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SYNST — Annual Report 2025
May 26, 2026
52584_rns_2026-05-26_b2d766d6-7634-49da-931f-70d3700e498d.pdf
Annual Report
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Stock Code: 6558

SYNergy ScienTech Corp.
2025 Annual Report
Prepared by SYNergy ScienTech Corp.
Company Website: www.synst.com.tw
Annual Report Inquiry: http://mops.twse.com.tw
Printed on Mar. 31, 2026
- The name, title, telephone number, and e-mail address of the spokesperson or acting spokesperson
Spokesperson
Name: Hsieh, Hsiang-Hao
Title: General Manager
Tel.: (03) 564-3700
Email: [email protected]
Acting Spokesperson
Name: Huang, Yi-Yi
Title: Division of Finance Diretcor
Tel.: (03) 564-3700
Email: [email protected]
(II) Addresses and telephone numbers of head office, subsidiaries and factories
Address of headquarter: 6F.-1, -3, No. 9, Prosperity 1st Rd., Hsinchu Science Park, Hsinchu City
Tel.: (03) 564-3700
(III) The name, address, e-mail address, and telephone number of the agency handling shares transfer
Name: President Securities Corporation
Address: 1F., No. 8, Dongxing Rd., Songshan Dist., Taipei City
Website: https://www.pscnet.com.tw
Tel.: (02) 2747-8266
(IV) The names of the certified public accountants who duly audited the annual financial statement for the most recent fiscal year, and the name, address and telephone number of the accounting firm to which they belong
Name of accountant: Chiang, Tsai-Yen, Hsieh, Chih-Cheng
Accounting firm name: PricewaterhouseCoopers, Taiwan
Address: 5F., No. 2, Gongye E. 3rd Rd., Science Park, Hsinchu City
Website: https://www.pwc.tw
Tel.: (03) 578-0205
(V) The name of any exchanges where the company's securities are traded offshore, and the method by which to access information: None.
(VI) Company Website: http://www.synst.com.tw
Table of Contents
I. Litter to Shareholders... 1
(I). 2025 Business results... 1
(II). Summary of 2026 business plan... 3
(III). Future development strategies of the Company and the overall competitive, legislation and business environment... 5
II. Corporate Governance Report... 7
(I). Information on the company's directors, general manager, vice general managers, assistant managers, and the supervisors of all the company's divisions and branch units... 7
(II). Remuneration paid to directors, the general manager, and vice general managers... 27
(III). The state of the company's implementation of corporate governance... 37
(IV). Information on the professional fees of the attesting CPAs (external auditors)... 161
(V). Information on replacement of certified public accountant... 162
(VI). Where the company's chairperson, general manager, or any managerial officer in charge of finance or accounting matters has in the most recent year held a position at the accounting firm of its certified public accountant or at an affiliated enterprise of such accounting firm... 162
(VII). Any transfer of equity interests and/or pledge of or change in equity interests by a director, supervisor, managerial officer, or shareholder with a stake of more than 10 percent during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report... 162
(VIII). Relationship information, if among the company's 10 largest shareholders any one is a related party or a relative within the second degree of kinship of another... 165
(IX). The total number of shares and total equity stake held in any single enterprise by the company, its directors and supervisors, managerial officers, and any companies controlled either directly or indirectly by the company... 167
III. Information on Capital Raising Activities... 168
(I). Capital and Shares... 168
(II). Status of corporate bonds... 174
(III). Status of preferred shares... 174
(IV). Status of global depository receipts... 174
(V). Status of employee share subscription warrants... 175
(VI). Status of new restricted employee shares... 177
(VII). Issuance of new shares in connection with mergers or acquisitions or with acquisitions of shares of other companies... 177
(VIII). Implementation of the company's capital allocation plans... 177
IV. Overview of Operations... 178
(I). Description of the business... 178
(II). An analysis of the market as well as the production and marketing situation... 191
(III). The number of employees employed for the 2 most recent fiscal years, and during the current fiscal year up to the date of publication of the annual report, their average years of service, average age, and education levels (including the percentage of employees at each level) 198
(IV). Disbursements for environmental protection 198
(V). Labor relations 198
(VI). Cyber security management 201
(VII). Important contracts 206
V. Areview and Analysis of the Company's Financial Position and Financial Performance, and a Listing of Risks 208
(I). Financial Analysis 208
(II). Financial performance 209
(III). Cash flow 210
(IV). The effect upon financial operations of any major capital expenditures during the most recent fiscal year 210
(V). The annual report shall describe the company's reinvestment policy for the most recent fiscal year, the main reasons for the profits/losses generated thereby, the plan for improving re-investment profitability, and investment plans for the coming year 211
(VI). Risk analysis and assessment 212
(VII). Other important matters 217
VI. Special items to be included 218
(I). Information related to the company's affiliates 218
(II). If the company has carried out a private placement of securities during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report 222
(III). Other matters that require additional description 223
(IV). If any of the situations listed in Article 36, paragraph 3, subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholders' equity or the price of the company's securities, has occurred during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report 223
I. Letter to Shareholders
Dear Shareholders,
The global battery industry is currently undergoing a critical phase of technological and business model transformation. The evolution of battery technology is no longer limited to a single material upgrade, but is moving toward the parallel development of multiple technological pathways. Emerging technologies such as solid-state batteries, semi-solid-state batteries, LMFP material applications, and sodium-ion batteries are gradually transitioning from the laboratory stage to pilot production and commercial validation. The focus of industry competition has shifted from purely price and production capacity to a comprehensive capability that includes energy density, safety, lifecycle, and cost structure.
Our company continues to expand its battery R&D team, aiming to enhance energy density through breakthroughs in high-voltage systems and the introduction of new silicon-carbon anode materials. In response to the EU's environmental regulations, the development and shipment of replaceable batteries are also gaining momentum. Additionally, we are investing in R&D resources to strengthen our mechanical and electronic design capabilities to meet the increasingly diverse specifications required by our customers. Given the rapid growth of drones and unmanned vehicles, we plan to increase investment in the development and production equipment for drone power batteries. We are also on track to complete cell production and internal testing by the end of 2025. After years of development, our semi-solid and solid-state batteries have finally begun to ship in small quantities in 2025, with semi-solid gel batteries being delivered to semiconductor-related equipment applications. We hope this will contribute to future revenue and profitability. Overall, we are confident in and look forward to the performance of our battery development and market expansion.
In the development of energy products, our company has invested in the development of a Battery Management System (BMS) and a 5 kWh battery product, both of which received the relevant certifications by the end of 2025 and have been shipped to customers for use in backup power applications. We are also honored and grateful for the opportunity to participate in the Ministry of Economic Affairs' Industrial Development Bureau and Energy Bureau's industry-specific projects. With guidance and support from the relevant agencies, we have developed smart grid-connected inverters and BBU-related batteries and solutions, further enhancing our position in the energy solutions market.
The following is an overview of the company's 2025 operating performance and the outline of the 2026 business plan:
(I) 2025 Business results
(i) Results on the implementation of the 2025 business plan
The company's net revenue for 2025 was NT$1,072,752 thousand, a decrease of 7.46% compared to NT$1,159,274 thousand in 2024. The operating loss for the year amounted to NT$62,458 thousand, and the net loss for the period was NT$95,450 thousand. The main reason for this period's loss is the adjustment in tax policies in Mainland China, where the export tax rebate rate was reduced from 13%
to $9\%$ , increasing the company's operating costs. Additionally, the significant appreciation of the New Taiwan Dollar in the second quarter caused foreign exchange losses. During the process of driving operational restructuring and equipment optimization, one-time recognition of inventory, asset write-offs, and impairment losses were incurred. These had limited impact on the company's overall operational cash flow. However, the related adjustments will help improve the asset structure, reduce future operational burdens, and lay the foundation for subsequent operational growth. Budget implementation
(ii) The company did not publicly disclose consolidated financial forecasts for 2025; therefore, this is not applicable.
(iii) Consolidated analysis of receipts, expenditures, and profitability
Unit: NT$ thousand
| Item | 2025 | 2024 | ||
|---|---|---|---|---|
| Revenues and Expenses | Operating Revenue | 1,072,752 | 1,159,274 | |
| Operating Margin | 200,779 | 217,851 | ||
| Profit(loss) Before Income Tax | (97,261) | 15,712 | ||
| Profitability | Return on Assets (%) | (5.23%) | 0.55% | |
| Return on Equity (%) | (6.61%) | 0.64% | ||
| Percentages of paid-in capital (%) | Operating Profit and Loss | (6.66%) | (3.76%) | |
| Pre-tax Profit and Loss | (10.37%) | 1.68% | ||
| Net Profit(loss) Margin (%) | (8.90%) | 0.83% | ||
| Earnings per Share(loss) (NTD) | (1.02) | 0.10 |
(iv) Research & Development Work
In terms of single cell development, in addition to the original research on high-voltage, high-safety, and high-capacity battery formulas, the company continues to invest in the development of formulas for high-current charge and discharge, strengthening product competitiveness and technical services for customers. The company is also continually investing in the production of medium- and large-sized batteries and expanding automation equipment for both winding and stacking production processes. In the area of new material development, the company is working on the introduction of silicon-carbon (SiC) anodes, niobium (Nb) oxide materials, as well as cathode materials with low cobalt (Co) content and recycled cobalt (Co) cathode powders. For solid-state battery materials, the company is engaging in front-end scientific research and has established
collaboration projects with domestic academic institutions. Internally, we are strengthening solid-state battery formula and process development, and actively recruiting both domestic and international talent to deepen our expertise in new material technologies.
For the battery management system, the company has introduced multi-series and parallel power IC designs along with replaceable casing technology to increase product value and meet European regulatory requirements. In the development of energy storage battery modules, the company combines internal resources with external collaborations and has obtained government incentive program subsidies to accelerate the R&D timeline of new products.
The company actively incorporates energy-saving and carbon-reduction solutions into its various product and technology development plans, continuously reducing the environmental impact of its operations. At the same time, it promotes company-wide participation in patent cultivation and development, strengthening the layout and management of intellectual property. This aims to enhance the company's core competitiveness and implement sustainable corporate development.
(II) Summary of 2026 business plan
(i) Important business policies
The company continues to focus on areas such as enhancing battery energy density, introducing new materials, mass production of medium-sized wound batteries, optimization of hard-shell battery production, development of high-rate laminated batteries, and research on solid-state batteries with safety features. These efforts aim to increase product competitiveness and provide customers with a broader range of product options. The company is also positioning itself in higher-price and specialized application markets, with the expectation of making a more significant contribution to financial revenue and profitability. Regarding energy-related solutions, the company will continue to promote the self-developed BMS, 5 kWh BBU, and EMS, ensuring they pass relevant certifications and smoothly enter mass production. Additionally, the company is actively seeking cooperation opportunities with Taiwan's industry, government, and academia to plan for the next stage of product development.
In terms of Sustainable Governance (ESG), the company views corporate sustainability and risk management as fundamental pillars for long-term operations. In response to the industry's characteristics, such as high energy consumption, strict regulations, and fluctuations in raw material prices, the company continues to promote energy efficiency and carbon emission management. Efforts are also focused on strengthening process safety and nurturing key talent, while implementing supply chain management and raw material risk control to ensure stable operations and manageable costs. Regarding corporate governance, the company has improved its internal control and compliance mechanisms, enhancing information transparency and decision-making
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quality. Furthermore, sustainability and risk management metrics are incorporated into the overall business management system to align with long-term strategic goals.
(ii) Important production and sales policies:
-
Continuously expand the company's market opportunities in non-consumer products such as medical devices, the Internet of Things (IoT), security equipment, and drones, while actively seeking collaborations in medium-sized batteries and energy storage-related sectors.
-
Invest in the production of medium- and large-sized batteries, and expand automation equipment for both winding and stacking production types. The short- to mid-term benefits will enhance product competitiveness and provide customers with a broader range of product combinations.
-
Implement digitalized MES for data integration and transparent real-time management. The long- and mid-term benefits will enhance order flexibility, production efficiency, energy management, and customer service quality.
(iii) Sales volume forecast
An overview of the end markets served by our company:
-
Bluetooth and Audio Accessories: The global TWS Bluetooth earphone market has entered a stable growth phase. With the reduction in Bluetooth chip power consumption, the widespread adoption of Active Noise Cancellation (ANC) technology, and the integration of AI voice applications, products are evolving toward longer battery life and higher performance. While the overall consumer electronics market is experiencing slower growth, the trend of higher-end products and multi-functional integration is evident, driving increased demand for battery capacity and safety performance.
-
Computer and Mobile Accessories: The normalization of hybrid office models and the continued demand for remote applications have maintained a stable market size for video conferencing equipment, wireless keyboards, mice, and mobile accessories. With the growth of the eSports market and demand for high-performance wireless devices, products are being developed with low power consumption, long battery life, and lightweight designs, driving demand for high-quality battery applications. Additionally, the growing requirements for charging and discharging efficiency and safety in mobile device peripherals benefit battery suppliers with technological advantages.
-
Internet of Things (IoT) and Wearable Devices: The widespread adoption of 5G and Low Power Wide Area Networks (LPWAN) is accelerating the expansion of IoT applications. Smartwatches, fitness bands, AR/VR devices, and health monitoring equipment continue to innovate. With the integration of Artificial Intelligence (AI), big data analytics, and cloud computing, wearable devices have become an important gateway for smart living and health management. The market's demand for
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miniaturized, high-energy density, and high-safety batteries is continuously growing, with an emphasis on long-lasting battery life and stable performance.
- Medical Devices: With advancements in semiconductor and sensor technologies, medical devices are gradually developing towards wearable, portable, and long-term monitoring solutions. The growing demand for telemedicine and personal health management has raised higher standards for the safety, stability, and lifespan of batteries used in medical electronics. Our company's battery products are already used in insulin injection devices, smart injection systems, hearing aids, and low-frequency therapy equipment. Moving forward, we will continue to enhance the quality and certification capabilities of medical-grade products to expand into high-value-added markets.
In the face of global production layouts, supply chain integration, and the ongoing uncertainty in market economic conditions, the company will respond cautiously to minimize the impact on sales.
(III) Future development strategies of the Company and the overall competitive, legislation and business environment
Looking ahead, the company will continue to focus on the development of high energy density, high safety, and diverse technological pathways, including semi-solid-state batteries, new material applications, and energy storage system integration, gradually maturing in these areas. The company will center its efforts on deepening technology and enhancing product value, strengthening R&D capabilities and process automation, and improving product differentiation and quality stability. At the same time, the company will expand into markets such as medical devices, smart wearables, drones, and energy storage applications. The goal is to gradually transform from a battery cell manufacturer to an energy application integrator, establishing long-term growth momentum.
In terms of external competition and regulatory environment, the global battery industry is facing challenges from accelerated technological upgrades and intensified international competition. The EU Battery Regulation and various national sustainability disclosure requirements are becoming increasingly stringent, imposing higher standards on carbon footprint management, raw material sourcing transparency, and recycling mechanisms. The company has strengthened its ESG governance and risk management framework, implemented robust internal controls and compliance systems, and enhanced supply chain management and product safety standards to ensure operations align with international regulations.
Regarding the overall business environment, the global economy remains affected by geopolitical tensions, inflationary pressures, and currency fluctuations, with continued uncertainty in raw material prices and supply chain adjustments. The company will continue to optimize raw material procurement strategies and exchange rate risk management mechanisms, maintain a solid financial structure and prudent
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capital expenditure principles, and drive growth under controllable risk, continuously enhancing corporate resilience and long-term competitiveness.
Under the premise of steady growth and controllable risk, the company will continue to improve operational efficiency and capital utilization, strengthen corporate resilience, and create long-term, sustainable value. We sincerely hope that every shareholder, customer, supplier, and partner will continue to support and recognize the efforts of SYNergy Thank you all!
SYNergy ScienTech Corp.
Chairperson Chen, Kuo-Chung
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II. Corporate Governance Report
(I) Information on the company's directors, general manager, vice general managers, assistant managers, and the supervisors of all the company's divisions and branch units
(i) Directors
March 29, 2025; Unit: shares; %
| Job title | Nationality or place of registration | Name | Gender Age | Date of election / appointment to current term | Term of office | Commencement date of first term | No. of shares held at time of election | No. of shares currently held | Shares currently held by spouse and minor children | Shares held through nominees | Principal work experience and academic qualifications | Positions held concurrently in the company and/or in any other company | Other officer(s), director(s), or supervisor(s) with which the person has a relationship of spouse or relative within the second degree | Remarks | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. of shares | Share holding ratio | No. of shares | Share holding ratio | No. of shares | Share holding ratio | No. of shares | Share holding ratio | Job title | Name | Relationship | ||||||||||
| Chairperson | Republic of China | President International Development Corp. | None | 2024/05/30 | 3 years | 2000/03/27 | 13,450,966 | 14.34 | 13,450,966 | 14.34 | 0 | 0 | 0 | 0 | None | ●(Note1) | None | None | None | None |
| Representative: Chen, Kuo-Chung | Male 51-60 | 2021/12/29 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ●Director /Deputy General Manager of A-SPINE Asia Co., Ltd.●B.S. in Accounting, Soochow University | ●Chairperson of Kunshan Synergy ScienTech Co. | None | None | None | |||||
| Director | Republic of China | President International | NA | 2024/05/30 | 3 years | 2000/03/27 | 13,450,966 | 14.34 | 13,450,966 | 14.34 | 0 | 0 | 0 | 0 | None | ●(Note1) | None | None | None | None |
| Director | Representative: | Phone | Phone | Phone | Phone | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| on | on | on | on | on | on | on | on | on | |||||||||
| na | ment Corp. | ||||||||||||||||
| Representative: Shih, Chiu-Ju | 2012/04/10 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ● Vice President of President International Development Corp. ● M.S. in Economics, University of Hawaii, US | ● Vice President of President International Development Corp. ● Director of ScinoPharm Taiwan., Ltd. ● Director of Grand Bills ● Director of Development international investment co., ltd. ● Director of Xinyuan Management Consulting (Cayman) Co., Ltd ● Director of Kunshan Synergy Scientech Co., Ltd. ● Director of Androscience Corp. | None | None | None | |||
| Director | President International Development Corp. | None | 2024/05/30 | 3 years | 2000/3/27 | 13,450,966 | 14.34 | 13,450,966 | 14.34 | 0 | 0 | 0 | 0 | None | ● (Note1) | ||
| Representative: Wang, Wei-Chao | Male 51-60 | 2012/04/10 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ● Vice President of President International Development Corp. ● Bachelor of Business Administration, Chinese Culture University | ● Vice President of President International Development Corp. | None | None |
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| Director | Republic of China | Xing, Xue-Kun | Male 71-80 | 2024/05/30 | 3 years | 2007/02/09 | 418,500 | 0.44 | 260,5000 | 0.27 | 0 | 0 | 0 | 0 | ● R&D Manager of GouldElectronics
● CTO of NTK Powerdex
● CEO of NTKPowerdex
● General Manage/ Chairperson of Kunshan Synergy ScienTech Co., Ltd.
● General Manage/ Chairperson of Synergy ScienTech Co., Ltd.
● Case Western Reserve University, USA / Ph.D. in Electrochemistry | ● None | None | None | None | None |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Director | Republic of China | MERRY ELECTRONICS CO.,LTD | None | 2024/05/30 | 3 years | 2024/05/30 | 7,300,000 | 7.78 | 7,300,000 | 7.78 | 0 | 0 | 0 | 0 | ● None | ● Director of Leohab Enterprise Co.,Ltd
● Director of MUtek Electronics Co.,Ltd.
● Director of Merry Capital Inc.
● Director of DONPON PRECISION INC. | | | | |
| | | Representative : Huang,Chao-Li | Male 51-60 | | | 2024/05/30 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ● Experience: Vice President, Wealth Management and Trust BU, Mega Securities
● MBA, Feng Chia University | ● (Note2) | | | | |
| Director | Republic of China | CHONG BAI DEPARTMENT STORE CO., LTD. | - | 2024/05/30 | 3 years | 95/06/27 | 5,399,678 | 5.75 | 3,655,678 | 3.89 | 0 | 0 | 0 | 0 | ● None | ● None | | | | |
| | | Representative : Pao,Kuo-Yang (Note 2) | Male 21-30 | 2024/05/30 | 3 years | 2024/05/30 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ● Nike Merchandise Financial Planner
● University of Southern California Department of Business Administration | ● representative director of CHONG BAI DEPARTMENT STORE CO., LTD.(Represented legal person | | | | |
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| | | | | | | | | | | | | | | | | CHUNG SHING TEXTILE Co., Ltd.)
●President of CHONG BAI DEPARTMENT STORE CO., LTD.
●Special Assistant to the Chairperson of CHUNG SHING TEXTILE Co., Ltd
●Legal representative director of Sunrise Department Store Corp.(Represented legal person CHUNG HSENG TRADING CORP.) | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Independent Director | Republic of China | Chou, Chih-Feng | Male 51-60 | 2024/05/30 | 3 years | 2019/06/26 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ●M.A., Institute of International Trade, National Chengchi University
●B.S. in International Trade, Fu Jen Catholic University
●Lecturer, International Trade Department, Deming Business College | ●Chairperson of Zhiqu Management Consulting Co., Ltd. | None | None | None | None |
| Independent Director | Republic of China | Pan, Ming-Tsan | Male 51-60 | 2024/05/30 | 3 years | 2022/06/09 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ●General Manager of Lien Chuang Investment Co., Ltd.
●Director and General Manager of MagiCap Venture Capital Co., Ltd.
●M.S. in Business, National Taiwan University | ●None | None | None | None | None |
| Independent Director | Republic of China | Yang,Hui Chu | Female 61-70 | 2024/05/30 | 3 years | 2024/05/30 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ●Natixis,Taiwan CIB. Senior Executive/Managing Director /General Manager of Taipei | ●Head of Jiasi Investment Co., Ltd.
●Independent director of | | | | |
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| | | | | | | | | | | | | | | Branch/Office Representative
● Managing Director of Investment Bank of Barclays, Taiwan.
● Director of Investment Bank of Barclays, HK.
● Mingchuan Commercial Bank Insurance Department | Poindus Systems Corp.
