loss) in 2024, net of income tax - - - - - 2,971 159,317 4,206 - 166,494
Total comprehensive income in 2024 - - - - - 1,495,064 159,317 4,206 - 1,658,587
Bond conversion entitlement certificate 9,194 (9,194) - - - - - - - -
BALANCE AT DECEMBER 31, 2025 2,734,437 - 1,518,788 1,129,127 300,185 2,374,387 (145,931) 9,269 - 7,920,262
Appropriations and distributions of prior years' earnings:
Legal reserve - - - 149,507 - (149,507) - - - -
Cash dividends - - - - - (1,011,742) - - - (1,011,742)
Reversal of special surplus reserve - - - - (163,523) 163,523 - - - -
Net income in 2025 - - - - - 2,165,699 - - - 2,165,699
Other comprehensive income (loss) in 2025, net of income tax - - - - - (1,530) (106,901) (758) - (109,189)
Total comprehensive income in 2025 - - - - - 2,164,169 (106,901) (758) - 2,056,510
Bond conversion entitlement certificate - - - - - - - - (77,943) (77,943)
BALANCE AT DECEMBER 31, 2025 $ 2,734,437 $ - $ 1,518,788 $ 1,278,634 $ 136,662 $ 3,540,830 $ (252,832) $ 8,511 $ (77,943) $ 8,887,087

SUNONWEALTH ELECTRIC MACHINE INDUSTRY CO., LTD.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
(In Thousands of New Taiwan Dollars)

Year Ended December 31
2025 2024
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax $ 2,622,474 $ 1,877,958
Adjustments :
Adjustments to reconcile profit (loss)
Depreciation expense 63,524 57,863
Amortization expense 31,184 25,684
Expected credit loss (gain) 4,115 3,488
Net loss (gain) on financial assets and liabilities at fair value through profit or loss 173,170 (12,920)
Interest expense 13,541 9,606
Interest income (49,957) (76,593)
Dividend revenues (217) -
Share of profits of subsidiaries, associates and joint ventures (1,275,125) (825,434)
Loss (gain) on disposal and retirement of property, plant and equipment 78 (2,496)
Unrealized gross profit on sales to subsidiaries and associates 70,180 63,158
Realized gross profit on sales to subsidiaries and associates (63,158) (72,864)
Other (2,052) 4,171
Total adjustments to reconcile profit and loss (1,034,717) (826,337)
Net changes in operating assets and liabilities
Decrease (increase) in notes receivable 4,952 12,583
Decrease (increase) in accounts receivable (641,048) (723,684)
Decrease (increase) in accounts receivable - related parties (219,075) (123,604)
Decrease (increase) in other receivables (19,777) (18,179)
Decrease (increase) in other receivables - related parties 26,333 (52,293)
Decrease (increase) in inventories (43,574) (139,560)
Decrease (increase) in prepayments 9,185 (12,981)
Total changes in operating assets (883,004) (1,057,718)
Net changes in operating liabilities
Increase (decrease) in contract liabilities 66,488 (11,363)
Increase (decrease) in notes payable - (10)
Increase (decrease) in accounts payable 208,058 127,722
Increase (decrease) in accounts payable - related parties 334,533 407,486
Increase (decrease) in other payables 163,254 102,110
Increase (decrease) in other payables - related parties 276 5,158
Increase (decrease) in provisions 1,350 2,600
Increase (decrease) in advance receipts - (571)
Increase (decrease) in net defined benefit liabilities (6,382) (6,869)
Total changes in operating liabilities 767,577 626,263
Total net changes in operating assets and liabilities (115,427) (431,455)
Total adjustments (1,150,144) (1,257,792)

-35-

Year Ended December 31
2025 2024
Cash generated from operations $1,472,330 $620,166
Interest received 50,166 80,639
Dividends received 586,798 777,539
Interest paid (13,470) (9,414)
Income tax paid (340,792) (311,505)
Net cash generated from operating activities 1,755,032 1,157,425
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or loss - (160,250)
Acquisition of investments accounted for using equity method (584,922) (646,850)
Proceeds from capital reduction of investments accounted for using equity method - 81,269
Acquisition of property, plant and equipment (101,127) (48,059)
Proceeds from disposal of property, plant and equipment 149 7,980
Increase in refundable deposits (179) (1,934)
Acquisition of intangible assets (19,114) (50,510)
Other investment activities 652 -
Net cash used in investing activities (704,541) (818,354)
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term loans - 20,000
Decrease in short-term loans (20,000) -
Proceeds from long-term borrowings 136,222 386,000
Repayment of long-term borrowings - (88,889)
Repayments of lease principal (19,291) (14,138)
Cash dividends paid (1,011,742) (957,053)
Cost of treasury stock repurchase (77,943) -
Net cash generated from (used in) financing activities (992,754) (654,080)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 57,737 (315,009)
CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR 1,857,657 2,172,666
CASH AND CASH EQUIVALENTS - END OF YEAR $1,915,394 $1,857,657
The accompanying notes are an integral part of the parent company only financial statements.