● Independent director of President Securities Corporation | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
Note1: Director of Director of ScinoPharm Taiwan., Ltd. • Chairperson of President Life Sciences Co., Ltd. • Director of PRESIDENT FAIR DEVELOPMENT CORP. • Director of TUNG LO DEVELOPMENT CO., LTD. • Supervisor of UNI-PRESIDENT DEVELOPMENT CORP. • Chairperson of Tong Yu Investment Corp. • Supervisor of President Futures Co., Ltd. • Chairperson/ President of President Property Corporation • Director of AnnJi Pharmaceutical Co. Ltd • Director of IMQ TECHNOLOGY INC • Director of Director of Development international investment co., ltd. • Director of Director of Xinyuan Management Consulting (Cayman) Co., Ltd • Chairperson /Director of AndroScience Corporation • Director of President (BVI) International Investment Holding LTD. • Director of RenalPro Medical Inc. • Director of Funmula Co., Limited.
Note2: President/ Director of MERRY ELECTRONICS CO.,LTD. • President of Shande Investment Co., Ltd. • Supervisor of Leading Jet Turbine Co., Ltd. • Representative Director (Shande Investment Co., Ltd.) of Amulaire Thermal Technology Inc • Representative Director (Shande Investment Co., Ltd.) of Maxecho Technology Corp. • CEO and Director of Merry Electronics (U.S.A.) Co., Ltd • Legal Representative and Director of Merry Electronics (Thailand) Co. Ltd • Director of Austar Hearing Science and Technology (Xiamen) Co., Ltd. • Representative Director (Merry Electronics Co., Ltd.) of Leohab Enterprise Co., Ltd • Director of MERRY & LUXSHARE (VIETNAM) CO.,LTD. • Chairperson and Director of MUttek Electronics Co.,Ltd • Director of FULICARE CO., LTD. • Director / President of Fulikangtai Medical Technology (Suzhou) Co., Ltd. • Director of Xiamen Aisheng Hearing Technology Chain Co., Ltd. • Director of MERRY FULING CO., LTD. (Merry Electronics Co., Ltd.) • MWT Holdings Co., Ltd. • Representative Director • Tokumi Electronics CO., LTD. • Representative Director • Tokumi Corporation Director • TR ELECTRONICS HK LIMITED Director • Director of Merry Electronics (H.K.) Co., Ltd • Director of DANNY DYNAMICS LIMITED • Director of MERRYTECH (HK) CO. LIMITED • Chairperson and Director of Merry Capital Inc. • Director of MERRY ELECTRONICS (SINGAPORE) PTE LTD. • Director of MERRY HEALTHCARE CO., LTD. • Supervisor of Puxun Jiu Phase II Venture Capital Co., Ltd.
- If a director is a representative of a corporate shareholder, a substantial shareholder of the corporate shareholder
Mar. 28, 2026
| Name of the corporate shareholders | Major Shareholders of Corporate Shareholders | Percentage |
|---|---|---|
| President International Development Corp. | Uni-President Enterprises Corp. | 69.37% |
| Tainan Spinning Co., Ltd. | 9.00% | |
| Prince Housing & Development Corp. | 6.63% | |
| PRESIDENT CHAIN STORE CORPORATION | 3.33% | |
| Kai Yu Investment Co., Ltd. | 3.33% | |
| Nanfang Construction Co. | 3.00% | |
| Guo Kuan Investment Co., Ltd. | 1.87% | |
| NANTEX INDUSTRY CO., LTD. | 0.67% | |
| NANLIEN INTERNATIONAL CORPORATION | 0.67% | |
| YI LONG INVESTMENT CO., LTD. | 0.67% | |
| MERRY ELECTRONICS CO.,LTD | Wei Wenjie | 3.06% |
| Special Custody Account of Yuanta Taiwan Value-Selected High Dividend ETF, Managed by Hua Nan Commercial Bank" | 2.82% | |
| RULYMEI INVESTMENT CO., LTD. | 2.78% | |
| Taipei Fubon Commercial Bank Co., Ltd. Custodian Account for Fuh Hwa Taiwan Technology Dividend Highlight ETF | 2.69% | |
| The Prudential Life Insurance Company of Taiwan | 1.81% | |
| L.J.R. Investment Co., Ltd. | 1.60% | |
| Liao Luyin | 1.44% | |
| Zong Quan Investment Co., Ltd. | 1.27% | |
| E.SUN Commercial Bank | 1.17% | |
| TransGlobe Life Insurance Inc. | 1.14% | |
| CHONG BAI DEPARTMENT STORE CO., LTD. | Chung Hsing Department Store Co., Ltd. | 100.00% |
2.If the principal shareholder of a corporate shareholder is a corporation, its principal shareholder
Mar. 29, 2025
| Name of the Corporate Shareholders | Major Shareholders of Corporate Shareholders | Percentage |
|---|---|---|
| Name of the Corporate Shareholders | Major Shareholders of Corporate Shareholders | Percentage |
|---|---|---|
| Uni-President Enterprises Corp. (2025/08/08) | Gao Quan Investment Co., Ltd. | 5.00% |
| Yuanta/P-shares Taiwan Dividend Plus ETF | 3.39% | |
| HSBC (Taiwan) Commercial Bank Co., Ltd. is entrusted with the custody of the special investment account of BNP Paribas Hong Kong Branch | 3.02% | |
| Cathay Life Insurance Company, Ltd. | 3.01% | |
| Hou, Po-Ming | 2.56% | |
| Taiwan Shin Kong International Commercial Bank Co., Ltd. is entrusted with the custody of the Cathay Taiwan High Dividend Umbrella Securities Investment Trust Fund, specifically the Taiwan ESG Sustainable High Dividend ETF Securities Investment Trust Fund account. | 2.50% | |
| Hou, Po-Yu | 2.49% | |
| Kao, Hsiu-Ling | 1.64% | |
| Labor Retirement Reserve Fund | 1.58% | |
| Chunghwa Post Co., Ltd. | 1.54% | |
| Tainan Spinning Co., Ltd. (2025/07/18) | Hou, Po-Yu | 7.04% |
| Hou, Po-I | 6.16% | |
| Xin Yongxing Investment Co., Ltd. | 5.37% | |
| Hou, Po-Ming | 3.99% | |
| HSIN FU HSING INDUSTRIAL CO., LTD. | 3.47% | |
| Qiliu Investment Co., Ltd. | 3.02% | |
| Ruixing International Investment Co., Ltd. | 1.62% | |
| Chuang, Ying-zhi | 1.34% | |
| Chuang, Ying-Chih | 1.29% | |
| Hou Jixing | 1.09% | |
| Prince Housing & Development Corp. (2025/04/19) | Uni-President Enterprises Corporation | 10.02% |
| Taibo Investment Co., Ltd. | 7.19% | |
| Gao Quan Investment Co., Ltd. | 4.22% | |
| TAINAN SPINNING CO., LTD. | 3.56% | |
| President International Development Corp. | 3.36% | |
| Rui Xing International Investment Co., Ltd.. | 2.93% | |
| Wu, Tseng Chao-mei | 2.65% | |
| Universal Cement Investment Co., Ltd. | 2.63% | |
| Universal Cement Corporation | 2.50% |
| Name of the Corporate Shareholders | Major Shareholders of Corporate Shareholders | Percentage |
|---|---|---|
| San Shing Spinning Co., Ltd. | 1.49% | |
| PRESIDENT CHAIN STORE CORPORATION (2025/08/06) | Uni-President Enterprises Corporation | 45.40% |
| Yuanta Taiwan High Dividend Low Volatility ETF | 4.13% | |
| Chinatrust was unified with the Superstore Employees' Welfare Reserve Integrated Trust Account | 2.55% | |
| New Labor Pension Scheme | 1.97% | |
| Chunghwa Post Co., Ltd. | 1.53% | |
| Old Labor Retirement Fund. | 1.41% | |
| Citibank (Taiwan) Custody Singapore Government Investment Account | 1.40% | |
| Cathay Life Insurance Company, Ltd. | 1.36% | |
| Labor Insurance Fund | 1.35% | |
| Fubon Life Insurance Co., Ltd. | 1.08% | |
| Kai Yu Investment Co., Ltd. (2025/07/21) | Uni-President Enterprises Corporation | 100.00% |
| Nanfang Construction Co. (2025/08/20) | Tainan Spinning Co., Ltd. | 99.99% |
| Guo Kuan Investment Co., Ltd. (2026/01/07) | Tongfu Group Co., Ltd. | 51.11% |
| Eternity Holdings Ltd. | 48.89% | |
| NANTEX INDUSTRY CO., LTD. (2025/03/31) | Tainan Spinning Co., Ltd. | 21.43% |
| Nanfang Construction Co., Ltd. | 5.56% | |
| Jiufu Investment Co., Ltd. | 4.87% | |
| Ruey Hsing International Investment Co., Ltd. | 2.54% | |
| Hung Han Enterprise Co., Ltd. | 2.18% | |
| Prince Construction & Development Co., Ltd. | 2.17% | |
| Dacheng Engineering Co., Ltd. | 2.07% | |
| Shin Her Hsing Investment Co., Ltd. | 2.06% | |
| Wu Chuan-Hsien Education and Culture Foundation. | 1.52% | |
| Cheng Li-Ling | 1.50% | |
| NANLIEN INTERNATIONAL CORPORATION (2024/08/08) | Uni-President Enterprises Corporation | 99.99% |
| Kai Yu Investment Co., Ltd. | 0.00% | |
| CHERI'S FABRIC INTERNATIONAL CO., LTD. (2026/02/25) | YIH-DAR ENGINEERING CO., LTD. | 49.60% |
| YUANGEE INDUSTRIAL CO., LTD. | 10.00% | |
| Tseng, Chun-Jen | 5.00% |
| Name of the Corporate Shareholders | Major Shareholders of Corporate Shareholders | Percentage |
|---|---|---|
| Cheng, Kun-Shan | 3.38% | |
| Tseng, hun-Chin | 3.00% | |
| Wu, Cheng-Hsiung | 2.94% | |
| Tseng, Wen-Lung | 1.88% | |
| Tseng Liang, Su-Chin | 1.88% | |
| Chen, Chuan-Hsing | 1.70% | |
| Liu Wangchu | 1.67% | |
| Tongqian Investment Co., Ltd. | Liao Geng-Bin | 45.6% |
| Liao Geng-Guo | 45.6% | |
| L.J.R. Investment Co., Ltd. | Tsung Chuan Investment Co., Ltd. | 33.33% |
| Tongqian Investment Co., Ltd. | 33.33% | |
| Shu-Cheng Investment Co., Ltd. | 33.33% | |
| Tsung Chuan Investment Co., Ltd. | Liao Luli | 54% |
| Zhuo Chunmei | 18.4% | |
| Chung Hsing Department Store Co., Ltd. | Chung Hsing Textile Mills Co., Ltd. | 18.29% |
| Bao Tai-Jun | 16.62% | |
| Xintai Textile Mills Co., Ltd. | 11.95% | |
| Lin Yu-Wei | 5.51% | |
| Bao Tai-Fa | 4.76% | |
| Bao Pei-Ling | 4.36% | |
| Zhou Yin-Xi | 1.88% | |
| Jiang Hui-Wen | 1.77% | |
| Zheng Long-Jia | 1.02% | |
| Caihui Co., Ltd. | 0.74% |
- Disclosure of professional qualifications of directors and supervisors and independence of independent directors
Mar. 28, 2026
| Name | Criteria | Professional qualifications and experience (Note 1) | Independence analysis (Note 2) | Number of other public companies in which the individual is concurrently serving as an independent director |
|---|---|---|---|---|
| Criteria Name | Professional qualifications and experience (Note 1) | Independence analysis (Note 2) | Number of other public companies in which the individual is concurrently serving as an independent director |
|---|---|---|---|
| Chairperson Representative of President International Development Corp.: Chen, Kuo-Chung | ●Mr. Chen, Kuo-Chung served as an independent director of the company in August 2021,in December of the same year, he was elected as the Chairperson of the company and has held the position ever since.●Graduated a B.S. in Accounting, Soochow University. He once served as Director ,Deputy General Manager of A-SPINE Asia Co., Ltd.●The Chairperson of the board of directors has proficient in securities, asset management, financial accounting, business administration, leadership, sustainable Development and Risk Management and decision-making etc.History and experience. | The company’s directors and legal person director representatives all meet the following conditions:1. Not having a spouse or second relative with other directors relative relationships within the scope of equality.2. I, my spouse, minor children or other No issued shares of the company are held in the name of others more than 1% of the total or among the top ten shareholdingsRandom shareholders. | 0 |
| Criteria Name | Professional qualifications and experience (Note 1) | Independence analysis (Note 2) | Number of other public companies in which the individual is concurrently serving as an independent director |
|---|---|---|---|
| Director Representative of President International Development Corp.: Shih, Chiu-Ju | ●Ms. Shih, Chiu-Ju has been a director of the company since April 2012. ●Graduated a University of Hawaii, US.Currently master's degree M.S. in Economics, ●She is also the Vice President of President International Development Corp. · Director of ScinoPharm Taiwan., Ltd. · Director of Grand Bills · Director of iMQ Technology Inc. · Director of Development international investment co., ltd.and Director of Xinyuan Management Consulting (Cayman) Co., Ltd. · Director of Androscience Corp. ●Possess the necessary work experience for securities, investment, asset management, financial accounting, business administration, leadership, sustainable Development and Risk Management and decision-making. | 0 | |
| Director Representative of President International Development Corp.: Wang, Wei-Chao | ●Mr. Wang, Wei-Chao has been a director of the company since April 2012. ●Graduated a bachelor's degree in Bachelor of Business Administration, Chinese Culture University. ●Currently, he is also the Vice President of President International Development Corp and Supervisor of IMQ TECHNOLOGY INC ●Have the necessary work experience in banking, asset management, financial accounting, business administration, leadership, sustainable Development and 1111Risk Management and decision-making. | 0 |
| Criteria Name | Professional qualifications and experience (Note 1) | Independence analysis (Note 2) | Number of other public companies in which the individual is concurrently serving as an independent director |
|---|---|---|---|
| Director Representative of MERRY ELECTRONICS CO.,LTD.: Huang, Chao-Li | ●Mr Huang,Chao-Li has been a director of the company since May 2024. ●Graduated with a Master's degree in Business Administration from Ming Chuan University. ●Currently serving as the President and Director of MERRY ELECTRONICS CO.,LTD. as well as a director and supervisor of several other companies. ●Possess the necessary work experience for securities, investments, asset management, financial accounting, business management and sustainable Development and Risk Management. | 0 | |
| Director Xing, Xue-Kun | ●Mr. Xing, Xue-Kun served as the general manager of the company from July 2006 to October 2021. Served as director of the company in February 2007. In April 2008, he was elected as the Chairperson of the company. He resigned as Chairperson in December 2021 and has been serving as director till now. ●Graduated a Case Western Reserve University, USA / Ph.D. in Electrochemistry. He once served as Chairperson/ / President of Kunshan Synergy Scientech Co., Ltd. ●Possess professional qualifications and experience in business management, leadership, and decision-making. | 0 |
| Criteria Name | Professional qualifications and experience (Note 1) | Independence analysis (Note 2) | Number of other public companies in which the individual is concurrently serving as an independent director |
|---|---|---|---|
| Director Representative of CHONG BAI DEPARTMENT STORE CO., LTD.: Pao,Kuo-Yang | ●Mr. Pao,Kuo-Yang has been a director of the company since May 2024. ●Graduated from the University of Southern California Department of Business Administration ●Currently serving as the Director and Legal Representative as well as General Manager of CHONG BAI DEPARTMENT STORE CO., LTD.; Special Assistant to the Chairperson of CHUNG SHING TEXTILE Co., Ltd.; and Director and Legal Representative of Sunrise Department Store Corp. ●Possesses professional qualifications and experience in financial accounting, business management, leadership, sustainable Development and Risk Management and decision-making | 0 | |
| Independent Director Chou, Chih-Feng | ●Mr. Chou, Chih-Feng has served as an independent director of the company since June 2018 and has been. ●Graduated a Master's degree from M.A., Institute of International Trade, National Chengchi University. ●Currently, he is also the Chairperson of Zhiqu Management Consulting Co., Ltd. ●Professional qualifications and experience in securities, investment, asset management, financial accounting, business management, leadership decision-making, sustainable Development and Risk Management. | ●In accordance with the Company's Articles of Incorporation and the "Corporate Governance Best Practice Principles," directors are elected through a candidate nomination system. When nominating and selecting members of the Board, the Company has obtained from each director a written declaration, work experience, current employment certificate, and a statement of family relationships. This information is used to verify and confirm the independence of the director, their spouse, and relatives within the third degree of kinship in relation to | 0 |
| the director and his spouse. | the director and his spouse. |
| Criteria Name | Professional qualifications and experience (Note 1) | Independence analysis (Note 2) | Number of other public companies in which the individual is concurrently serving as an independent director |
|---|---|---|---|
| Independent Director Pan, Ming-Tsan | ●Mr. Pan, Ming-Tsan has served as an independent director of the company since June 2022 and has been. ●Graduated a master's degree from M.S. in Business, National Taiwan University. ●Currently, he is also an Independent director of SOFT-WORLD INTERNATIONAL CORPORATION ●Professional qualifications and experience in securities, investment, asset management, financial accounting, business management, leadership decision-making, sustainable development and risk management. | the Company. ●The Company has also verified that the following three independent directors met the qualification requirements set forth in the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies” issued by the Financial Supervisory Commission, as well as Article 14-2 of the Securities and Exchange Act, both during the two years prior to their appointment and throughout their tenure. Furthermore, in accordance with Article 14-3 of the Securities and Exchange Act, all independent directors have been granted full authority to participate in decision-making and to express their opinions, thereby enabling them to independently exercise their respective duties. | 0 |
| Independent Director Yang,Hui-Chu | ●Ms. Yang,Hui-Chu has been serving as an independent director of the company since May 2024 and continues to hold the position. ●Graduated from Ming Chuan Commercial Junior College with a focus on Banking and Insurance. ●Currently serving as the Head of Jiasi Investment Co. Ltd. Independent director of Poindus Systems Corp. Independent director of President Securities Corporation. ●Professional qualifications and experience in banking, securities, investment banking, asset management, financial accounting, business management, leadership decision-making, sustainable development and risk management. | 2 |
Note 1: After investigation, all the directors of the company have not fallen into any of the circumstances specified in Article 30 of the Company Law.
21
4. Diversification and independence of directors
(1) Board Diversity: The Company has established a board diversity policy and management objectives
Article 20 of the Company's "Code of Corporate Governance Practices" states that the composition of the Board of Directors shall take into account diversity. In addition to the fact that the number of directors who are also managers of the Company should not exceed one-third of the total number of directors, the Company shall formulate an appropriate diversity policy with respect to its operation, business model and development needs, which shall include but not be limited to the following two major criteria.
A. Basic requirements and values: Gender, age, nationality, and culture; it is advisable that the number of female directors account for at least one-third of all the directors.
B. Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance, marketing, technology), professional skills, and industry experience.
Each board member shall have the necessary knowledge, skill, and experience to perform their duties. To achieve the ideal goal of corporate governance, the Board of Directors shall possess the following abilities:
A. Business judgment ability;
B. Accounting and financial analysis ability;
C. Business management ability;
D. Crisis management ability;
E. Knowledge of the industry;
F. An international market perspective;
G. Ability to lead;
H. Ability to make policy decisions.
(2) The diversity policy of the current board members and the state of achievement are as follows:
| Management Objectives | State of Achievement |
|---|---|
| The number of directors should not exceed one-third of the total number of directors. | No director who is also a manager |
| The proportion of female directors reaches one-third of the board seats | There are two female board members, which does not reach one-third of the total. (Note) |
| Under 60 years old, one-third of the directors’ seats | Seven directors, accounting for two-thirds, are under the age of 60 |
| Professional Knowledge and Industry Experience | The current independent directors have not served as directors (including independent directors) or supervisors of more than five listed companies.(Note 1) |
Note: If the number of directors of either gender on the Company's Board of Directors is less than one-third of the total number, the reason and measures to improve gender diversity on the board shall be explained as follows:
22
-
Reason:
In accordance with its Articles of Incorporation, the Company has established nine seats on the Board of Directors. The current directors were re-elected at the Annual General Shareholders’ Meeting on May 30, 2024. However, only two of the directors are women, which does not meet the one-third gender diversity target. This is primarily due to the characteristics of the industry and the difficulty in sourcing suitable candidates within a short timeframe. -
Measures:
Before the term of the current board expires and a re-election takes place, the Company will proactively seek candidate recommendations through various channels, including the industry and academia, in order to enhance corporate governance effectiveness and promote board diversity.
(3) Independence of the directors:
According to the company's Articles of Association, the number of independent directors must not be less than three, and their seats should account for at least one-third of the total number of directors. Furthermore, in accordance with the company's Corporate Governance Best Practice Principles, Article 24, the term of office of an independent director should not exceed three consecutive terms. Independent directors should possess professional knowledge, and their shareholding should be limited. In addition to complying with relevant laws and regulations, they should not simultaneously serve as directors (including independent directors) or supervisors of more than five publicly listed companies. Furthermore, they should maintain independence within the scope of their duties and must not have any direct or indirect interest relationship with the company.
The current Board of Directors consists of nine members, including three independent directors. All independent directors comply with the relevant regulations of the Securities and Futures Bureau of the Financial Supervisory Commission, and none are subject to the circumstances specified in Paragraphs 3 and 4 of Article 26-3 of the Securities and Exchange Act. There are no spousal relationships or kinship within the second degree of consanguinity among the Company's directors.
(4) The Company's director independence policy and the circumstances under which it was reached are as follows:
| Management Objectives | State of Achievement |
|---|---|
| There shall be no fewer than three independent directors, and no fewer than one-third of the total number of directors. | Three independent directors, accounting for one-third of the total number of directors. |
| Term of office of Independent Director | The tenure of all independent directors has not exceeded three terms. |
| Not to be a director (including independent director) or supervisor of more than five listed companies | None of the current independent directors serves on more than five |
Note 1:
| Diversified core items Name of directors | Basic composition | Industry experience | Professional competence | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Nationality | Gender | Work concur rently as an employee of the Company | Age | Term of office and Year s of Servi ce as an Independent Director | |||||||||||
| Les s than 60 years old | 61 to 70 | Over 71 years old | Bank | Sec urities | Investment | Ass et Management | Law | Finance and Account in g | Business Management | Ability to lead and make policy decisions. | |||||
| Chairperson: Representative of President International Development Corp.: Chen, Kuo-Chung | Republic of China | Male | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | |||||||
| Director: Representative of President International Development Corp.: Shih, Chiu-Ju | Republic of China | Female | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||
| Director: Representative of President International Development Corp.: Wang, Wei-Chao | Republic of China | Male | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | |||||||
| Director: Representative of President MERRY ELECTRONICS CO.,LTD.: Huang, Chao-Li | Republic of China | Male | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ||||||
| Director: Representative of President CHONG BAI DEPARTMENT STORE CO., LTD.: Pao, Kuo-Yang | Republic of China | Male | ✓ | ✓ | ✓ | ✓ | |||||||||
| Director: Xing, Xue-Kun | Republic of China | Male | ✓ | ✓ | ✓ | ||||||||||
| Independent Director: Chou, Chih-Feng | Republic of China | Male | ✓ | 7 | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | |||||
| Independent Director: Pan, Ming-Tsan | Republic of China | Male | ✓ | 4 | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | |||||
| Independent Director: Yang,Hui-Chu | Republic of China | Female | ✓ | 2 | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
(ii) The general manager, vice general managers, assistant vice presidents, and the chiefs of all the company's divisions and branch units
Mar. 29, 2025; Shares; %
| Job title | Nationality | Name | Gender | Date of Election/Appointment | No. of shares held (Note 1) | Shares held by spouse and minor children | Shares held through nominees | Principal work experience and academic qualifications | Positions held concurrently in any other company | Managerial officers with which the person has a relationship of spouse or relative within the second degree | Remarks | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. of shares | Shareholding ratio | No. of shares | Shareholding ratio | No. of shares | Shareholding ratio | Job title | Name | Relationship | ||||||||
| General Manager | Republic of China | Hsieh, Hsiang-Hao | Male | 2021/10/22 | 0 | 0 | 0 | 0 | 0 | 0 | • General Manager of ORISOL Taiwan Ltd. | |||||
| • MBA, National Dong Hwa University | • General Manager of Kunshan Synergy Scientech Co., Ltd. | |||||||||||||||
| • Director of Kunshan Synergy Scientech Co., Ltd. | ||||||||||||||||
| • Director of Xing Jin Investment Limited | None | None | None | None | ||||||||||||
| Senior Deputy General Manager | Republic of China | Lo, Kao-Le | Male | 2013/01/01 | 176,944 | 0.18% | 0 | 0 | 0 | 0 | • B.S. in Electrical Engineering, Lee-Ming Institute of Technology | |||||
| • Associate Engineer, Institute of Electronics, ITRI | ||||||||||||||||
| • Engineer and Director, Information Center, ITRI | • Chief Operating Officer of Kunshan Synergy Scientech Co., Ltd. | |||||||||||||||
| • Director of Kunshan Synergy Scientech Co., Ltd. | ||||||||||||||||
| • Director of Xing Neng Investment | None | None | None | None |
| Job title | Nationality | Name | Gender | Date of Election/Appointment | No. of shares held (Note 1) | Shares held by spouse and minor children | Shares held through nominees | Principal work experience and academic qualifications | Positions held concurrently in any other company | Managerial officers with which the person has a relationship of spouse or relative within the second degree | Remarks | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. of shares | Shareholding ratio | No. of shares | Shareholding ratio | No. of shares | Shareholding ratio | Job title | Name | Relationship | ||||||||
| Limited | ||||||||||||||||
| Vice General Manager | Republic of China | Yu, Chi | Male | 2022/09/16 | 0 | 0 | 0 | 0 | 0 | 0 | ● EMBA, National Taiwan University● Assistant Manager, Integrated Application Dept., POU CHEN CORPORATION● Deputy General Manager of Foxconn Technology Group/Asia Pacific Telecom● Senior Assistant Manager of Far EasTone Telecommunications Co., Ltd. | ● None | None | None | None | None |
| Chief Technology Officer | Republic of China | Shen, Chih-Hung | Male | 2015/08/03 | 0 | 0 | 0 | 0 | 0 | 0 | ● Assistant Manager of Celxpert Energy Corporation● Ph.D., Department of Chemistry, National Taiwan University | ● None | None | None | None | None |
| Finance, Accounting, and Corporate Governance Officer | Republic of China | Huang, Yi-Yi | Female | 2021/12/24 | 0 | 0 | 0 | 0 | 0 | 0 | ● Manager of Financial and Accounting Dept., Z-COM● M.S. in Accounting, National Central University | ● None | None | None | None | None |
| Job title | Nationality | Name | Gender | Date of Election/Appointment | No. of shares held (Note 1) | Shares held by spouse and minor children | Shares held through nominees | Principal work experience and academic qualifications | Positions held concurrently in any other company | Managerial officers with which the person has a relationship of spouse or relative within the second degree | Remarks | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. of shares | Shareholding ratio | No. of shares | Shareholding ratio | No. of shares | Shareholding ratio | Job title | Name | Relationship | ||||||||
| Executive Assistant to General Manager Office | Republic of China | Lin, Chia-Min | Male | 2022/04/01 | 0 | 0 | 0 | 0 | 0 | 0 | ● MBA, National Dong Hwa University● Factory Manager of Compal Electronics, Inc. | ● Deputy General Manager of Kunshan Synergy Scientech Co., Ltd. | None | None | None | None |
| Assistant Manager of the Marketing & Sales Division | Republic of China | Huang, Ya-Chen (Note2) | Female | 2023/06/28 | 0 | 0 | 0 | 0 | 0 | 0 | ●STL Technology Co., Ltd. Senior Business manager of the company.●TWS TECHNOLOGY LIMITED, TAIWAN BRANCH (HONG KONG Taiwan Branch Business manager of the company.●Oklahoma City University Master of Marketing Scholar | ●None | None | None | None | None |
| Assistant Manager of the Marketing & Sales Division | Republic of China | Hsu, Shu-Chen (Note3) | Female | 2023/11/01 | 20,750 | 0.02% | 0 | 0 | 0 | 0 | ●Wanjun Optoelectronics Business● Senior Representative of Guanxin Enterprise Business●De montfort university Montfort University (DMU) | ● None | None | None | None | None |
Note 1: The current number of shares held is based on the total number of outstanding shares of 93,788,875.
Note 2: The Assistant Manager of the Marketing & Sales Division, Ms. Huang, Ya-Chen, has resigned and left the position effective October 9, 2025.
Note 3 The Assistant Manager of the Marketing & Sales Division, Ms. Hsu, Shu-Chen has been transferred to the Marketing and Sales Department as Deputy Manager effective October 7, 2025.±
(II) Remuneration paid to directors, the general manager, and vice general managers
(i) Remuneration of directors
Dec. 31, 2025 ;Unit: NT$ Thousand
| Job title | Name | Remuneration of directors | Sum of A+B+C+D amount and ratio to net income | Remuneration received by directors for concurrent service as an employee | Sum of A+B+C+D+E+F+G and ratio to net income | Receive remuneration from subsidiaries outside of investment enterprises or the parent company. |
|---|---|---|---|---|---|---|
| Base compensation (A) | Retirement pay and pension (B) | Director profit-sharing compensation (C) | Expenses and perquisites (D) | Salary, rewards, and special disbursements (E) | Retirement pay and pension (F) | Employee profit-sharing compensation (G) |
| The company | All consolidated entities | The company | All consolidated entities | The company | All consolidated entities | The company |
| Chairpers | President | 2,798 | 3,840 | 0 | 0 | 0 |
| on | International Development Corp. | (2.96%) | (4.05%) | (2.96%) | (4.05%) | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Representative: Chen, Kuo-Chung | |||||||||||||||||||||||
| Director | President International Development Corp. | 240 | 240 | 0 | 0 | 0 | 0 | 21 | 21 | 261(0.27%) | 261(0.27%) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 261(0.27%) | 261(0.27%) | 0 | |
| Representative: Shih, Chiu-Ju | |||||||||||||||||||||||
| Director | President International Development Corp. | 240 | 240 | 0 | 0 | 0 | 0 | 21 | 21 | 261(0.27%) | 261(0.27%) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 261(0.27%) | 261(0.27%) | 0 | ||
| Representative: Wang, Wei-Chao | |||||||||||||||||||||||
| Director | Xing, Xue-Kun | 240 | 240 | 0 | 0 | 0 | 0 | 21 | 21 | 261(0.27%) | 261(0.27%) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 261(0.27%) | 261(0.27%) | 0 | ||
| Director | MERRY ELECTRONICS CO.,LTD. Representative: Huang, Chao-Li | 240 | 240 | 0 | 0 | 0 | 0 | 18 | 18 | 258(0.27%) | 258(0.27%) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 258(0.27%) | 258(0.27%) | 0 | ||
| Director | CHONG BAI DEPARTMENT STORE CO., LTD.Repre | 240 | 240 | 0 | 0 | 0 | 0 | 21 | 21 | 261(0.27%) | 261(0.27%) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 261(0.27%) | 261(0.27%) | 0 |
| sentative: Pao,Kuo-Y ang | |||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Independent Director | Chou, Chih-Feng | 360 | 360 | 0 | 0 | 0 | 0 | 63 | 63 | 423 (0.44%) | 423 (0.44%) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 423 (0.44%) | 423 (0.44%) |
| Independent Director | Pan, Ming-Tsan | 360 | 360 | 0 | 0 | 0 | 0 | 51 | 51 | 411 (0.44%) | 411 (0.44%) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 411 (0.44%) | 411 (0.44%) |
| Independent Director | Yang,Hui-Chu | 360 | 360 | 0 | 0 | 0 | 0 | 57 | 57 | 417 (0.44%) | 417 (0.44%) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 417 (0.44%) | 417 (0.44%) |
| 1. Please describe the policy, system, standard, and structure of remuneration to independent directors, and the correlation between duties, risk, and time input with the amount of remuneration: The remuneration for the company's independent directors is determined in accordance with the "Remuneration Policy for Directors and Functional Committee Members." It also takes into account the company's operational overview, industry compensation standards, and the individual performance evaluation results of the independent directors. After being submitted to and approved by the Remuneration Committee and the Board of Directors, the remuneration is implemented. 2.Remuneration received by directors for providing services (such as acting as consultants to the parent company, all companies within financial reports, or non-employee consultants to investee enterprises) as disclosed in the above table: None. |
(ii) Supervisors' remuneration: The Company has established an audit committee to replace the supervisors' functions.
(iii) Remuneration of general manager and vice general manager
Dec.31,2025 ;Unit: NT$ Thousand
| Job title | Name (Note1) | Salary (A) | Retirement pay and pension (B) | Rewards, and special disbursements (C) (Note 2) | Employee profit-sharing compensation (D) | Sum of A+B+C+D and ratio to net income (%) | Remuneration received from investee enterprises other than subsidiaries or from the parent company |
|---|---|---|---|---|---|---|---|
| The company | All consolidated entities | The company | All consolidated entities | The company | All consolidated entities | The company | All consolidated entities |
| Amount in cash | Amount in stock | Amount in cash | Amount in stock | ||||
| General Manager | Hsieh, Hsiang-Hao | 3,974 | 5,562 | 108 | 108 | 3,199 | 3,199 |
(iv) Remuneration of top five managers
Dec.31,2025 Unit: NT$ Thousand
| Job title | Name | Salary (A) | Retirement pay and pension (B) | Rewards, and special disbursements (C) | Employee profit-sharing compensation (D) (Note 2) | Sum of A+B+C+D and ratio to net income (%) | Remuneration received from investee enterprises other than subsidiaries or from the parent company | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| The company | All consolidated entities | The company | All consolidated entities | The company | All consolidated entities | The company | All consolidated entities | The company | All consolidated entities | |||||
| Amount in cash | Amount in stock | Amount in cash | Amount in stock | |||||||||||
| General Manager | Hsieh, Hsiang-Hao | 3,974 | 5,562 | 108 | 108 | 3,199 | 3,199 | 0 | 0 | 0 | 0 | 7,281 (7.63%) | 8,869 (9.29%) | 0 |
| Senior Deputy General Manager | Lo, Kao-Le | 2,524 | 4,144 | 108 | 108 | 1,504 | 2,279 | 0 | 0 | 0 | 0 | 4,136 (4.33%) | 6,531 (6.84%) | 0 |
| Chief Technology Officer | Shen, Chih-Hung | 2,247 | 2,247 | 108 | 108 | 456 | 456 | 0 | 0 | 0 | 0 | 2,811 (2.95%) | 2,811 (2.95%) | 0 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Marketing & Sales Department Vice General Manager | Yu, Chi | 2,205 | 2,205 | 108 | 108 | 458 | 458 | 0 | 0 | 0 | 0 | 2,771 (2.90%) | 2,771 (2.90%) | 0 |
| Executive Assistant to General Manager Office | Lin, Chia-Min | 2,182 | 3,138 | 108 | 108 | 1,148 | 1,736 | 0 | 0 | 0 | 0 | 3,438 (3.61%) | 4,982 (5.22%) | 0 |
- Regardless of title, any position equivalent to that of a general manager or deputy general manager (e.g., president, chief executive officer, director...etc.) should be disclosed.
Note 1: The latest annual bonuses, automobile insurance, government taxes, dormitory-related expenses, airfare and travel expenses on family visits for the general manager and deputy general manager during the most recent year.
Note 2: Due to the company not achieving profitability in 2025, the Board of Directors, in its meeting on February 23, 2026, resolved not to allocate employee compensation for the year.
(v) Names of the managerial officers receiving profit-sharing compensation and distribution situation:
Dec.31,2025 ;Unit: NT$ Thousand
| Job title | Name | Amount in stock | Amount in cash (Note1) | Total | Sum to net income ratio (%) | |
|---|---|---|---|---|---|---|
| Managerial officers | General Manager | Hsieh, Hsiang-Hao | 0 | 0 | 0 | 0 |
| Senior Deputy General Manager | Lo, Kao-Le | |||||
| Marketing & Sales Department Vice General Manager | Yu, Chi | |||||
| Chief Technology Officer | Shen, Chih-Hung | |||||
| Finance, Accounting, and Corporate Governance Officer | Huang, Yi-Yi | |||||
| Executive Assistant to General Manager Office | Lin, Chia-Min | |||||
| Assistant Manager of the Marketing & Sales Division | Huang,Ya-Chen (Note2) | |||||
| Assistant Manager of the Marketing & Sales Division | Hsu, Shu-Chen (Note3) |
Note 1 : Due to the company's lack of profit in the 2025 fiscal year, the Board of Directors has decided on 2026/02/23 not to allocate employee compensation.
Note2: Assistant Manager of the Marketing & Sales Division, Ms Huang,Ya-Chen, resigned and was relieved of her duties on 2025/10/09.
Note3 : The Assistant Manager of the Marketing & Sales Division, Ms.Hsu, Shu-Chen, has been transferred to the Marketing and Sales Department as Deputy Manager effective October 7, 2025.
(vi) Separately compare and describe total remuneration, as a percentage of net income stated in the parent company only financial reports or individual financial reports, as paid by this company and by each other company included in the consolidated financial statements during the past 2 fiscal years to directors, supervisors, general managers, and assistant general managers, and analyze and describe remuneration policies, standards, and packages, the procedure for determining remuneration, and its linkage to operating performance and future risk exposure:
Unit: NT$ Thousand
| Job title | The company | All consolidated entities | ||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2025 | 2024 | 2025 | |||||
| amount | Percentage of Net income | amount | Percentage of Net income | amount | Percentage of Net income | amount | Percentage of Net income | |
| Director | 5,877 | 61.41% | 5,372 | (5.63%) | 6,948 | 72.59% | 6,414 | (6.72%) |
| General Manager and Vice General Manager | 15,626 | 163.26% | 16,999 | (17.81%) | 20,265 | 211.73% | 20,982 | (21.98%) |
- Describe and analyze the total remuneration, as a percentage of net income stated in the parent company only financial reports or individual financial reports, as paid by this company and by each other company included in the consolidated financial statements during the past 2 fiscal years to directors, supervisors, general managers, and assistant general managers:
(1) The total remuneration for directors in the year 2025 is lower than that of the year 2024 due to the fact that the company did not generate a profit in the year 114, and therefore, no director compensation was allocated..
(2) The total remuneration for the CEO and the Vice CEO in the year 2025 increased compared to the year 2024 due to the retention bonuses granted by the company in 2025.
- The policies, standards, and portfolios for the payment of remuneration, the procedures for determining remuneration, and the correlation with future risks and business performance:
【The company’s director remuneration policy, standards and structure are as follows】
(1) The remuneration payment to directors and members of functional committees of the Company has been approved by the 17th Board Meeting of the 9th Term on March 13, 2024.
In accordance with Article 23-1 of the Company's Articles of Incorporation, employees' remuneration shall be distributed at no less than 5% of the current year's profitability, and directors' and supervisors' remuneration shall be distributed at no more than 2.5% of the current year's profitability. However, the Company should first cover its loss if the Company still has accumulated
losses.
The amount of employee compensation mentioned above should allocate no less than 2% of the company's annual profit to be distributed as compensation to frontline employees. However, if the company still has accumulated losses, these should be made up first.
(2) The Company provides transportation allowances to directors for attending Board meetings and other functional committee meetings. In addition, since all independent directors serve as members of both the Audit Committee and the Remuneration Committee, and are responsible for participating in discussions and making resolutions at committee meetings, they receive a fixed monthly remuneration in addition to the general directors' compensation.
(3) The remuneration for the Company's directors is determined not only based on the Company's operating performance, future risks, development strategies, and industry trends, but also takes into account the individual's contribution to the Company's performance, ensuring reasonable compensation.
(4) The individual performance evaluation indicators for directors include the following six indicators:
A. Mastery of company goals and tasks: Directors have a clear understanding of the company's core values and a comprehensive understanding of all strategic goals set by the board.
B. Awareness of director duties: Fully understanding the statutory duties of directors, the internal company information obtained while performing their duties, and ensuring compliance with confidentiality obligations.
C. Level of participation in company operations: Actual attendance at board meetings, making effective contributions during board discussions, thoroughly evaluating and overseeing various existing or potential risks faced by the company, discussing the implementation and monitoring of internal control systems, and not holding directorship or supervisory roles in multiple companies simultaneously.
D. Management of internal relationships and communication: Positive interaction between directors and the management team, as well as effective communication with auditors and other board members.
E. Director's expertise and continuous education: Possessing the professional knowledge required for board decision-making, as well as ongoing education and efforts to enhance their professional knowledge and skills.
F. Internal controls: Ensuring conflict of interest avoidance for relevant matters, effectively evaluating and overseeing various internal control systems and risk
34
management, the company's accounting system, financial condition and financial reports, audit reports, and understanding and supervising the follow-up on these matters.
【The company's executive compensation payment policy, standards, and structure are as follows】
(1) The management regulations for executive compensation of the Company have been approved by the 17th Board Meeting of the 9th Term on March 13, 2024.
(2) According to the regulations of our company's executive compensation management policy, the explanation of the executive compensation structure is as follows:
A. Fixed compensation: includes base salary, managerial allowances, meal allowances, bonuses for Labor Day and Dragon Boat Festival, as well as retirement benefits.
B. Variable compensation: includes bonuses for the Mid-Autumn Festival and the Lunar New Year, job-related allowances and incentives for executing business operations, operational incentive bonuses, employee stock options, and various subsidies and allowances.
C. Employee remuneration: In accordance with Article 23-1 of the Company's Articles of Association, employee remuneration is allocated based on the performance of managers, and is distributed following resolutions made by the Remuneration Committee and the Board of Directors regarding salary adjustments.
D. Annual salary adjustments and bonus distributions are based on the performance of managers, and are distributed following resolutions made by the Remuneration Committee and the Board of Directors regarding salary adjustments.
(3) The performance evaluation indicators for managers are as follows:
| Evaluation Indicators | Weighting Ratio | Description | Managers |
|---|---|---|---|
| Operational Performance | 40% | Revenue Achievement Rate (40%) · EPS Achievement Rate (40%) · Various Financial Indicators (20%) | General Manager · Senior Vice President · Chief Technology Officer · Vice President of Sales · Sales Manager · Special Assistant · Finance and Accounting |
| Officer | |||
|---|---|---|---|
| Forward-looking Goals | 30% | Annual R&D Goals (40%) • New Products (30%) • New Market Development Achievement Rate (30%) | General Manager • Chief Technology Officer • Vice President of Sales • Sales Manager |
| Sustainable Development Goals | 30% | Implementation of Corporate Governance (25%) (including risk management) | General Manager • Senior Vice President • Chief Technology Officer • Corporate Governance Officer |
| Development of Sustainable Environment (25%) | General Manager • Senior Vice President • Special Assistant | ||
| Maintaining Social Welfare (25%) | General Manager • Senior Vice President | ||
| Enhancing Sustainability Information Disclosure (25%) | General Manager • Senior Vice President • Chief Technology Officer • Vice President of Sales • Corporate Governance Officer |
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(III) The state of the company's implementation of corporate governance:
(i) The state of operations of the Board of Directors
The number of board meetings held in 2025 was 7. The attendance by the directors was as follows:
| Job title | Name | No. of meetings attended in person | No. of meetings attended by proxy | In-person attendance rate % | Note |
|---|---|---|---|---|---|
| Chairperson | Representative of President International Development Corp.: Chen, Kuo-Chung | 7 | 0 | 100% | |
| Director | Representative of President International Development Corp.: Shih, Chiu-Ju | 7 | 0 | 100% | |
| Director | Representative of President International Development Corp.: Wang, Wei-Chao | 7 | 0 | 100% | |
| Director | Representative of MERRY ELECTRONICS CO.,LTD.: Huang, Chao-Li | 6 | 1 | 86% | |
| Director | Representative of CHONG BAI DEPARTMENT STORE CO., LTD.: Pao,Kuo-Yang | 7 | 0 | 100% | |
| Director | Xing, Xue-Kun | 7 | 0 | 100% | |
| Independent Director | Chou, Chih-Feng | 7 | 0 | 100% | |
| Independent Director | Pan, Ming-Tsan | 6 | 1 | 86% | |
| Independent Director | Yang,Hui-Chu | 6 | 1 | 86% | |
| Other information required to be disclosed: | |||||
| 1. If any of the following circumstances exists, specify the Board of Directors’ meeting date, meeting session number, content of the motion(s), the opinions of all independent directors, and the measures taken by the Company based on the opinions of the independent directors: None. | |||||
| (i) Any matter under Article 14-3 of the Securities and Exchange Act: The company has |
established an Audit Committee, and therefore, the provisions of Article 14-3 of the Securities and Exchange Act do not apply. For more details, please refer to the section "Audit Committee Operations" in this year's annual report.
(ii) In addition to the matters referred to above, any dissenting or qualified opinion of an independent directory that is on record or stated in writing with respect to any board resolution: None
(II) If there are directors' avoidance of motions in conflict of interest, the directors' names, contents of motion, causes for avoidance and voting should be specified:
| Board date | Proposal content | Conflict-of-interest director | Reason for conflict of interest recusal and voting participation status | Voting result |
|---|---|---|---|---|
| The 6th meeting of the 10th session 2025/02/24 | Proposal to Lift the Non-Compete Restrictions for Directors | Director Huang, Chao-Li | The representative of the interested party, MERRY ELECTRONICS CO.,LTD. Director of Huang, Chao-Li, has recused themselves due to a conflict of interest | Except for the directors who recused themselves from the discussion and voting in accordance with the law, the proposal was approved by the other attending directors without objection. |
| The 11th meeting of the 10th session 2025/11/06 | Proposal for the Change in Related Party Transaction Amounts for the 114th Fiscal Year | Director Huang, Chao-Li | The representative of the interested party, MERRY ELECTRONICS CO.,LTD. Director of Huang, Chao-Li, has recused themselves due to a conflict of interest | Except for the directors who recused themselves from the discussion and voting in accordance with the law, the proposal was approved by the other attending directors without objection. |
| The 12th meeting of the 10th | Related Party Transactions for the Company's | Director Huang, Chao-Li | The representative of the interested party, MERRY | Except for the directors who recused |
39
| | session
2025/12/11 | 2026 Fiscal Year | | ELECTRONICS
CO.,LTD.
Director of
Huang, Chao-Li,
has recused
themselves due to
a conflict of
interest | themselves
from the
discussion
and voting in
accordance
with the law,
the proposal
was approved
by the other
attending
directors
without
objection. |
| --- | --- | --- | --- | --- | --- |
| (III) For a TWSE or TPEx listed company, disclose information including the evaluation cycle and period(s) of the board of directors’ self-evaluations (or peer evaluations) and the evaluation method and content, and specify the state of implementation for the evaluation of the Board of Directors: | | | | | |
| Evaluation cycle | | The evaluation was performed once per year. | | | |
| Evaluation period | | Jan. 1, 2025 to Dec. 31, 2025 | | | |
| Scope of Evaluation | | The performance of the Board as a whole, the individual directors, and the functional committees under the Board | | | |
| Method of Evaluation | | The self-evaluation on the performance of the Board of Directors, the self-evaluation on the performance of the individual directors, and the self-evaluation on the performance of the functional committees. | | | |
| Evaluation Content | | 1.Evaluation of the Performance of the Board: participation in the operation of the company, the quality of the board’s decision making, composition and structure of the board, election and continuing education of the directors, and internal control.
2.Evaluation of the Performance of Individual Directors: alignment of the goals and missions of the company, awareness of the duties of a director, participation in the operation of the company, management of internal relationship and communication, the director's professionalism and continuing education; and internal control.
3.Evaluation of the Performance of the Functional Committees: participation in the operation of the company, awareness of the duties of the functional committee, quality of decisions made by the functional committee, makeup of the functional committee and election of its members, and internal control. | | | |
| 1. Evaluation results on the performance of the Board of Directors: | | | | | |
| Item | | | Number
of
questions | Total
score | Score
Achievement
score |
40
| A. Participation in the operation of the company | 12 | 60 | 56 | 96.44 |
|---|---|---|---|---|
| B. Improving the quality of the board’s decision making | 12 | 60 | 57 | |
| C. Composition and structure of the board | 7 | 35 | 35 | |
| D. Election and continuing education of the directors | 7 | 35 | 35 | |
| E. Internal control | 7 | 35 | 34 | |
| Total number of questions | 45 | 225 | 217 |
Description:
(1) Evaluation period: Jan. 1, 2025 to Dec. 31, 2025.
(2) State of Achievement: Average of the sum of the scores from the self-evaluation questionnaire items.
(3) Self-evaluation results:
A. Excellent: Achieved a score of 90 (or more).
B. Good: Achieved a score of 80 (or more) but less than 90.
C. Satisfied the criteria: Achieved a score of 70 (or more) but less than 80.
D. To be improved: Achieved a score of 60 (or more) but less than 70.
Self-evaluation on the Performance of the Board of Directors as a whole during 2025: Excellent
- Evaluation results on the performance of the individual directors
| Item | Number of questions | Total score | Score | Achievement score |
|---|---|---|---|---|
| A. Alignment of the goals and missions of the company | 3 | 135 | 129 | 96.81 |
| B. Awareness of the duties of a director | 3 | 135 | 135 | |
| C. Participation in the operation of the company | 8 | 360 | 346 | |
| D. Management of internal relationship and communication | 3 | 135 | 130 | |
| E. The director's professionalism and continuing education | 3 | 135 | 131 | |
| F. Internal control | 3 | 135 | 131 | |
| Total number of questions | 23 | 1035 | 1002 |
Description:
(1) Evaluation period: Jan. 1, 2025 to Dec. 31, 2025.
(2) State of Achievement: Average of the sum of the scores from the self-evaluation questionnaire items.
(3) Self-evaluation results:
A. Excellent: Achieved a score of 90 (or more).
B. Good: Achieved a score of 80 (or more) but less than 90.
C. Satisfied the criteria: Achieved a score of 70 (or more) but less than 80.
D. To be improved: Achieved a score of 60 (or more) but less than 70.
Self-evaluation on the Performance of the individual directors during 2025: Excellent
- Evaluation results on the performance of the Audit Committee:
| Item | Number of questions | Total score | Score | Achievement score |
|---|---|---|---|---|
| A. Participation in the operation of the company | 4 | 60 | 59 | 99.70 |
| B. Awareness of the duties of the functional committee | 5 | 75 | 75 | |
| C. Improving the quality of decisions made by the functional committee | 7 | 105 | 105 | |
| D. Makeup of the functional committee and election of its members | 3 | 45 | 45 | |
| E. Internal control | 3 | 45 | 45 | |
| Total number of questions (a maximum score of 5 points for each question) | 22 | 330 | 329 |
Description:
(1) Evaluation period: Jan. 1, 2025 to Dec. 31, 2025.
(2) State of Achievement: Average of the sum of the scores from the self-evaluation questionnaire items.
(3) Self-evaluation results:
A. Excellent: Achieved a score of 90 (or more).
B. Good: Achieved a score of 80 (or more) but less than 90.
C. Satisfied the criteria: Achieved a score of 70 (or more) but less than 80.
D. To be improved: Achieved a score of 60 (or more) but less than 70.
Self-evaluation on the Performance of the Audit Committee during 2025: Excellent
- Results of the Sustainable Development and Risk Management Committee’s Performance Evaluation :
| Item | Number of questions | Total score | Score | Achievement score |
|---|---|---|---|---|
| A. Participation in the operation of the company | 4 | 60 | 59 | 99.58 |
| B. Awareness of the duties of the functional committee | 3 | 45 | 45 | |
| C. Improving the quality of decisions made by the functional committee | 6 | 90 | 90 | |
| D. Makeup of the functional committee and election of its members | 3 | 45 | 45 |
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| E. Internal control | 0 | * | * | |
|---|---|---|---|---|
| Total number of questions (a maximum score of 5 points for each question) | 16 | 240 | 239 |
Description:
(1) Evaluation period: Jan. 1, 2025 to Dec. 31, 2025.
(2) State of Achievement: Average of the sum of the scores from the self-evaluation questionnaire items.
(3) Self-evaluation results:
A. Excellent: Achieved a score of 90 (or more).
B. Good: Achieved a score of 80 (or more) but less than 90.
C. Satisfied the criteria: Achieved a score of 70 (or more) but less than 80.
D. To be improved: Achieved a score of 60 (or more) but less than 70.
Self-evaluation on the Performance of the Sustainability and Risk Management Committee 2025:Excellent
- Evaluation results on the performance of the Remuneration Committee:
| Item | Number of questions | Total score | Score | Achievement score |
|---|---|---|---|---|
| A. Participation in the operation of the company | 4 | 60 | 59 | 99.65 |
| B. Awareness of the duties of the functional committee | 5 | 75 | 75 | |
| C. Improving the quality of decisions made by the functional committee | 7 | 105 | 105 | |
| D. Makeup of the functional committee and election of its members | 3 | 45 | 45 | |
| E. Internal control | 0 | * | * | |
| Total number of questions (a maximum score of 5 points for each question) | 19 | 285 | 284 |
Description:
(1) Evaluation period: Jan. 1, 2025 to Dec. 31, 2025.
(2) State of Achievement: Average of the sum of the scores from the self-evaluation questionnaire items.
(3) Self-evaluation results:
A. Excellent: Achieved a score of 90 (or more).
B. Good: Achieved a score of 80 (or more) but less than 90.
C. Satisfied the criteria: Achieved a score of 70 (or more) but less than 80.
D. To be improved: Achieved a score of 60 (or more) but less than 70.
Self-evaluation on the Performance of the Remuneration Committee during 2025:Excellent
The aggregated results of the evaluation were summarized as "excellent", and the performance evaluation of the Board of Directors, its members and functional committees met the evaluation standards, indicating that the overall operation was sound. The above evaluation results were reported at the 13th meeting of the 10th Board of Directors on February 23, 2026.
(IV) Give an evaluation of the targets (e.g., establishment of Audit Committee and enhancement of information transparency) that were adopted for strengthening of the functions of the board during the current and immediately preceding fiscal years and the measures taken toward achievement thereof:
(i) The company has established an Audit Committee in accordance with the law. Pursuant to Article 21 of the "Guidelines for the Establishment and Exercise of Powers by the Board of Directors of Listed Companies," the corporate governance officer reported to the 11th meeting of the 10th Board of Directors on November 6, 2025, confirming whether the qualifications of the independent directors during their term of office comply with relevant laws and regulations.
(ii) To enhance information transparency, the company has designated a dedicated individual responsible for corporate information disclosure and ensuring real-time updates to the company's website information.
(iii) The company promptly provides directors with updates on various legal regulations and prepares agenda materials for directors to review seven days prior to the board meeting. Additionally, relevant personnel are arranged to attend board meetings to report on the company's operations.
(iv) The Company provides training programs for directors and encourages active participation in various sustainability and governance courses to enhance the competencies of the Board members. In 2025, all 9 directors completed 6 hours of continuing education
(v) The Company established the "Board Performance Evaluation Guidelines" to enhance the efficiency of the Board's operations. A board performance evaluation is conducted at the beginning of each year. The internal evaluation results for the year 2025 were rated as excellent and were reported to the 13th Board of Directors at its 10th meeting on February 23, 2026.
(vi) The company has established the "Sustainability and Risk Management Committee" and appointed three independent directors as members of the first term of the committee. The company has also formulated the "Sustainability and Risk Management Committee Organizational Rules," "Risk Management Policies and Procedures," and "Sustainability Information Management Operating Standards." Under its organizational structure, there are two subgroups: the "Sustainability Promotion Team" and the "Risk Management Team." The CEO has been appointed as the Chief Sustainability Officer, and the Senior Vice President has been appointed as the convenor of the Risk Management Team. They are responsible for setting and managing the goals for sustainability information and risk management.
(vii) The company's 2024 Sustainability Report was approved by the Board of Directors on August 6, 2025. The report discloses the key economic, environmental, and social (including human rights) issues and their impacts identified by the company, along with the disclosed items and reporting requirements. It will be uploaded to the Market Observation Post System (MOPS) and the company website by the end of August for stakeholders to access and review.
(viii) The company's sustainability development policies and promotion plans for the 2026 fiscal year were approved by the Board of Directors on December 11, 2025. The progress
43
of implementation will be reported quarterly to the Board, which will approve and supervise the effective execution of the sustainability policies. Additionally, the report will be presented at the shareholders' annual general meeting on May 26, 2026.
44
(ii) State of operations of the Audit Committee:
The Company's Audit Committee consists of three independent directors. The purpose of the Audit Committee is to assist the Board of Directors in fulfilling its role of overseeing the quality and ethical management of the Company in performing accounting, auditing, financial reporting processes and financial controls. Professional qualifications and experience of members are as follows:
| Members | Professional qualifications and experience |
|---|---|
| Independent Director | |
| Chou, Chih-Feng | ● Mr. Chou, Chih-Feng has served as an independent director of the company since June 2019 and has been. |
| ● Graduated a Master's degree from M.A., Institute of International Trade, National Chengchi University. | |
| ● Currently, he is also the Chairperson of Zhiqu Management Consulting Co., Ltd. | |
| ● Possess the necessary work experience for analysis and management capabilities in the fields of investment management, financial accounting, business, marketing, sustainability and risk management and industrial technology. | |
| Independent Director | |
| Pan, Ming-Tsan | ● Mr. Pan, Ming-Tsan has served as an independent director of the company since June 2022 and has been. |
| ● Graduated a master's degree from M.S. in Business, National Taiwan University. | |
| ● Possess the necessary work experience for analysis and management capabilities in the fields of investment management, financial accounting, business, marketing, sustainability and risk management and industrial technology. | |
| Independent Director | |
| Yang,Hui-Chu | ● Ms. ang,Hui-Chuhas served as an Independent Director of the Company since May 2024. |
| ● Graduated from the Department of Banking and Insurance at Ming Chuan Commercial Junior College. | |
| ● Currently the Head of Jia-Si Investment and serves as an Independent Director of Puda and Uni-President Securities Corporation. | |
| ● Professional expertise and experience in banking, securities, investment banking, asset management, financial accounting, business management, leadership and decision-making and sustainability and risk management. |
The annual work highlights and state of operation of the Audit Committee are listed as follows:
- Annual work focus:
(1) The adoption or amendment, pursuant to the law, of the internal control system.
(2) Assessment of the effectiveness of the internal control system.
(3) The adoption or amendment, pursuant to the law, of the procedures for handling financial or business activities of a material nature, such as acquisition or disposal of assets, derivatives trading, loaning of funds to others, and endorsements or guarantees for others.
(4) Matters in which a director is an interested party.
(5) Asset transactions or derivatives trading of a material nature.
(6) Loans of funds, endorsements, or provision of guarantees of a material nature.
(7) The offering, issuance, or private placement of equity-type securities.
(8) The hiring or dismissal of a certified public accountant, or their compensation.
(9) The appointment or discharge of a financial, accounting, or internal audit officer.
(10) Annual financial reports signed or sealed by the Chairperson, a manager or an accounting chief, and financial reports for the second quarter audited and attested by a certified public accountant (CPA).
(11) Other material matters as may be required by this Company or by the competent authority.
- State of operations of the Audit Committee:
The Audit Committee of the Company was established on July 05, 2016, with three members, composed of three independent directors.
The current term of office: May. 30, 2024 to May. 29, 2027. Resolution by the Audit Committee: Resolved by all members of the Audit Committee. There were no such matters that were not approved by the Audit Committee, but required to be approved by over 2/3 of all directors.
- the number of audit committee meetings held in 2025 was 7. The attendance by the independent directors was as follows:
| Job title | Name | No. of meetings attended in person | No. of meetings attended by proxy | In-person attendance rate (%) | Note |
|---|---|---|---|---|---|
| Independent Director | Chou, Chih-Feng | 7 | 0 | 100% | |
| Independent Director | Pan, Ming-Tsan | 6 | 1 | 86% | |
| Independent Director | Yang,Hui-Chu | 6 | 1 | 86% |
Other information required to be disclosed:
(i) If any of the following circumstances exists, specify the audit committee meeting date, meeting session number, content of the motion(s), the content of any dissenting or qualified opinion or significant recommendation of the independent directors, the outcomes of audit committee resolutions, and the measures taken by the Company based on the opinions of the audit committee.
(i) Any matter under Article 14-5 of the Securities and Exchange Act:
| Dates of the Audit Committee Meeting | Content of the motion | Audit Committee Result of resolution | The measures taken by the Company based on the opinions of the Audit Committee |
|---|---|---|---|
| The 5th Meeting of the 4th Term (2025/02/24) | 1.The company's 2024 Annual Business Report and Financial Report. | ||
| 2.The company's 2024 Annual Earnings Distribution Proposal. | |||
| 3.The company's additional capital loan to its subsidiary, Kunshan Xingneng Energy Technology Co., Ltd. | |||
| 4.The company's financing endorsement and guarantee for its subsidiary, Kunshan Xingneng Energy Technology Co., Ltd. | |||
| 5.The company's 2024 Annual Internal Control System Effectiveness Evaluation and "Internal Control System Statement" Proposal. | |||
| 6.Amendment to certain provisions of the company's "Articles of Association". | |||
| 7.Amendment to certain provisions of the company's | The motion was resolved by all attending members. | ●Opinions of the Audit Committee: No dissenting or qualified opinion. | |
| ●The measures taken by the Company based on the opinions of the Audit Committee: Not applicable. | |||
| ●Deliberated by the Audit Committee as proposed and submitted to the Board of Directors for resolution |
47
| | Internal Control System and Audit Regulations, specifically regarding the "Salary and Wage Cycle".
8. Amendment to certain provisions of the company's "Risk Management Policies and Procedures". | | |
| --- | --- | --- | --- |
| ●The 6th Meeting of the 4th Term (2025/05/02) | 1. The company's 2025 Year First Quarter Financial Report Proposal.
2. The company's authorization of the Chairperson's limit for capital loans to its subsidiary, Kunshan Xingneng Energy Technology Co., Ltd.
3. Amendment to certain provisions of the company's "Capital Loan to Others Operating Procedures" and "Endorsement and Guarantee Operating Procedures".
4. The company's 2025 Year First Quarter Employee Stock Rights Certificate Exercise and Subscription for New Shares.
5. The company's signing of the "Real Estate Lease Agreement".
6. Amendment to certain provisions of the company's "Articles of Association". | The motion was resolved by all attending members. | ●Opinions of the Audit Committee: No dissenting or qualified opinion.
●The measures taken by the Company based on the opinions of the Audit Committee: Not applicable.
●Deliberated by the Audit Committee as proposed and submitted to the Board of Directors for resolution |
| The 7th Meeting of the 4th Term (2025/06/04) | 1. The company's addition of clauses to the loan agreement with its subsidiary, Kunshan Xingneng Energy Technology Co., Ltd. | The motion was resolved by all attending members. | ●Opinions of the Audit Committee: No dissenting or qualified opinion.
●The measures |
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| | 2.The company's supplemental credit investigation and risk assessment for financing endorsement and guarantee to its subsidiary, Kunshan Xingneng Energy Technology Co., Ltd.
3.The company's factory establishment plan | 2.The motion was resolved by all attending members.
3.After the Chairperson consulted all attending independent directors, they agreed to postpone this matter and will resubmit it for discussion once the relevant information is more thoroughly prepared. | taken by the Company based on the opinions of the Audit Committee: Not applicable.
●Deliberated by the Audit Committee as proposed and submitted to the Board of Directors for resolution |
| --- | --- | --- | --- |
| The 8th Meeting of the 4th Term (2025/08/06) | 1.The company's 2025 Year Second Quarter Financial Report Proposal.
2.Amendment to certain provisions of the company's "Internal Control System and Audit Regulations for Real Estate, Plant, and Equipment Cycle" and "Property Management Guidelines". | The motion was resolved by all attending members. | ●Opinions of the Audit Committee: No dissenting or qualified opinion.
●The measures taken by the Company based on the opinions of the Audit Committee: |
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| | | | Not applicable.
●Deliberated by the Audit Committee as proposed and submitted to the Board of Directors for resolution |
| --- | --- | --- | --- |
| The 9th Meeting of the 4th Term (2025/09/23) | 1. The company's factory establishment plan proposal. | ●Since a director has additional questions regarding the factory establishment plan that require further clarification from the management team, the Chairperson instructed that no decision be made on the factory establishment plan at this meeting. The matter will be referred to the Board | ●Opinions of the Audit Committee: No dissenting or qualified opinion.
●The measures taken by the Company based on the opinions of the Audit Committee: Not applicable.
●Deliberated by the Audit Committee as proposed and submitted to the Board of Directors for resolution |
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| of Directors for further discussion and clarification. | |||
|---|---|---|---|
| The 10th Meeting of the 4th Term (2025/11/06) | 1.The company's 2025 Year Third Quarter Financial Report Proposal. | ||
| 2.The company's proposal for changes in related party transaction amounts for the 2025 year. | The motion was resolved by all attending members. | ●Opinions of the Audit Committee: No dissenting or qualified opinion. | |
| ●The measures taken by the Company based on the opinions of the Audit Committee: Not applicable. | |||
| ●Deliberated by the Audit Committee as proposed and submitted to the Board of Directors for resolution | |||
| The 11th Meeting of the 4th Term (2025/12/11) | 1.The company's 2026 Year Operation Plan and Total Budget Proposal | ||
| 2.The company's evaluation of the independence and suitability of the certified public accountant and appointment proposal. | |||
| 3.Amendment to certain | The motion was resolved by all attending members. | ●Opinions of the Audit Committee: No dissenting or qualified opinion. | |
| ●The measures taken by the Company |
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| | provisions of the company's "Asset Acquisition or Disposal Handling Procedures".
4. Amendment to certain provisions of the company's internal control system regarding the "Salary and Wage Cycle".
5. The company's 2026 Year Audit Plan Proposal.
6. The company's 2026 Year Related Party Transaction Proposal. | | based on the opinions of the Audit Committee: Not applicable.
● Deliberated by the Audit Committee as proposed and submitted to the Board of Directors for resolution |
| --- | --- | --- | --- |
(ii) In addition to the matters referred to above, any matter that was not approved by the audit committee but was approved by a two-thirds or greater majority resolution of the board of directors: None.
(II) If there are independent directors' avoidance of motions in conflict of interest, the directors' names, contents of motion, causes for avoidance and voting should be specified: None.
(III) Communications between the independent directors, the Company's chief internal auditor and CPAs (e.g. the material items, methods and results of audits of corporate finance or operations, etc.):
(i) The principles of communication between the independent directors and the internal auditors and accountants:
(1) The head of internal audit and the accountant may directly communicate with independent directors as needed, fostering good communication.
(2) In addition to receiving audit reports monthly, the independent directors of our company also receive separate important business reports from the head of internal audit during each meeting, ensuring full communication on the execution and effectiveness of audit activities.
(3) Before the end of the fiscal year, the audit plan for the next fiscal year is submitted to the Audit Committee for approval and resolution, and then presented to the Board of Directors for final decision.
(4) The assessment of the effectiveness of the internal control system of our company and the submission of the internal control system statement are presented to the Audit Committee for review.
(5) During each quarterly meeting, the accountant reports to the independent directors
on the audit results and findings regarding the financial statements.
(ii) The communication between the independent directors and the accountants and the chief audit executives in 2025 is as follows:
(1). Matters Communicated Between Independent Directors and the Internal Audit Supervisor :
| Date | Communication focus | Communicate results |
|---|---|---|
| 2025/05/02 | 1. Report on the results of the internal audit business execution for the 1st quarter of the 2025 year. | |
| 2. Internal control inspection report for the 2025 year by the Stock Exchange. | The independent directors had no objections to the report on the execution results of the audit operations. |
(2). Matters Communicated Between Independent Directors and the Certifying Accountant :
| Date | Communication focus | Communicate results |
|---|---|---|
| 2025/05/02 | The accountant will explain the audit results and key audit matters for the 1st quarter financial report of the 2025 year. | The independent directors raised no objections. |
(iii) The state of the company's implementation of corporate governance, any variance from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such variance
| Evaluation item | Implementation status | Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies and the reasons | ||
|---|---|---|---|---|
| Yes | No | Summary description | ||
| (I) Has the Company established and disclosed its Corporate Governance Best-Practice Principles based on the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies? | ✓ | To establish a good corporate governance system, the Company established the Corporate Governance Best Practice Principles on April 19, 2018 by resolution of the Board of Directors, and amended the Best Practice Principles on March 15, 2023, which is disclosed on the Market Observation Post System and the Company's website for download and reference. | No discrepancies | |
| (II) Shareholding Structure and Shareholders' Rights(i) Does the Company have Internal Operation Procedures for handling shareholders' suggestions, concerns, disputes and litigation matters. If yes, have these Procedures been implemented | ✓ | In accordance with Article 13 of our company's "Corporate Governance Practice Guidelines," to ensure shareholder rights, it is advisable for our company to have dedicated personnel to handle shareholder suggestions, inquiries, and disputes effectively.Apart from utilizing shareholder service agencies, our company has established the "Internal Handling Procedures for Major Information Disclosure and Prevention of Insider Trading" to | No discrepancies | |
| inform the Company's staff and the Company's staff to provide information about the information and the information that is available to the Company in the information system. | ||||
| (III) Has the Company established and disclosed its Corporate Governance Best Practice Principles based on the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies? | ✓ | In accordance with Article 13 of our company's "Corporate Governance Practice Guidelines," to ensure the Company established the Corporate Governance Best Practice Principles on April 19, 2018 by resolution of the Board of Directors, and amended the Best Practice Principles on March 15, 2023, which is disclosed on the Market Observation Post System and the Company's website for download and reference. | No discrepancies |
| accordingly? | manage investor relations (spokesperson or proxy spokesperson).Shareholder suggestions, inquiries, disputes, and legal matters arehandled by relevant departments such as shareholder services,ensuring appropriate responses. Additionally, our company websiteincludes a stakeholder section serving as a contact point forinvestor inquiries. | ||
|---|---|---|---|
| (ii) Does the Company know theidentity of its major shareholdersand the parties with ultimatecontrol of the major shareholders? | ✓ | The Company has stock officers who have good relationshipswith shareholders and keep track of the shareholdings ofdirectors, managers and major shareholders who hold more than5% of the shares. | No discrepancies |
| (iii) Has the Company built andimplemented a risk managementsystem and a firewall between theCompany and its affiliates? | ✓ | The Company has established "Procedures for Related PartyTransactions," "Rules Governing Financial and Business mattersBetween this Corporation and its Affiliated Enterprises," and"Regulations for Supervision and Management of Subsidiaries,"and implemented risk control and firewall mechanisms withaffiliated companies in accordance with these regulations. | No discrepancies |
| (iv) Has the Company establishedinternal rules prohibiting insidertrading of securities based onundisclosed information? | ✓ | The Company has established Procedures for Handling MaterialInside Information and Prevention of Insider Trading, Code ofEthical Conduct, Ethical Corporate Management Best PracticePrinciples, Procedures for Ethical Management and Guidelines forConduct and Corporate Governance Best Practice Principles. All | No discrepancies |
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| | | personnel of the Company adhere to the provisions of the Securities and Exchange Act, and may not take advantage of undisclosed information of which they have learned to engage in insider trading. Personnel are also prohibited from divulging undisclosed information to any other party, in order to prevent other party from using such information to engage in insider trading.
In accordance with Article 10 of our company's Corporate Governance Practices and Article 17 of the "Internal Handling and Prevention of Insider Trading Management Procedures for Major Information Disclosure," the shareholder services unit of our company regularly conducts education and ensures that Insiders (including directors) refrain from trading the company's stocks during the 30-day closed period before the announcement of annual financial reports and the 15-day closed period before the announcement of quarterly financial reports. | |
| --- | --- | --- | --- |
| (III) Composition and responsibilities of the board of directors
(i) Have a diversity policy and specific management objectives been adopted for the board and have they been fully implemented? | ✓ | 1. At the Board of Directors' meeting held on April 19, 2018, the Company adopted a "Corporate Governance Best Practice Principles", which sets forth a diversity approach in Article 20, "Strengthening the Functions of the Board of Directors".
- The nomination and selection of the members of the Board of Directors of the Company is based on a candidate nomination system in accordance with the provisions of the Company's | No Discrepancies |
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Articles of Incorporation. In addition to evaluating the academic qualifications of each candidate, we will also take into account the opinions of interested parties. We comply with the "Rules Governing the Election of Directors and Supervisors" and "the Corporate Governance Best Practice Principles" to ensure the diversity and independence of our board members.
- The Company has established the Procedures for Election of Directors and stipulated the composition of the board of directors shall be determined by taking diversity into consideration and formulating an appropriate policy on diversity based on the company's business operations, operating dynamics, and development needs. It is advisable that the policy include, without being limited to, the following two general standards:
(1) Basic requirements and values: Gender, age, nationality, and culture.
(2) Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance, marketing, technology), professional skills, and industry experience.
- The implementation status of diversification in our company's board of directors is as follows:
| Management Goals | Achievement Status |
|---|---|
| Managerial personnel should not hold more than one-third of the board seats." | No director concurrently serves as manager |
| The ratio of female directors | Currently, there are two female |
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| (ii) Has the Company voluntarily established other functional committees in addition to the remuneration committee and the audit committee? | ✓ | reaches one-third of director seats | directors, which is less than one-third of the total. | No Discrepancies |
|---|---|---|---|---|
| Under 60 years old, one-third of the directors’ seats | Seven directors, accounting for two-thirds, are under the age of 60 | |||
| Professional knowledge and industry experience | Directors and independent directors possess professional knowledge and industry experience (refer of the annual report, Note 1). | |||
| 1. On June 7, 2024, the Board of Directors authorized the establishment of the Risk Management Committee and approved the Organizational Charter of the Risk Management Committee and the Risk Management Policies and Procedures, and appointed three independent directors as members of the first-term Risk Management Committee. | ||||
| 2. On December 11, 2024, the Board of Directors approved the renaming of the Risk Management Committee to the Sustainable Development and Risk Management Committee, revised the Organizational Charter of the Sustainable Development and Risk Management Committee, and established the Sustainability Information Management Guidelines. | ||||
| 3. The Sustainable Development and Risk Management Committee, under the authorization of the Board of Directors, shall diligently |
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| perform the following duties with due care and loyalty : (1) Develop, promote, and strengthen the Company's sustainability policies, annual plans, and strategies. (2) Review, track, and revise the implementation and effectiveness of sustainability initiatives. (3) Oversee sustainability information disclosure and review the sustainability report. (4) Execute the Board's decisions on risk management and oversee the implementation of the Company's sustainability code or other sustainability-related tasks as resolved by the Board. (5) Review the risk management policies, procedures, and framework, and regularly assess their applicability and effectiveness. (6) Approve the risk appetite (tolerance) to guide resource allocation. (7) Ensure that the risk management mechanism effectively addresses the risks faced by the Company and is integrated into daily operations. (8) Approve the prioritization and risk levels for risk control. (9) Review the implementation of risk management, propose necessary improvements, and report to the Board at least once a year. | |||
|---|---|---|---|
| (iii) Has the Company established rules and methodology for evaluating the | ✓ | 1. To enhance corporate governance and elevate the functionality of the Board of Directors, our company has established a method for | No discrepancies |
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| performance of its Board of Directors, implemented the performance evaluations on an annual basis, and submitted the results of performance evaluations to the board of directors and used them as reference in determining salary/compensation for individual directors and their nomination and additional office terms? | evaluating board performance. This includes setting performance objectives and improving the efficiency of board operations. The method was officially approved by the Board of Directors on December 15th,2020. It aims to encourage self-assessment among board members, thereby fostering improvement in the functionality of board operations. | ||
|---|---|---|---|
| 2.According to the regulations, internal board performance evaluations are conducted at least once a year. Additionally, external professional independent organizations or teams of external experts and scholars are engaged to conduct evaluations at least once every three years. | |||
| 3.The results of these evaluations are to be completed by the end of the first quarter of the following year and reported to the board in the most recent board report. | |||
| 4. The Company has completed the performance evaluation of the Board of Directors and functional committees for the period from January 1, 2025 to December 31, 2025. The results were reported to the Board of Directors on February 23, 2026 and disclosed on the Company’s website. For detailed information, please refer of the Annual Report. | |||
| 5.The execution of director remuneration and nominations for reappointment in our company is based on the results of performance evaluations of board members. |
| (iv) Does the Company regularly evaluate its external auditors' independence? | ✓ | 1. Our company's finance and accounting unit conducts annually evaluations of the independence and suitability of the appointed auditors. This includes assessing whether the accounting firm holds shares in our company, whether there are direct or significant indirect financial interests between the accounting firm and our company or related parties, and whether there have been instances of significant gifts or favors received from our company's related parties, directors, or executives.
2. Based on the Audit Quality Indicators (AQIs), the company assessed the independence and competence of Certified Public Accountants Jiang Caiyan and Xie Zhizheng. Both were found to meet the company's standards for independence and competence. The company has obtained the independence and competence assessment statements from the accountants. The relevant evaluation results were presented and approved at the Audit Committee and Board of Directors meetings on December 11, 2025. For a detailed evaluation of the independence and competence of the auditors, please refer to the annual report(Note 1). | No discrepancies |
| --- | --- | --- | --- |
| (IV) Does the TWSE/TPEx listed company have in place an adequate number of qualified corporate governance officers and has it appointed a chief corporate governance officer with | ✓ | 1. The company has established a corporate governance officer in accordance with the law, and the appointment was approved by the Board of Directors. Director Huang, Yi-Yi of the Finance and Accounting Department concurrently serves as the corporate governance officer. Her main responsibilities are as follows:
(1) Handle matters related to board of directors and shareholders' | No discrepancies |
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| responsibility corporate governance practices (including but not limited to providing information necessary for directors and supervisors to perform their duties, aiding directors and supervisors in complying with laws and regulations, organizing board meetings and annual general meetings of shareholders as required by law, handling company registrations and change of company registrations, and compiling minutes of board meetings and annual general meetings)? | | meetings in accordance with the law, and comply with relevant regulations of the board of directors.
(2) Prepare minutes of board of directors and shareholders' meetings.
(3) Assist directors in their appointment and ongoing education.
(4) Provide directors with necessary information for business execution and assist them in complying with relevant laws and regulations.
(5) Responsible for the dissemination of significant information after board meetings, ensuring the legality and accuracy of the content of important messages to protect the interests of stakeholders.
(6) Handle company registration and changes in registration.
2. The Corporate Governance business performance for the fiscal year 2025 is as follows:
(1). Conducting matters related to board meeting agendas in accordance with the law and preparing minutes of board meetings.
(2). Reviewing whether significant decisions of the board should be disclosed.
(3). Assisting directors in furthering their education on relevant matters.
(4). Handling procedures for shareholder meetings in accordance with the law and ensuring compliance with shareholder resolutions. | |
| --- | --- | --- | --- |
(5). Strengthening corporate governance and evaluation-related matters.
(6). Regularly educating internal personnel and employees on how to prevent insider trading.
(7). Reporting periodically to the board on the results of qualifications review for independent directors during their tenure.
(8). Reporting matters related to director liability insurance to the board for resolution.
(9). Conducting an annual performance evaluation of the board of directors and an external performance evaluation of the board every three years. For the fiscal year 112, the company entrusted the "Taiwan Investor Relations Association" to conduct the external performance evaluation of the board of directors, and the evaluation results were reported to the board of directors.
(10). Training status of the Corporate Governance managers:
| Job title | Name | Date | Organizer | Course Title | Hours |
|---|---|---|---|---|---|
| Corporate Governance managers | Huang, Yi-Yi | 2025/07/09 | Taiwan Stock Exchange | 2025 Cathay Sustainable Finance and Climate Change Summit | 6 |
| 2025/08/08 | The Securities and Futures Market Development Foundation, | 2025 Internal Personnel Share Trading Legal Compliance | 6 |
| | | | | | Republic of China
(Taiwan) | Awareness
Briefing | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | 2025/09/26 | The Securities and
Futures Market
Development
Foundation,
Republic of China
(Taiwan) | 2025 Insider
Trading
Prevention
Awareness
Seminar | 3 | |
| (V) Has the Company established channels for communicating with its stakeholders (including but not limited to shareholders, employees, customers, suppliers, etc.) and created a stakeholders section on its company website? Does the Company appropriately respond to stakeholders’ questions and concerns on important corporate social responsibility issues? | ✓ | | The company has established a stakeholder section on its website, providing communication methods and channels for stakeholders (including shareholders, employees, customers, suppliers, etc.). A dedicated department handles and responds to important corporate social responsibility (CSR) issues raised by stakeholders. | | | | | No discrepancies |
| (VI) Has the Company appointed a professional shareholder services agent to handle matters related to its shareholder meetings? | ✓ | | The company's shareholder meeting affairs are handled by the Shareholder Services Department of Uni-President Securities. | | | | | No discrepancies |
| (VII) Information disclosure
(i) Has the Company established a corporate website to disclose | ✓ | | The Company has set up a website at http://www.synst.com.tw and disclosed our company profile, product information, corporate | | | | | No discrepancies |
| information regarding its financials, business, and corporate governance status? | governance, and financial business information on our website, the information provided in the stakeholder section is regularly updated in real-time for stakeholders to access. | ||
|---|---|---|---|
| (ii) Does the Company use other information disclosure channels (e.g., maintaining an English-language website, designating staff to handle information collection and disclosure, appointing spokespersons, webcasting investors conference etc.)? | ✓ | 1.The Company has established an official website and provides an investor relations contact point. A spokesperson and deputy spokesperson system is in place to serve as a bridge for information collection, disclosure, and external communication. The finance and accounting department is responsible for disclosing company information on the Market Observation Post System (MOPS) and the Company's website .2.The Company has made the proceedings of the institutional investor conference available on its website.3. The company has established an English website for stakeholders to access, and the information in the Corporate Sustainability section is continuously being updated. | |
| (iii) Does the company publish and report its annual financial report within two months after the end of the fiscal year, and publish and report its financial reports for the first, second, and third quarters as well as its operating statements for | ✓ | 1.The Company's 2025 financial statements were approved by the Board of Directors on February 23, 2026, and the relevant information was submitted to the Market Observation Post System (MOPS) .2.The financial reports for the first, second and third quarters of 2025, as well as the operating results for each month, were announced and reported before the prescribed deadline. | No discrepancies |
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| each month before the specified deadlines? | |||
|---|---|---|---|
| (VIII) Has the Company disclosed other information to facilitate a better understanding of its corporate governance practices (including but not limited to employee rights, employee wellness, investor relations, supplier relations, rights of stakeholders, directors’ and supervisors’ continuing education, the implementation of risk management policies and risk evaluation standards, the implementation of customer relations policies, and purchasing liability insurance for directors and supervisors)? | ✓ | 1. Employee rights and benefits: The Company attaches importance to harmonious labor relations, holds regular labor-management meetings, establishes two-way communication channels, and protects employee rights and benefits in accordance with the Labor Standards Act. | |
| 2. Employee Care: The Company has an Employee Welfare Committee, which provides welfare benefits and promotes various welfare measures in accordance with the law. In addition, the company employs people with physical and mental disabilities in accordance with the law. For more information on employee rights and benefits and employee care, please refer to the Company's annual report. | |||
| 3. Investor relations: Our company has dedicated personnel responsible for handling shareholder affairs, as well as spokesperson and proxy spokesperson mailboxes, providing investors with a smooth communication platform. Additionally, we assign specialists to disclose company information on the Public Information Observation Platform and the company's website. | |||
| 4. Rights of suppliers and stakeholders: | |||
| (1) Our company has adopted the following CSR-related regulations to ensure effective corporate governance: the | No discrepancies |
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| | | “Corporate Governance Best Practice Principles,” the “Corporate Social Responsibility Best Practice Principles,” the “Code of Integrity Management,” and the “Procedures and Guidelines for Integrity Management Operations.”
(2) Communication channels with suppliers and other stakeholders are smooth and functioning well; there have been no commercial disputes or litigation.
(3) Our company’s communications with stakeholders were reported to the Board of Directors on December 11, 2025, and the relevant information has been disclosed on the company website.
5. Directors and Supervisors’ continuing education: The directors of the Company have professional background in the industry and practical experience in operation and management, and in accordance with the provisions of the Directions for the Implementation of Continuing Education for Directors and Supervisors. Please refer to page the Annual Report for details of the directors’ continuing education in 2025.
6. Implementation of risk management policies and risk measurement standards:
On June 7, 2024, the Board of Directors approved the establishment of the "Risk Management Policy and Procedures." The Board authorized the formation of the Sustainability and Risk Management Committee, under which a Risk Management Task Force was established to carry out various risk management and |
| --- | --- | --- |
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| | | assessment tasks. The Internal Audit Unit is responsible for conducting periodic and ad hoc audits to evaluate the effectiveness of the implementation of the internal control system.
7.plementation of customer policy: The Company has established the Ethical Corporate Management Best Practice Principles and Procedures for Ethical Management and Guidelines for Conduct to comply with the business activities of integrity management, and provides customer services in accordance with each customer service management method, and makes "customer satisfaction" an important part of the quality policy.
8.ability insurance for directors and supervisors: Article 16 of the Company's Articles of Incorporation provides that directors, supervisors, and key employees shall take out liability insurance during their term of office for their liability under the law for the execution of their business scope. The Board of Directors is authorized to exercise its full authority in matters relating to insurance coverage. The important details of the insurance policy taken out in 2026 were submitted to the Board of Directors for resolution on December 11, 2025. The Directors' and Officers' Liability Insurance was successfully obtained in January 2026. |
| --- | --- | --- |
(IX) Please describe the improvements that have been made to the results of the corporate governance assessment released by the Corporate Governance Center of the Taiwan Stock Exchange Corporation in the most recent year, and propose priorities and measures to enhance those that have not yet been improved:
(i) State of improvement:
-
The company has established a "Sustainable Development and Risk Management Committee," with the Board of Directors authorizing the appointment of three independent directors as committee members. All three members possess professional knowledge and expertise in corporate sustainability. The composition, responsibilities, and operations of the committee have been disclosed on the company's website.
-
The company has set up a Sustainable Development Promotion Team and a Risk Management Team. Based on the principle of materiality, they conduct risk assessments on environmental, social, or corporate governance issues related to operations, formulate relevant risk management policies or strategies. The "Sustainable Development and Risk Management Committee" supervises the progress of sustainable development on a quarterly basis, and after reporting to the Board of Directors, the information is disclosed on the company's website and in the shareholders' meeting annual report.
-
The company has disclosed the scope 3 categories of greenhouse gas emissions and the annual emission volume for the past year in the shareholders' meeting annual report.
-
The company has developed an energy management plan and its execution status, which has been disclosed on the company's website and in the shareholders' meeting annual report.
-
The company has established an employee training and development plan to enhance career capabilities, and its implementation status has been disclosed on the company's website.
-
The company regularly conducts employee satisfaction surveys, with implementation details and improvement plans disclosed on the company's website.
-
The company has established a "Customer Rights Policy," which addresses issues such as customer health and safety, marketing, and labeling of products and services, and sets up related consumer protection measures and complaint procedures.
(ii) Priorities and measures not yet improved:
- Specific measures to enhance corporate value will be developed and submitted to the Board of Directors. Relevant information will be disclosed in the "Corporate Value Enhancement Plan Section" on the Market Observation Post System (MOPS).
(X) Intellectual Property Management Plan and Implementation Status: A report was submitted to the Board of Directors on December 11, 2025.
(i) 2025 Intellectual Property Management Plan:
- Developing high energy density, high safety batteries is the core of the lithium battery company's competitiveness in battery cell
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technology development.
-
The company develops high energy density and high safety batteries every year. In response to new sustainability trends, the company also considers the feasibility of using ESG alternative materials and the recycling of cobalt, validating and quantifying these efforts. The company has initiated evaluations and validations for the formulation of high-rate charge batteries, high-rate discharge batteries, and batteries for new materials. These efforts are aimed at meeting the market demand for low-carbon products from long-term cooperative customers, ensuring that the company continues to advance in product research, development, and innovation, creating limitless possibilities.
-
The company is making efforts in the development of medium and large-sized batteries, as well as increasing battery capacity, with a focus on innovation. Investments have been made in related formulations and sample production for drone batteries, backup batteries (BBU), and small-scale energy storage modules. On the manufacturing side, greater investments are being made in automated equipment and related molds and fixtures to address the pressure of rising labor costs and the need for improved product yield.
-
The company is strategically planning and safeguarding intellectual property for products and technological achievements, enhancing R&D capabilities, and minimizing operational risks.
-
An intellectual property management plan aligned with operational goals has been developed. A patent list for the company's intellectual property will be regularly updated and managed, effectively maximizing the benefits of intellectual property management.
-
The company is promoting an intellectual property system and strengthening employees' understanding of intellectual property, ultimately establishing the company's intellectual property goals.
(ii) The company's 2025 Intellectual Property Management Policy is as follows:
-
Encourage R&D personnel to apply for patents.
-
Strengthen the company's intellectual property foundation and competitiveness.
-
Properly plan and safeguard intellectual property for products and technological achievements.
- Enhance R&D capabilities to effectively reduce operational risks.
- Develop management plans aligned with operational goals, deepening the R&D capabilities in Taiwan and Kunshan.
- Strengthen training to increase R&D investment, enhance intellectual property training, and promote patent applications.
(iii) The company's intellectual property management goals for this year are as follows:
- Two intellectual property education and training sessions.
- Apply for at least 9 patents in the field of technology.
(The goal for 2025 includes 9 patent applications: 6 from Kunshan R&D, 1 from the new business unit, and 2 from the Taiwan technical unit.)
(iv) The company's intellectual property management implementation for 2025 is as follows:
- Intellectual Property Education and Training:
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A total of 3 training sessions were held (exceeding the goal). Comprehensive intellectual property training courses were implemented for new employees, and regular briefing sessions were conducted. Through practical cases and sharing, the company established a common goal and understanding of intellectual property among employees.
2025/02/12 IP Training (38 participants)
2025/06/12 IP Training (Taiwan employees)
2025/07/01 Kunshan Xingneng IP Training (29 participants)
-
All employees have signed the company’s employment/non-disclosure agreement.
-
Application for patents in the technology field – at least 9 patents (combined total):
A total of 11 patent applications were submitted this year (exceeding the goal).
4 from Taiwan technical unit
1 from the new business unit
6 from Kunshan Xingneng
(v) 2025 Intellectual Property Policies and Plans:
In light of the growing emphasis on trade secrets and product intellectual property in recent years, the company will add a focus on intellectual property regulations in its awareness campaigns.
1.2026 Intellectual effectual Property Management Policies:
(1). Enhance the promotion of intellectual property regulations.
(2). Encourage R&D personnel to apply for patents.
(3). Strengthen the company’s intellectual property foundation and competitiveness.
2.2026 Intellectual effectual Property Management Goals:
(1). Intellectual property education and training: 3 sessions (including regulations-related content).
(2). Apply for at least 9 patents in the technology field (including 6 from Kunshan R&D, 1 from the new business unit, and 2 from the Taiwan technical unit).
Note 1: Checklist for the Evaluation of the Independence of the Certified Public Accountants and their Associated Accounting Firms
SYNergy ScienTech Corp.
Assessment of Independence and Suitability of the Auditor for the 2026.
Certified Public Accountant (CPA) Firm: PricewaterhouseCoopers, Taiwan
Name of Certified Public Accountant (CPA) : Chiang, Tsai-Yen, and Hsieh, Chih-Cheng
Evaluated based on audit quality indicators (AQIs)
Date:2025.12.11
| Evaluation item | Key Metrics | Evaluation results (N/Y) | Compliance with independence (N/Y) |
|---|---|---|---|
| Professionalism | |||
| 1. Audit Experience | Whether senior auditors possess sufficient auditing experience to perform audit tasks. | Y | Y |
| 2. Training hours | Whether accountants and senior auditors receive sufficient education and training annually to continuously acquire professional knowledge and skills. | Y | Y |
| 3. Turnover rate | Whether the firm maintains an adequate level of senior human resources. | Y | Y |
| 4. Professional support | Does the firm have a sufficient number of professional staff (such as evaluators) to support the audit team? | Y | Y |
| Quality control | |||
| 1. Workload of accountants | Is the workload of accountants excessive? | N | Y |
| 2. Audit input or Audit resources | Are the members of the audit team appropriately engaged in each stage of the audit? | Y | Y |
| 3. EQCR review status | Are EQCR accountants dedicating sufficient hours to conduct reviews of audit engagements? | Y | Y |
| Independence | |||
| 1. Non-audit service fees | The impact of the proportion of non-audit service fees on independence. | 50% | Y |
| 2. Customer familiarity | The impact of cumulative years of signing annual financial reports by the firm on independence. | 9Years | Y |
| Supervision | |||
| 1. External inspection deficiencies | Whether the firm's quality control and audit cases are conducted in accordance with relevant laws and standards. | Y | Y |
| 2. Regulatory authority issues letter for improvement | Whether the firm's quality control and audit engagements are carried out in compliance with relevant laws and standards. | Y | Y |
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| Innovation capability | |||
|---|---|---|---|
| 1.Innovation planning or advocacy" | The commitment of the accounting firm to enhance audit quality, including the firm's innovation capability and planning. | Y | Y |
| Evaluation item | Is this scenario present? | ||
| 1. Whether the CPA has a direct or material indirect financial interest of the Company and its related parties? | N | ||
| 2. Whether the CPA has engaged in financing or guarantee activities with the Company and its related parties? | N | ||
| 3. Is there any joint investment or benefit sharing with the Company? | N | ||
| 4. Is there a close business relationship with the Company and its related parties? | N | ||
| 5. Is there any potential employment relationship with the Company and its related parties? | N | ||
| 6. Are there any contingent fees or public fees related to the auditing? | N | ||
| 7. Does the CPA hold any shares in the Company? | N | ||
| 8. Does any member of the audit service team currently hold, or has held within the last two years, a directorship, managerial position, or position of significant influence on the audit of the Company and the Company's related parties? | N | ||
| 9. Will the non-audit services provided to the Company and the Company's related parties directly affect the material items of the audit case? | N | ||
| 10. Does the term of appointment of an accountant exceed seven years? | N | ||
| 11. Does the CPA advertise or broker stocks or other securities issued by the Company and the Company's affiliates? | N | ||
| 12. Does the CPA act as an advocate for the Company and the Company's affiliates or coordinate conflicts with other third parties on behalf of the Company and the Company's affiliates? | N | ||
| 13. Are the CPA related to a director, manager, or person who has significant influence on the audit case of the Company and the Company's related | N |
| parties? | |
|---|---|
| 14. Does the outgoing CPA hold any position as a director, manager, or officer of the Company and the Company's related parties, or has any significant influence on the audit within one year? | N |
| 15. Did the CPA receive any gifts of significant value from the Company, its affiliates, or its directors or managers? | N |
| 16. Do the Company and the Company's related parties require the accountants to accept improper choices of accounting policies or improper disclosures in the financial statements by management? | N |
| 17. Did the Company and the Company's related parties exert pressure on the accountants to improperly reduce the number of audits they should perform in order to reduce public expenses? | N |
Work performance and achievements:
☑ Completion of the company's financial signings on schedule.
☑ Completion of the financial audits for affiliated companies on schedule.
$\boxed{\mathrm{O}}$ Providing ad-hoc financial and tax advisory services to the company.
Assessment Result: Both CPAs, Chiang, Tsai-Yen, and Hsieh, Chih-Cheng of Pricewaterhouse
Coopers have been evaluated by the company to meet the audit quality indicators (AQIs) and the evaluation standards of suitability and independence.
Note 2: State of directors' continuing education during 2025
| Job title | Name | Dates of the continued professional development courses | Organizer | Course name | Hours spent on continued professional development courses |
|---|---|---|---|---|---|
| Chairperson | Kuo-Chung | 2025/04/24 | Taiwan Corporate Directors Association | Cross-Strait Political and Economic Risk Observation under the U.S.-China Great Power Competition | 3 |
| 2025/07/09 | Taiwan Stock Exchange | 2025 Cathay Sustainable Finance and Climate Change Summit | 6 | ||
| 2025/10/23 | Taiwan Corporate Directors Association | Data-Driven and Digital Intelligence Transformation | 3 | ||
| 2025/10/31 | The Securities and Futures Market Development Foundation, Republic of China (Taiwan) | 2025 Insider Trading Legal Compliance Awareness Briefing | 3 | ||
| Director | Xing, Xue-Kun | 2025/11/14 | The Project Management Institute Taiwan | The Business Value and Digital Risk Insights of Generative AI | 3 |
| 2025/12/09 | The Project Management Institute Taiwan | Integrated Applications of Generative AI | 3 | ||
| Director | Shih, Chiu-Ju | 2025/05/21 | The Taiwan Academy of Banking and Finance | Cybersecurity Governance Seminar - Cybersecurity Threat Trends and Case Analysis | 3 |
| 2025/10/03 | The Securities and Futures Market Development Foundation, Republic of China (Taiwan) | 2025 Insider Trading Prevention Awareness Seminar | 3 |
| Job title | Name | Dates of the continued professional development courses | Organizer | Course name | Hours spent on continued professional development courses |
|---|---|---|---|---|---|
| 2025/10/23 | Taiwan Corporate Directors Association | Data-Driven and Digital Intelligence Transformation | 3 | ||
| Director | Wang, Wei-Chao | 2025/04/24 | Taiwan Corporate Directors Association | Cross-Strait Political and Economic Risk Observation under the U.S.-China Great Power Competition | 3 |
| 2025/10/23 | Taiwan Corporate Directors Association | Data-Driven and Digital Intelligence Transformation | 3 | ||
| Director | Huang,Chao-Li | 2025/06/03 | The Chinese Financial and Economic Development Association | Tariff War Storm: Impacts and Responses | 3 |
| 2025/06/15 | The Taiwan Corporate Governance Association | Mastering the Key to Industrial Holding and Group Operations | 3 | ||
| 2025/07/20 | Taipei Exchange (TPEx) | Practicing Sustainable Development through the Over-the-Counter Market _ General Principles | 3 | ||
| Director | Pao, Kuo-Yang | 2025/10/03 | The Securities and Futures Market Development Foundation, Republic of China (Taiwan) | 2025 Insider Trading Prevention Awareness Seminar | 3 |
| 2025/11/21 | The Securities and Futures Market Development Foundation, Republic of China (Taiwan) | 2025 Insider Stock Trading Legal Compliance Awareness Briefing | 3 | ||
| 2025/11/21 | Taiwan Corporate Governance Association | Practicing Sustainable Development through the Over-the-Counter Market _ General Principles | 3 | ||
| Director | Wang, Wei-Chao | 2025/11/03 | The Taiwan Corporate Governance Association | Practicing Sustainable Development through the Over-the-Counter Market _ General Principles | 3 |
| 2025/11/15 | Taiwan Corporate Governance Association | Practicing Sustainable Development through the Over-the-Counter Market _ General Principles | 3 |
| Job title | Name | Dates of the continued professional development courses | Organizer | Course name | Hours spent on continued professional development courses |
|---|---|---|---|---|---|
| Independent Director | Chou, Chih-Feng | 2025/07/09 | Taiwan Stock Exchange | 2025 Cathay Sustainable Finance and Climate Change Summit | 6 |
| Independent Director | Pan, Ming-Tsan | 2025/10/16 | Financial Supervisory Commission | The 15th Taipei Corporate Governance Forum | 6 |
| Independent Director | Yang,Hui-Chu | 2025/05/14 | Taiwan Corporate Directors Association | The Practice and Challenges of Diversity, Equity, and Inclusion (EDI) in Corporate Governance and Financial Services | 3 |
| 2025/07/09 | Taiwan Stock Exchange | 2025 Cathay Sustainable Finance and Climate Change Summit | 6 |
(iv) The composition and operation of such committee if the company has a remuneration committee or nomination committee in place.
- Information on Remuneration Committee Members
March. 28, 2026
| Capacity (Note 1) Name | Criteria | Professional qualifications and experience (Note 2) | Independence analysis (Note 3) | Number of other public companies at which the person concurrently serves as Remuneration Committee member |
|---|---|---|---|---|
| Independent Director (Convener) | Yang,Hui-Chu | ●Ms. Yang,Hui-Chu has been serving as an independent director of the company since May 2024 and continues to hold the position.° ●Graduated from Ming Chuan Commercial Junior College with a focus on Banking and Insurance. ●Currently serving as the Head of Jiasi Investment Co. Ltd.Independent director of Poindus Systems Corp. Independent director of President Securities Corporation. ●Professional qualifications and experience in banking, securities, investment banking, asset management, financial accounting, business management, leadership decision-making, sustainable development and risk management. | All Remuneration Committee members satisfied the following criteria: ●Include but does not limit to the following: The person, spouse, relatives within two degrees of kinship has not served as a director, supervisor, or employee of the Company or its affiliates ●Neither I, my spouse, nor any relatives within the second degree of consanguinity hold shares in the Company. ●Have not served as a director, supervisor or employee of a company with which the Company has a specific relationship | 2 |
|---|---|---|---|---|
| Independent Director | Chou, Chih-Feng | ●Mr. Chou, Chih-Feng has served as an independent director of the company since June 2018 and has been. ●Graduated a Master's degree from M.A., Institute of International Trade, National Chengchi University. ●Currently, he is also the Chairperson of Zhiqu Management Consulting Co., Ltd. ●Possesses professional qualifications and experience in securities, investment, asset management, financial accounting, business management, leadership and decision-making, sustainable development, and risk management. | ●Have not obtained compensation by serving in any position that provided business, legal, financial, and accounting services to the Company or its affiliates during the most recent 2 fiscal years | 0 |
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| Members | Pan, Ming-Tsan | ● Mr. Pan, Ming-Tsan has served as an independent director of the company since June 2022 and has been.
● Graduated a master's degree from M.S. in Business, National Taiwan University.
● Professional qualifications and experience in securities, investment, asset management, financial accounting, business management, leadership and decision-making, sustainable development, and risk management. | | 0 |
| --- | --- | --- | --- | --- |
- Duties of Remuneration Committee:
The members of the Remuneration Committee of the Company shall faithfully perform the following duties and responsibilities with the care of good stewards and shall be accountable to the Board of Directors and shall submit their recommendations to the Board of Directors for discussion.
(1) Establish and regularly review the policies, systems, standards and structures for performance evaluation and compensation of directors, supervisors and managers.
(2) Regularly evaluate and set the directors' and managerial officers' salary and compensation.
- The state of operations of the Remuneration Committee
(1) The Company's Remuneration Committee is comprised of 3 members.
(2) The current term of office of the members: June 7, 2024 to May 29, 2027.
(3) The number of Remuneration Committee meetings held in 2025 was 3, The qualifications of the members and their attendance were as follows:
| Job title | Name | No. of meetings attended in person | No. of meetings attended by proxy | In-person attendance rate (%) | Note |
|---|---|---|---|---|---|
| Convener | Yang,Hui-Chu | 3 | 0 | 100% | |
| Member | Chou, Chih-Feng | 3 | 0 | 100% | |
| Member | Pan, Ming-Tsan | 2 | 1 | 67% | |
| Other information required to be disclosed: | |||||
| (I) If the board of directors does not accept, or amends, any recommendation of the remuneration committee, specify the board meeting date, meeting session number, content of the recommendation(s), the outcome of the resolution(s) of the board of directors, and the measures taken by the Company with respect to the opinions |
given by of the remuneration committee (If the compensation approved by the Board of Directors was higher than the suggested amount by the Remuneration Committee, any variance and the reason for any such variance should be specified): None.
(II) With respect to any matter for resolution by the remuneration committee, if there is any dissenting or qualified opinion of a committee member that is on record or stated in writing, specify the remuneration committee meeting date, meeting session number, content of the motion, the opinions of all members, and the measures taken by the Company with respect to the members' opinion: None.
- Reasons for discussions of proposals during recent Remuneration Committee meetings and the resolution thereof
| Remuneration Committee | Content of motion and subsequent handling | Result of resolution | The measures taken by the Company based on the opinions of the Remuneration Committee |
|---|---|---|---|
| 2025/02/24 | 1. The company’s 113th year employee compensation and director compensation distribution proposal. | ||
| 2. The 113th year individual director compensation distribution proposal. | |||
| 3. The 113th year managerial personnel compensation and performance bonus proposal. | |||
| 4. The 114th year managerial personnel salary adjustment proposal. | Approved as proposed. | Submit the motion approved by the Remuneration Committee to the Board of Directors for approval and implement | |
| 2025/08/06 | 1 The company’s 114th year managerial personnel Mid-Autumn Festival bonus distribution proposal | Approved as proposed. | Submit the motion approved by the Remuneration Committee to the Board of Directors for approval and implement |
| 2025/12/11 | 1. The company’s 114th year managerial personnel Lunar New Year bonus distribution proposal | Approved as proposed. | Submit the motion approved by the Remuneration Committee to the Board of Directors for approval and implement |
- The Company has not yet established a nomination committee.
(V) The state of the company's promotion of sustainable development, any variance from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such variance:
| Project promotion | State of Implementation | Any variance from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such variance | ||
|---|---|---|---|---|
| Yes | No | Summary description | ||
| (I) Has the Company established a governance framework for promoting sustainable development, and established an exclusively (or concurrently) dedicated unit to be in charge of promoting sustainable development? Has the board of directors authorized senior management to handle related matters under the supervision of the board? | ☑ | 1. The Company established the “Risk Management Committee” on June 7, 2024, and, upon approval by the Board of Directors on December 11, 2024, renamed it the “Sustainability Development and Risk Management Committee.” Three independent directors have been appointed as members of the Committee. Under the Committee, a “Sustainability Promotion Task Force” and a “Risk Management Task Force” have been set up. The General Manager has been appointed as the Chief Sustainability Officer, and the Senior Vice President serves as the convener of the Risk Management Task Force. Members of the Sustainability Promotion and Risk | No discrepancies | |
| Management has been appointed as the Chief Sustainability Officer, and the Senior Vice President serves as the convener of the Risk Management Task Force. Members of the Sustainability Promotion and Risk Management Task Force have been set up. The General Manager has been appointed as the Chief Sustainability Officer, and the Senior Vice President serves as the convener of the Risk Management Task Force. Members of the Sustainability Promotion and Risk Management Task Force have been set up. The General Manager has been appointed as the Chief Sustainability Officer, and the Senior Vice President serves as the convener of the Risk Management Task Force. The Board of Directors have been appointed as the Chief Sustainability Officer, and the Senior Vice President serves as the convener of the Risk Management Task Force. The Company has been appointed as the Chief Sustainability Officer, and the Senior Vice President serves as the convener of the Risk Management Task Force. The Company has been appointed as the Chief Sustainability Officer, and the Senior Vice President serves as the convener of the Risk Management Task Force. The Company has been appointed as the Chief Sustainability Officer, and the Senior Vice President serves as the convener of the Risk Management Task Force. The Company has been appointed as the Chief |
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Management Task Forces are drawn from various departments, including R&D, sales, IT, human resources, finance and accounting, administration, quality assurance, procurement, and factory operations.
- The organizational structure of the Company’s Sustainability Promotion framework is as follows:

- The implementation status of the Sustainability Development and Risk Management Committee is as follows: Four meetings were convened in 2025
| Date | Motion | Report/Discussion | BOD |
|---|---|---|---|
| 2025/05/02 | Q1 2025 Sustainability Implementation and Greenhouse Gas Inventory and Verification Progress Report of the Company. | Report | Submitted to the Board of Directors for Reporting. |
| 2025/08/06 | Q2 2025 Sustainability Implementation and Greenhouse Gas Inventory and Verification Progress Report of the Company. | Report | Submitted to the Board of Directors for Reporting. |
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| Submission of the Company's 2024 Sustainability Report. | Discussion | Submitted to the Board of Directors for Discussion on. | |||
|---|---|---|---|---|---|
| 2025/11/06 | Q3 2025 Sustainability Implementation and Greenhouse Gas Inventory and Verification Progress Report of the Company. | Report | Submitted to the Board of Directors for Reporting. | ||
| 2025/12/11 | The Company's 2026 Sustainability Development Policy and Implementation Plan. | Discussion | Submitted to the Board of Directors for Discussion on. | ||
| The Company's 2026 Risk Management Objectives and Plan. | Discussion | Submitted to the Board of Directors for Discussion on. | |||
| 4. The company's Sustainability Development and Risk Management Committee oversees the formulation of short-, medium-, and long-term sustainability strategies, objectives, implementation plans, and progress. When necessary, it develops |
| review and improvement measures to ensure the realization of sustainability principles and goals. The committee reports quarterly to the Board of Directors on sustainability implementation status. The Board reviews, supervises, and allocates sufficient resources to ensure that sustainability information management policies are aligned with operational strategic objectives, thereby enabling the effective operation of the management mechanism. | |||
|---|---|---|---|
| 5.The company’s 2024 Sustainability Report has been reviewed and approved by the Sustainability Development and Risk Management Committee and the Board of Directors. The report has been disclosed on the Market Observation Post System and the company’s official website. | |||
| 6.The company’s sustainability development policies and implementation plans will be reported at the Annual General Shareholders’ Meeting on May 26, 2026. | |||
| (II) Does the company conduct risk assessments of environmental, social and corporate governance (ESG) issues related to the company's operations in accordance with the materiality principle, and formulate relevant risk management policies or strategies? | ✓ | 1. The scope of the Company’s disclosures and risk assessment boundaries is consistent with the boundaries applied to the environmental and social topics in the following sections of this table, covering the sustainability performance of the consolidated entities from January to December 2025. | |
| 2.The Company has referred to the GRI Sustainability Reporting Standards (2021 edition), current trends in corporate sustainability, and the development of key domestic and international regulations. By also considering material topics identified by peer companies, we have identified key stakeholders and material sustainability issues. We have conducted a materiality | No discrepancies |
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analysis focusing on environmental, social, and corporate governance (ESG) topics relevant to the Company's operations.
-
The company conducts annual stakeholder identification and materiality assessments and carries out an impact survey every three years to determine key sustainability reporting topics.
-
The company has established the "Risk Management Policy and Procedures," "Sustainability and Risk Management Committee Organizational Regulations," and "Sustainability Information Management Operating Guidelines," and will submit the relevant operating procedures to the Sustainability and Risk Management Committee and the Board of Directors for approval.
-
The Company's risk assessment results for 2025 are presented in the table below:
| Risk category | 2025 of risk identification | ||
|---|---|---|---|
| Patent Management and Protection of R&D Achievements P | Operation process | R1 | Regulatory management |
| R2 | Strategic management | ||
| Human Resources manage | R3 | Professional management of personnel | |
| R4 | Personnel stability management | ||
| R5 | Work injury management | ||
| Customer service process | R6 | Customer satisfaction management | |
| R7 | 4M Change Management | ||
| R8 | Shipping management | ||
| Supplier management process | R9 | New supplier introduction assessment | |
| R10 | Procurement management | ||
| R11 | Shortage of raw materials |
| Product design and development | R12 | New direction materials | ||||||
|---|---|---|---|---|---|---|---|---|
| R13 | Product competitiveness | |||||||
| Production process | R14 | Production process optimization | ||||||
| R15 | Production capacity management | |||||||
| Financial risk | Financial management | R16 | Interest rate management | |||||
| R17 | Credit management | |||||||
| R18 | Tax risk | |||||||
| R19 | Exchange rate changes | |||||||
| Information risk | Information security | R20 | Information system security management | |||||
| R21 | Management of key personnel in information security positions | |||||||
| R22 | Information asset management | |||||||
| Environmental risks | Environmental management | R23 | Climate Change and Natural Disaster Management | |||||
| Intellectual Property Risk | Patent Management and Protection of R&D Achievements | R24 | Patent Management and Protection of R&D Achievements |
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The Company's 2025 Medium- and High-Risk Assessment and Response Measures.:
| Risk type | Risk response measures | ||
|---|---|---|---|
| Operational risk | Human resource management | Work injury management * | 1. Organize on-site management personnel to identify hazards in all workshop equipment; immediately report any safety hazards found to superiors and relevant departments for handling. |
| 2. Regularly conduct SOP training and safety education for on-site operators. | |||
| 3. Emphasize safe operation and safe production during shift meetings; on-site supervisors must implement the line patrol system. | |||
| 4. Install |
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| infrared sensors on equipment for effective error prevention. 5. Conduct chemical spill drills twice a year. | |||||||
|---|---|---|---|---|---|---|---|
| Operational risk | Customer service process | Customer satisfaction management | Reduce in-plant material costs, improve production efficiency and product yield, continuously improve and optimize production management, maintain good customer relationships, and do a good job in all aspects such as early development and customer consultation, and after-sales service. Ultimately, the customer satisfaction survey score for each project can reach ≥90 points. | ||||
| Shipping management * | 1. Monitor policy developments and stay informed about changes in trade policies between the US and China, as well as other relevant countries, to make timely and effective responses. 2. Diversify markets, reduce |
| dependence on the US market, and actively explore markets in other countries and regions, as well as production locations outside of China. 3. Strengthen cost control, optimize production processes, reduce operating costs, and improve the company's profitability and resilience. | |||||||
|---|---|---|---|---|---|---|---|
| operational risk | Product design and development | Product design and development | 1. Regularly communicate with qualified suppliers to confirm newly developed materials or materials for performance improvements, and conduct sample evaluations when appropriate. 2. Participate in industry exhibitions or conferences to gather new information on manufacturers and materials, and conduct sample evaluations as needed. 3. Analyze patents and literature to understand development trends. | ||||
| Product competi | 1. Improved security and |
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| tiveness | reliability.2. Regularly visit customers to introduce products and new R&D achievements, and understand their needs. | ||||||
|---|---|---|---|---|---|---|---|
| Financial risk | Financial management | Tax risk | 1. Monitor changes in tax laws and policies, assess the impact of policy adjustments on taxation, and make timely adjustments accordingly.2. Regularly arrange educational training and internal briefings. | ||||
| Exchange rate changes | 1. Enhance professional skills.2.Dynamically monitor exchange rate fluctuations and foreign currency positions.3.Continuously collect relevant information to analyze trends and formulate corresponding measures. | ||||||
| Information risk | Information security | Information system security management | 1. USB license permissions for personal computers.2. Lock and monitor secure information zones.3. Purchase genuine |
| | | | | | licensed software promptly, stop using illegal software, and conduct regular software audits.
4. Purchase a new firewall and sign an upgrade and maintenance agreement to ensure the security of the factory's information system.
5. Purchase a professional backup system (hardware) to regularly back up important systems and data. | |
| --- | --- | --- | --- | --- | --- | --- |
| Management of key personnel in information security positions | 1. All new employees must sign a confidentiality agreement.
2. Identify key personnel for information security and establish a management list. Lock and manage the mainframes of key personnel, assign permissions according to their positions, and record the dates of operations on their computers. |
| Environmental risks | Climate Change and Natural Disaster Management | Customer behavior changes | 1. Actively develop multiple suppliers to flexibly respond to new regulations, |
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| | | | | | | ensure a stable supply of materials, and thus meet customer needs.
2. Increase the proportion of local sourcing to reduce carbon emissions during transportation.
3. Develop product formulations that comply with PFAS (per- and polyfluoroalkyl substances) standards to maintain market competitiveness.
4. Regularly update the company's current emission reduction data and results, showcasing Xingneng's efforts in carbon reduction, and provide relevant supporting data as required by customers to ensure the accuracy and timeliness of the information. | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | average temperature rise | 1. Conduct comprehensive monitoring and analysis of corporate energy usage to identify key consumption areas and equipment, | |
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| replace outdated lighting and machinery, and reduce electricity consumption across facilities. 2. Implement ISO 14064-1 greenhouse gas inventory to manage and reduce emissions across all plants, establish carbon reduction targets and plans, identify major emission sources and reduction potential, and conduct carbon performance evaluations. 3. Introduce advanced energy-saving technologies and equipment, and improve production processes to enhance raw material utilization and overall resource efficiency. 4. Strengthen supply chain management to ensure stability and sustainability throughout the supply chain. | ||||||
|---|---|---|---|---|---|---|
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| (III) Environmental Issues
(i) Has the Company set an environmental management system designed to industry characteristics? | ✓ | 1. The company promotes the ISO 14001 Environmental Management System standard and has established the "Environmental Management Planning and Control Procedures," "Testing and Measurement Control Procedures," "Greenhouse Gas Control Procedures," "Energy Resource Management Regulations," "Waste Management Regulations," "Wastewater Management Regulations," and "Air Emissions Management Regulations," among others. | No discrepancies |
| --- | --- | --- | --- |
| | | 2. The company has developed related environmental control management documents and set annual environmental management goals and indicators for tracking. | |
| | | 3. Our company first obtained ISO 14001 Environmental Management System certification in August 2001 and has successfully passed the annual surveillance audits conducted by TÜV certification bodies. The current ISO 14001 certificate is valid from January 17, 2024 to December 31, 2026. | |
| | | 4. The company's 2025 environmental management goals and implementation status: | |
| | | Goal | Execution Status |
| | | Zero Penalties in Environmental Law Enforcement Inspections at the Factory Location | NA |
| | | All emission indicators were normal in the annual environmental inspections | Normal |
| | | Passed the environmental agency's review for the wastewater | Passed and obtained the certificate in September |
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(ii) Does the Company endeavor to use energy more efficiently and to use renewable materials with low environmental impact?
| discharge permit renewal and obtained the new permit | 2025 |
|---|---|
| Passed the environmental agency’s review for the pollution discharge permit renewal and obtained the new permit | Passed and obtained the certificate in December 2025 |
- Our company currently does not utilize recycled materials, however, we have implemented a recycling device for NMP (N-Methyl-2-pyrrolidone) and organic solvent recycling to reduce our environmental impact.
| Item | NMP recovery (t) | Organic solvent recovery(t) |
|---|---|---|
| 2024 | 52.06 | 8 |
| 2025 | 41.67 | 13.2 |
Note: In 2025, all waste generated by SYNergy was removed from the site, amounting to 100% of waste removal operations.
- Energy Management Plan and Reduction Status:
The company actively promotes various energy reduction measures, optimizing production processes, adjusting capacity layouts, replacing outdated, high-energy-consuming equipment with high-energy-efficiency automated systems, introducing photovoltaic power generation, and digitalizing and refining on-site energy consumption management to reduce energy consumption of both the company and its products, thereby optimizing energy usage efficiency.
No discrepancies.
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| | | The 2025 annual target was to reduce electricity consumption by 10% compared to 2024. The total grid electricity consumption in 2025 was 11,717,605 kWh, representing a 15% decrease, thereby achieving the planned target.
2026 Annual Goal:
To reduce electricity consumption from the national grid by 3% compared to 2025.
2025 Annual Execution Status:
(1) Introduced the "Smart Energy Management System" for real-time monitoring of electricity consumption, with localized and refined adjustments and centralized production management.
(2) The energy-saving improvement of the regeneration heating heat pipe for the front-end dehumidification air conditioning system resulted in approximately 18,000 kWh of electricity savings by the end of December.
(3) Energy-saving improvement of the regeneration heating heat pipes for the front-end anode and winding dehumidification air-conditioning system, achieving electricity savings of approximately 13,000 kWh by the end of December.
(4) Adjusted the negative electrode slurry mixing process in the electrode segment to reduce production steps.
(5) Upgraded and introduced automated equipment in the battery cell and pack segments, increasing automation by 15%.
(6) The photovoltaic installation project was initiated in March 2025 and commenced operation on June 23. By the end of December, it had generated 855,800 kWh of electricity, reducing carbon dioxide |
| --- | --- | --- |
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| (iii) Has the Company evaluated the potential risks and opportunities posed by climate change for its business now and in the future and adopted relevant measures to address them? | emissions by approximately 450 metric tons.. | ||||
|---|---|---|---|---|---|
| category | project | 2024 consumption (GJ) | 2025 consumption (GJ) | ||
| consumption (A) | LNG | 678.75 | 52.98 | ||
| diesel fuel | 2.04 | 2.53 | |||
| gasoline | 184.61 | 329.73 | |||
| indirect energy (B) | Purchased electricity | 51,125.16 | 43,514.93 | ||
| non-renewable energy (C) | (A)+(B) | 51,990.56 | 43,900.17 | ||
| renewable energy (F) | Spontaneous use (D) | 0.00 | 2,958.43 | ||
| purchase (E) | 0 | 12.6504 | |||
| total energy (G) | (C)+(F) | 51,990.56 | 46,871.25 | ||
| Renewable Energy %(H) | (F)/(G) | 0.00% | 6.34% |
- The company has integrated the identification, assessment, and management process of climate risks into the 'Risk and Opportunity Identification and Response Control Procedure,' and follows this procedure for conducting climate risk assessments.
- The Environmental Risk Group within the Risk Management Group is responsible for collecting information on industry benchmarks and risk opportunities from both domestic and international sources. The group provides departments with response measures for climate risks, which are quantified and assessed using a risk matrix. This matrix considers the likelihood, impact timeline, and severity of risk opportunities, determining the most critical climate risks and opportunities that have a high impact on the company. The likelihood of risks is based on historical data and expert
No discrepancies
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judgment, while the impact assessment considers the consequences of climate risks and opportunities on the company's finances, reputation, operations, and more, including factory shutdowns, equipment damage, and personnel injuries.
-
After evaluation by the Environmental Risk Team, changes in customer behavior and the rise in average temperatures were identified as significant climate risks for the company. Climate-related risk issues were submitted to the Sustainable Development and Risk Management Committee and the Board of Directors for discussion. The Board of Directors approved the climate risk response strategy, and related measures will be disclosed in the 2024 Sustainability Report.
-
According to the evaluation by the Company’s Environmental Risk Task Force, the potential climate change risks and opportunity types in 2025, along with the corresponding response measures, are as shown in the table below.
| Risk/Oppportunity Type | Risk response measures | ||
|---|---|---|---|
| Environmental risks | Climate Change and Natural Disaster Management | Climate change and natural disaster management | 1. Develop emergency response plans, clarifying specific response measures before, during, and after a disaster based on risk assessment results, such as emergency material preparation and personnel evacuation routes. |
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| | | | | | 2. Strengthen infrastructure management, such as reinforcing factory buildings and warehouses to ensure they can withstand potential natural disasters.
3. Actively disclose environmental, social, and governance (ESG) information, demonstrating the company's efforts in addressing climate change.
4. Purchase property insurance and business interruption insurance to mitigate economic losses caused by natural disasters and climate-related risks.
5. In response to the needs of climate change mitigation, our company focuses on the development and production of green and environmentally friendly products—lit hium-ion batteries. |
| --- | --- | --- | --- | --- | --- |
| | | | | Changes in customer behavior | 1. Actively develop multiple |
| (High Risk | suppliers to flexibly respond to new regulations and ensure a stable supply of materials to meet customer needs. 2. Increase the proportion of local sourcing to reduce carbon emissions during transportation 3. Develop product formulations that comply with PFAS (per- and polyfluoroalkyl substances) standards to maintain market competitiveness. 4. Regularly update the company's current emission reduction data and results, showcasing Xingneng's efforts in carbon reduction, and provide relevant supporting data as required by customers to ensure the accuracy and timeliness of the information. | ||||
|---|---|---|---|---|---|
| Environmental | Climate Change | Climate Change | 1. Conduct comprehensiv |
| | | | Risks and Opportunities | and Natural Disaster Management | and Natural Disaster Management | e monitoring and analysis of the company's energy usage patterns to identify key energy consumption points and equipment, replace outdated light bulbs and equipment, and reduce electricity consumption within the factory area.
2. Implement ISO 14064-1 greenhouse gas inventory to manage and reduce greenhouse gas emissions from each factory, formulate carbon reduction targets and plans, identify major carbon emission sources and reduction potential, and conduct carbon reduction performance assessments.
3. Introduce advanced energy-saving technologies and equipment, and improve production processes to increase raw material utilization and improve |
| --- | --- | --- | --- | --- | --- | --- |
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| | | | | | energy resource efficiency.
4. Strengthen supply chain management to ensure the stability and sustainability of the supply chain. | |
| --- | --- | --- | --- | --- | --- | --- |
| | | | | Technological (Energy) Transition (Medium -High Opportunities) | 1. Continuously conduct research and development on formula material conversion to develop high-reliability, high-safety, and high-performance battery systems.
2. To meet the above material conversion needs, implement a diversified supplier strategy, actively develop regional suppliers, strengthen cooperation with suppliers, increase the localization rate, establish a safety stock mechanism, and reduce supply chain and resource shortage risks during the transformation process.
3. Develop battery cells using low-cobalt | |
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(iv) Did collect data for the past two years on greenhouse gas emissions, volume of water consumption, and the total weight of waste, and establish policies for greenhouse gas reduction, reduction of water consumption, or management of other wastes?
| materials and recycled cobalt materials. 4. Regularly update carbon emission data to improve data transparency and enhance customer trust and satisfaction. | ||||
|---|---|---|---|---|
【Greenhouse Gas Emissions.】
- The Company regularly reports to the Board of Directors on the planning of greenhouse gas inventory and verification timelines, and provides quarterly updates on the implementation progress.
- The Group's operations in Taiwan and its subsidiary in Kunshan have completed greenhouse gas inventories for Categories 1 through 6 in accordance with ISO 14064-1:2018, and have obtained external verification from SGS.
The Company's Greenhouse Gas Emissions for the Most Recent Two Years:
| Year | Category 1 (Metric tons of CO2 e) | Category 2 (Metric tons of CO2 e) | Category 3-6 (Metric tons of CO2 e) | Concentration (Metric tons of CO2 e/million y) | |
|---|---|---|---|---|---|
| 2025 (based on location) | TWS | 9.35 | 174.02 | 97.56 | - |
| KSS | 592.06 | 5000.92 | 14639.76 | - | |
| total | 601.41 | 5174.94 | 14737.32 | 19.12 | |
| 2024 (based on market) | TWS | 9.41 | 199.9 | 60.51 | - |
| KSS | 603.41 | 7402.05 | 13075.19 | - | |
| total | 612.82 | 7601.95 | 13135.7 | 18.42 | |
| Two-year reduction situation | based on location | -2% | -32% | 12% | |
| based on market | |||||
| Unachieved (increase) improvement measures: 1.Location-based: Due to the addition of Category 4 purchased elect |
No
discrepancie
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| | | (upstream electricity and transmission & distribution) amounting to 851.71 tCO2e, and an increase in Category 5 product use emissions of 1,164.9 tCO2e, totaling an increase of 2,016.61 tCO2e, overall emissions still increased slightly by 379.64 tCO2e despite photovoltaic power generation.
2. Market-based: Through the purchase of renewable energy certificates this year, Category 2 emissions were reduced by 1,216.44 tCO2e, resulting in an overall reduction of 836.8 tCO2e. Compared to the base year, emissions decreased by 32.95%. |
| --- | --- | --- |
| Note 1: The 2024 internal greenhouse gas inventory has been completed, along with external verification for greenhouse gas assurance, and the SGS external verification report has been obtained.
Note 2: The internal audit for Year 114 has been completed, and an external verification report has been obtained from SGS.
3. Greenhouse Gas Reduction Targets, Strategies, and Specific Action Plans: |
| Greenhouse gas reduction Target | Promotional measures | Achieve situation |
| 2024 Carbon Emission Data | 2025 Carbon Emission Data |
| Both Category 1 and Category 2 greenhouse gas emissions are projected to decrease by more than 30% in 2027 compared to 2022. | ① Optimize production processes and adjust production capacity layout;
② Replace old, high-energy-consuming equipment with high-energy-efficiency and energy-saving automated equipment;
③ Introduce photovoltaic power generation;
④ Digitalize and refine on-site energy consumption management. | 8214.77 tons of CO2e | 5776.35 tons of CO2e |
| Both Category 1 and Category 2 require a reduction of >50% in greenhouse gas emissions by 2030 compared to 2022. |
| Implementation status of reduction | -4.64% | 32.95% |
| 4. The Company’s 2024 Greenhouse Gas Verification Report has been uploaded to the Company’s website for stakeholders’ |
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reference.”
【Water Resource Management】
-
In compliance with applicable regulations, the Company has applied for a municipal drainage permit and has appointed dedicated environmental, health, and safety (EHS) personnel as required. Waste is handled by qualified contractors and reported to the local competent authorities in accordance with regulatory requirements. The Company also strengthens employees’ awareness of energy conservation and carbon reduction through regular training, and promotes environmentally friendly practices such as turning off lights when not in use and recycling paper.
-
The Company has established the “Energy and Resource Management Procedures” (W-S006(A1)) to properly control all water and electricity usage equipment, thereby reducing overall energy and resource consumption.
Water Consumption for the Most Recent Two Years:
| Target | Promotional measures | Water consumption in 2025 (t) | Water consumption in 2024 (t) |
|---|---|---|---|
| Set hydropower management targets | Promote energy conservation awareness among all employees, strengthen energy conservation inspections by management | 55891 | 50486 |
| Compared to the same period last year, it decreased by ≥2%. |
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| units, and formulate measures such as temperature control and time control. | |||||
|---|---|---|---|---|---|
| Situation where reduction is achieved | (10.71%) (rise) | 3.69% decline | |||
| Unachieved (increase) improvement measures: 1. In the Kunshan area, temperatures in 2025 remained higher for longer than in 2024, and autumn arrived later, leading to increased water consumption for air conditioning. 2. Strengthened workshop environmental control to reduce air conditioning load. Damage to rooftop air conditioning system piping required system maintenance, draining, and refilling. 3. Enhanced inspections to promptly identify and address abnormalities. 4. Addressed abnormalities in the plant's rainwater and wastewater pipelines, including flushing. Conducted regular inspections of drainage conditions and handled issues in a timely manner. | |||||
| 【Waste Management】 1. The Company has established the “W-S008(A7) Waste Management Procedures” and the “W-S011(A3) Waste Classification and Handling Guidelines,” which regulate the classification and handling of all waste within the Company. These procedures ensure legal and proper waste management, prevent secondary environmental pollution, conserve resources, and promote environmental protection and resource recycling. The Company has set a target to reduce the amount of solid waste handled by at least 2% compared to the same period last year. |
| Waste Generation for the Most Recent Two Years: | ||||
|---|---|---|---|---|
| project | Promotional measures | 2025 | 2024 | |
| Solid waste treatment volume (t) Non-ha zardou s waste | Solid waste treatment volume (t) Hazard ous waste | Solid waste treatment volume (t) Non-ha zardou s waste | ||
| Set solid waste treatment volume control targets | Everyone must participate. Source reduction : | |||
| Solid waste treatment volume decrease by ≥2% compared to the same period last year. | Promote the use of recyclable materials, classify and manage end-of-life utilization, sell recyclable waste, and treat it in a harmless manner. | 75.47 | 13.11 | 68.04 |
| Reduction Situation | (10.92%) (rise) | 9.90% decline | 36.76 % decline | |
| Unachieved (increase) improvement measures:1. In 2024, the domestic waste data of the Kunshan plant did not include waste generated from the cafeteria. In 2025, this portion was included, resulting in an increase in the total weight of domestic waste.2. Continue regular waste collection with dedicated personnel supervision, and effectively sort recyclable and non-recyclable waste.3. Conduct regular external sales of resellable materials to reduce disposal volume.4. Promote maximum reuse of materials on site (e.g., cardboard boxes, plastic trays, etc.). | ||||
| (IV) Social Issues(i) Has the company formulated relevant management policies and procedures in accordance with relevant laws and regulations and international human rights conventions? | ✓ | 1. The Company complies with labor laws and regulations, supports and follows human rights norms and principles such as the internationally recognized "Universal Declaration of Human Rights" and the "Declaration on Fundamental Principles and Rights at Work" of the International Labor Organization (ILO), eliminates human rights violations, and continuously enhances and | No discrepancies |
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| improves the management of human rights-related issues. Related measures include prohibiting forced labor, implementing a leave system, encouraging employees to pay attention to work-life balance, and formulating “Human Rights Policy”, "sexual harassment prevention and control measures, complaints and disciplinary measures," which are publicly posted in the company's information public area for employees to read and consult in a timely manner. The Company has established a Sustainable Development Best Practice Principles to protect the social good and to recognize its human resources and affirm that its human resources utilization policy is free of gender, race, socio-economic class, age, marital and family status and other differences in treatment. | ||
|---|---|---|
| 2. The company regularly conducts human rights due diligence to review the status of human rights management. In the future, due diligence will be performed at least once every three years to assess human rights issues, develop, and implement mitigation plans. A human rights due diligence is planned for 2026 to identify and assess the risks associated with relevant human rights issues. | ||
| 3. In accordance with the company's Human Rights Policy, the specific management programs implemented in 2025 are as follows: | ||
| Items | lans and Results | |
| Diversity, Inclusion, and Equal Opportunities | 1. Strictly adhere to local labor laws, international standards, and the Human Rights Policy of Synergy., and implement relevant internal regulations | |
| 2. Provide employees with a |
| gender-equal and diverse work environment, adhering to the principles of openness and fairness. No employee shall face any discriminatory treatment in terms of gender, race, class, age, marital status, language, ideology, religion, political affiliation, place of origin, birthplace, appearance, facial features, or physical/mental disabilities, whether through language, attitude, or behavior. We are committed to creating a work environment that is dignified, safe, equal, and free from discrimination and harassment. As of the end of December 2025, no discrimination complaints have been received.3. In 2025, all employees received training on "Creating a Friendly Workplace, Prevention of Sexual Harassment, and Complaint Mechanisms," with a total of 55 employees participating for 27.5 hours. | |||
|---|---|---|---|
| Prohibition of Forced and Compulsory Labor | The Comply with local labor laws, international standards, and the Human Rights Policy of Xingneng High-Tech Co., Ltd. Respect employees' wishes, prohibit forced labor, and provide a grievance channel at [email protected]. As of the end of December 2025, no discrimination complaints have been received. | ||
| Prohibition of Child Labor | The Comply only accepts applicants who are 18 years of age or older and conducts verification on all hired employees, implementing a double-check system to ensure no oversight. As of the end of December 2025, the number of child laborers is zero | ||
| Healthy and Safe Workplace | 1. Establish an Emergency Response Team and develop the organizational structure, responsibilities, operating standards, and procedures for handling emergencies.2.Promote continuous improvement projects.3.Conduct regular "Health Checkups" and "Specialized Physical Examinations" to maintain employees' health. In 2025, 47 employees received health checkups, and 6 |
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| (ii) Has the Company established and implemented reasonable employee welfare measures (include salary/compensation, leave, and other benefits), and are business performance or results appropriately reflected in employee salary/compensation? | ✓ | | employees underwent specialized physical examinations.
4. Arrange for dedicated occupational health nurses or contracted physicians to provide employees with medical health consultations, guidance, and care on a monthly basis.
5. Organize two health seminars in 2025, with a total of 32 participants and 39.5 hours of sessions. | No discrepancies |
| --- | --- | --- | --- | --- |
| | | 4. The promotion of workplace diversity, gender equality policies, and their implementation during the 2025 are detailed in the annual report. | | |
| | | 1. The Company follows the Labor Standards Law and related laws and regulations to establish various salary and welfare measures for employees, such as
(1) Providing various vacations in accordance with the Labor Standards Act;
(2) Paying employees according to their positions and making reference to market conditions and planning benefits, and providing bonuses in conjunction with their performance;
(3) The Company stipulated in its Articles of Incorporation the principle of employee bonus (the Company shall distribute employees' remuneration at a rate of not less than 5% of the current year's profitability) and share the Company's operating performance to employees.
(4). The company has amended its articles of incorporation to include the provision that "within the total employee compensation, no less than 2% of the | | |
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| company's annual profit shall be allocated as compensation for frontline employees. However, if the company has accumulated losses, these losses must be compensated first." This amendment was approved by the Board of Directors on February 24, 2025, and was passed at the Annual Shareholders' Meeting on May 27, 2025. (5). The scope of frontline employees should be evaluated on a regular basis (at least once a year) and presented to the Board of Directors for approval. 2. The Company offers equal pay and benefits regardless of gender, with 42% male and 58% female employees and 73.68% male and 26.32% female supervisors, respectively. 3. In accordance with the "Labor Health Protection Regulations," the company conducts physical examinations for new employees and annual health checks for current staff. We have signed a contract with the Hsinchu Science Park clinic to provide healthcare services to our employees. Regular on-site services by doctors and nurses are arranged, and at the same time, we promote safety and health awareness, including information on topics such as obesity, the three highs (high blood sugar, high blood lipids, and high blood pressure), and chronic diseases. 4. Based on the results of the employee health checks, contracted doctors and nurses conduct health management for employees, follow up on individual cases, and provide health consultations. | ||
|---|---|---|
(iii) Does the Company provide employees with a safe and healthy working environment, and implement regular safety and health education for employees?
(iv) Has the Company established effective career development training programs for employees?
-
The Company has passed ISO 45001:2018 (formerly OHSAS 18001) occupational safety and health management system and ISO14001 environmental management system and obtained the certificate, which is reviewed annually; The relevant working environment is described in (Note 1), page xx; in terms of health checkups, we implement medical checkups for new recruits and annual health checkups for current employees in accordance with the "Labor Health Protection Rules", and also promote safety and health awareness information.
-
In the fiscal 2025, our company had no incidents of occupational accidents involving employees.
-
Our company had no fire incidents in the year 2025. We conduct annual labor fire and disaster prevention education and training according to the plan to ensure the implementation of fire safety management.
| Year | Fire drill | Chemical spill drill | Casualties (%) | |
|---|---|---|---|---|
| Taiwan | 2025 | 2 | 0 | 0 (0 %) |
| Kunshan | 2025 | 14 (Drill involving response to a localized fire incident) | 2 | 0 (0%) |
- The company provides functional training for supervisors and colleagues through various channels, such as education and training for new recruits, professional courses (e.g. R&D, finance, procurement, etc.), and specific workforce courses (e.g. accounting, auditing, first aid, hazardous chemical labeling, and general knowledge of rules and regulations) in accordance with
No
discrepancies.
| | | statutory requirements, in order to strengthen functions and develop various aspects of to strengthen functions, develop career capabilities, and achieve the most appropriate development goals. The total number of staff development training is
(1) internal training: 381 persons,1129.5 hours
(2) external training:80 persons,482hours.
2. The company is committed to creating a diverse and mutually prosperous environment. Through a comprehensive career development system, we build a learning organization that balances business and human capital benefits, from new recruits to succession teams. This employee development plan ensures the sustainable growth of both business operations and talent. The plan provides employees with abundant career development opportunities, enabling them to fully utilize their strengths and potential, achieve personal professional growth, and enhance the company's value. For the company's 2025 educational training plan, the following relevant training courses were implemented. Please refer of the annual report for more details. |
| --- | --- | --- |
| (v) Does the company comply with the relevant laws and international standards with regards to customer health and safety, customer privacy, and marketing and labeling of products and services, and implement | ✓ | The Company has been treating our customers for a long time and enhancing customer satisfaction and trust through our strict quality policy, product safety testing and excellent customization capabilities. The Company ensures product quality and safety through technological research and continuous innovation and has strict quality |
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| consumer/client protection and grievance policies? | control system, product identification and traceability system, and statistical process control to reflect the quality management standards. In addition, the Company has passed IEEE 1725 design standard, UL1642 standard for battery pack, UL2054/IEC60950 / IEC621332 standard and UN38.3 certification, so that the product electronic safety, institutional safety and environmental safety are in compliance with safety regulations to ensure the safety of use. The Company has also made available an online real-time complaint system on its website service platform, which allows customers to make any requests, comments or suggestions regarding the Company's products or services at any time. | ||
|---|---|---|---|
| (vi) Has the company formulated supplier management policies requiring suppliers to comply with relevant regulations on issues such as environmental protection, occupational safety and health, or labor rights, and what is the status of their implementation? | ✓ | 1.Sustainable supply chain management | |
| (1).Supplier management strategy - Integrate various resources and achieve the most competitive supply chain value through strategic cooperation. | |||
| (2).Establish sustainable supply chain capabilities - drive suppliers to improve economic, social and environmental performance, and drive sustainable development of suppliers. | |||
| (3).Strengthen supply chain supply capabilities - continue to provide guidance to suppliers on diversified supply of parts, and continue to increase the proportion of localized procurement. | |||
| (4).Build a green supply chain - urge suppliers to introduce photovoltaic or energy storage power supply and increase | No discrepancies |
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| | | the proportion of green electricity usage.
(5). Pay attention to environmental friendliness - proactively implement green procurement, pursue economic benefits while taking into account environmental friendliness.
(6). No Compromise on Conflict Minerals - Ensure that products and supply chains do not contain conflict minerals.
(7). Implement sustainable risk management - pay attention to suppliers' energy resource use and water resource management to cope with the impact of extreme climate change on the supply chain.
(8). Pay attention to environmental issues - strengthen the reuse of waste resources and strive to reduce the impact of environmental pollution.
2. Supplier sustainability management capability evaluation
(1). The company adheres to the supplier policy of "collaboration, win-win, and long-term cooperation" and continues to promote comprehensive supplier management methods. According to the 'Supplier Control Procedure', through the introduction of control, quarterly evaluation, annual audit, and defect improvement for new suppliers, and coaching and other execution processes to establish a supply chain management mechanism for sustainable growth.
(2). New manufacturer introduction control:
A. Check the validity of relevant system certifications (such as ISO9001、ISO14001, ISO45001, QC080000, etc.).
B. Sign a 'Purchase Agreement', including labor safety and rights, compliance with |
| --- | --- | --- |
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| | | environmental regulations and hazardous substance management
control requirements, ban on conflict minerals, integrity and integrity clauses, etc. |
| --- | --- | --- |
| | | C. Sign the "Supplier Guarantee for Non-Use of Prohibited and Restricted Hazardous Substances". |
| | | D. Check whether there are any penalties (including environmental protection, illegal penalties, etc.). If so, the case closure status needs to be tracked to ensure legality. |
| | | (3). Quarterly evaluation:
Comply with delivery quality (control of hazardous substances), price, delivery time, service, technology, and information
Safety will be evaluated, and those with a comprehensive score lower than 75 will be urged to improve. |
| | | (4). Annual review:
A. The purchasing unit organizes quality assurance and technical units to conduct on-site audits.
B. Regarding quality system, labor, occupational health and safety, environment, management system, etc., Score the actual performance of the benchmark.
3. Counseling improvement and tracking
(1). Issue an improvement list of audit deficiencies.
(2). Include supplier audit deficiencies in the improvement tracking list for control.
(3). Suppliers need to respond with a rectification plan within one week and complete an improvement report within three months and submit it to quality assurance. |
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| | | The case can be closed only after confirmation from the unit. If it is not completed as scheduled, the evaluation of the supplier will be terminated.
(4). Provide timely guidance and assist suppliers to improve effectively.
4. Evaluation principle:
Level, score range, rewards and punishments
A 100 ~ 91 Give priority to orders and consider increasing order quantity
B 90 ~ 76 Keep normal communication
C 75 ~ 60 Reduce the order quantity and submit a rectification report (except for specific suppliers)
D Score below 59 points: suspend trading, submit a rectification report, and determine subsequent trading status based on the rectification results (except for specific suppliers
5. The material suppliers in the Company’s qualified supplier list have completed and signed the “Commitment to Comply with the Responsible Business Alliance (RBA) Code of Conduct” and have made relevant commitments. The high-risk human rights issues identified in their assessments are, in order: “wages and working hours,” “health and safety,” and “workplace discrimination.” For the above high-risk human rights issues, the Company’s mitigation and remediation measures can be found of the annual report.
6. The Company has signed confidentiality agreements with its business partners, which define the rights and obligations of both parties. Quarterly evaluations are conducted each year, including verification of whether |
| --- | --- | --- |
| any information security or confidentiality breaches have occurred. If such an incident is confirmed, the supplier's qualification will be revoked.In 2025, a total of 177 supplier evaluations were conducted across all quarters, and no information security or data breach incidents occurred. | ||||||||
|---|---|---|---|---|---|---|---|---|
| Message security confirmation | 2025 Q1 | 2025 Q2 | 2025 Q3 | 2025 Q4 | ||||
| No leaks (number of times) | 41 | 43 | 49 | 44 | ||||
| There were leaks (number of times). | 0 | 0 | 0 | 0 | ||||
| (V) Does the company refer to international reporting standards or guidelines when preparing its sustainability report and other reports disclosing non-financial information? Does the company obtain third party assurance or certification for the reports above? | ✓ | The company has established the "Sustainability Report Preparation and Verification Procedures" and has developed the 2025 Sustainability Report in accordance with the Global Reporting Initiative (GRI) Universal Standards, Industry Standards, and Materiality Standards. The report was approved by the Sustainability and Risk Management Committee and the Board of Directors on August 6, 2025. However, it has not yet received confirmation or assurance opinions from an independent verification entity. | The Company will evaluate and establish it as needed. Currently, it was not enforced in Taiwan. | |||||
| (VI) If the Company has adopted its own sustainable development best practice principles based on the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, please describe any deviation from the principles in the Company's operations: The Company has established the Corporate Social Responsibility Best Practice Principles in accordance with the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and comply with the local regulations of its operation sites to handle corporate governance and relevant social responsibilities. After evaluation, there were no discrepancies between the Company's corporate social responsibility and relevant best practice principles. |
(VII) Other important information to facilitate better understanding of the company’s promotion of sustainable development :
(1). Sustainable governance :
① The company has been authorized by the Board of Directors to establish the "Sustainability and Risk Management Committee" and has formulated the "Sustainability and Risk Management Committee Organizational Rules," "Sustainability Information Management Operating Standards," and "Risk Management Policy and Procedures." Three independent directors have been appointed as the members of the first term of the Sustainability and Risk Management Committee.
② To fulfill corporate social responsibility and pursue sustainable operations and profitability, the Board of Directors has appointed the CEO as the Chief Sustainability Officer (CSO) and established the "Sustainability Promotion Team." This team is responsible for formulating sustainability strategies and ensuring that the strategies and management policies are effectively communicated and implemented.
③ The Sustainability Promotion Team is divided into the following subgroups: "Corporate Governance Group," "Employee Care and Social Welfare Group," "Product Sustainability Group," "Environmental Sustainability Group," "Customer Relations Group," and "Supply Chain Management Group." Meetings are held quarterly to review the performance and goal achievements of each functional subgroup.
④ To implement corporate social responsibility information disclosure, the company officially issued the "2024 Sustainability Report" on August 6, 114, following approval by the Sustainability and Risk Management Committee and the Board of Directors. The report has been uploaded to the company’s website and the Market Observation Post System (MOPS) for stakeholders to access and review.
⑤ The Board of Directors' operations and various information disclosures continue to promote corporate sustainability, enhancing the company's governance scores and rankings.
(2). Greenhouse gas inventory and verification :
① Formulate policies for greenhouse gas reduction or other waste management.
② Complete the greenhouse gas inventory and verification for the year 2024, and obtain external verification with an SGS certificate.
③ Complete the greenhouse gas inventory for the year 2025, but have not yet obtained the external verification certificate.
④ Establish carbon reduction targets, strategies, and action plans for 2030.
(3). Community Sustainability:
【TWS】
① In the spring of 2025, the company participated in and assisted the charitable organization, the New City Du Hua Father Social Welfare Foundation, in organizing the "Guarding Time · Remember the Journey" charity walk. The event aimed to raise funds for services for vulnerable
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elderly individuals (low-income, living alone, disabled, or with dementia) and encouraged disabled and dementia-afflicted elderly individuals, as well as their family caregivers, to engage in outdoor activities, increasing opportunities for social participation. The event also raised awareness among the public about the importance of preventing disability and dementia. A total of 14 employees participated in the event, and the company contributed a sponsorship of NT$10,000.
② SYNergy will continue to promote related activities, channeling resources through corporate volunteers, donations, or other professional public welfare services to promote community development and recognition...
【KSS】
① The Kunshan Xingneng Energy Technology Co., Ltd. Trade Union Committee donated RMB 3,600 to the Kunshan Xianghe Charity Fund to support medical and educational expenses for impoverished families, ensuring basic living needs for disadvantaged groups.
② The company upholds the philosophy of "Taking from society, giving back to society" and considers corporate social responsibility as one of its core values. It actively promotes various social welfare activities and provides sponsorship to relevant social welfare organizations, charitable groups, and vulnerable communities.
(4) Workplace Diversity, Gender Equality Policies, and Implementation:
【TWS】
① Workplace Diversity and Gender Equality Policies:
(i) Our company is committed to providing a friendly, safe, and healthy ideal work environment that promotes diverse collaboration, allowing employees to fully utilize their potential and remain with the company for the long term. We ensure fairness in employment diversity, compensation, and promotion opportunities. Employees will not face discrimination, harassment, or unequal treatment due to race, gender, religious beliefs, age, political orientation, education level, or any other condition protected by applicable laws and regulations.
(ii) The company has established a "Workplace Sexual Harassment Prevention, Complaint, and Disciplinary Regulations" and has set up a Sexual Harassment Complaint Handling Committee. Additionally, in December 2025, the company conducted sexual harassment awareness and prevention training for directors, managers, and employees. A total of 52 participants attended, totaling 26 hours of training.
② Gender Equality Indicators:
| indicators | % |
|---|---|
| Percentage of Female Employees | 57.0% |
| Percentage of Female Managers | 30.0% |
| Percentage of Female Frontline Managers | 27.0% |
Percentage of Female Senior and Mid-Level Managers (≧ Director Level)
33.0%
③Educational Diversity Indicator
| Educational Distribution Indicator) | % |
|---|---|
| Doctoral Degree | 1.8% |
| Master's Degree | 35.7% |
| Bachelor's Degree | 55.4% |
| Associate Degree | 7.1% |
④Age Diversity Indicator
| Age Grouping Indicator | % |
|---|---|
| Age Grouping by Range : <30 | 12.5% |
| Age Grouping by Range : 30~50 | 53.6% |
| Age Grouping by Range : >50 | 33.9% |
⑤Pay Equality :
Our company provides employees with competitive compensation through a transparent and equitable pay policy, returning the company's operational performance to the employees. For entry-level staff in the same position, compensation is determined based on fair principles, taking into consideration the relevant professional background and work experience of the individual. The compensation is set based on the candidate's academic background, expertise, and certifications, without any differences based on gender, ethnicity, or other unrelated factors.
【KSS】
① Workplace Diversity and Gender Equality Policy:
(i) Our company is committed to providing a respectful and safe working environment for all employees. We uphold diversity in hiring and ensure fairness in compensation and promotion opportunities. We guarantee that employees will not face discrimination, harassment, or unequal treatment based on race, gender, religious beliefs, age, political affiliation, educational background, or any other factors protected by applicable laws.
(ii) Our company has established a "Harassment and Abuse Prevention Control Program" and provides accessible channels for complaints. In May 2025, we conducted relevant training for all employees, with a total of 779 participants and 779 hours of training.
②Gender Equality Indicators:
| indicators | % |
|---|---|
| Percentage of Female Employees | 48.7% |
| Percentage of Female Managers | 23.5% |
| Percentage of Female Frontline Managers | 33.3% |
| Percentage of Women in Middle Management | 20.0% |
| Percentage of Women in Senior Management (≥ Director Level) | 10.0% |
③Educational Diversity Indicator
| Educational Distribution Indicator) | % |
|---|---|
| Doctoral Degree | 0.2% |
| Master's Degree | 2.2% |
| Bachelor's Degree | 12.8% |
| Associate Degree | 24.1% |
| Percentage of Employees with Education Below Associate Degree | 60.7% |
④Age Diversity Indicator
| Age Grouping Indicator | % |
|---|---|
| Age Grouping by Range : <30 | 16.7% |
| Age Grouping by Range : 30~50 | 80.0% |
| Age Grouping by Range : >50 | 3.3% |
⑤Pay Equality :
Our company provides employees with competitive compensation through a transparent and equitable salary policy, ensuring that business performance is reflected in employee rewards. For entry-level specialists in the same job category, we adopt a fair policy in determining compensation. The compensation is based on the educational background, professional experience, expertise, and certifications of the hired individuals. It is set according to the qualifications of the individual and will not differ based on gender, ethnicity, or any other factors.
(5).Employee Career Development and Training Plan
【TWS】
| Plan 1 | New Employee Training |
|---|---|
| Plan Description | The training includes company culture and regulations, workplace safety, basic operating system operation, quality management awareness, intellectual property overview, and departmental training. During the initial period, senior colleagues will be assigned to assist |
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| new employees, ensuring a comfortable and reassuring work environment. | ||
|---|---|---|
| Internal Training | 15 persons | 456.5 Hours |
| Plan 2 | ESG (Environmental, Social, and Governance) Training Program | |
| --- | --- | --- |
| Plan Description | According to the ESG advisory services engagement agreement signed between SYNergy . (the Company) and PricewaterhouseCoopers on July 3, 2024, PricewaterhouseCoopers will conduct TCFD education and training for the Company’s employees to understand corporate climate-related risks and opportunities. | |
| Internal Training | 33 persons | 50.0 HR |
【KSS】
| Plan 1 | New Employee Training | |
|---|---|---|
| Plan Description | This includes company introduction, various management regulations, quality management system and awareness, environmental system and awareness, HSF system and awareness, professional ethics, safety and health, fire safety and professional knowledge training, information security awareness, and departmental specialized training. | |
| During the initial period, senior colleagues will be assigned to assist new employees in completing their work, providing mentorship and allowing them to adapt to the new work environment and tasks with a positive and relaxed attitude. | ||
| Internal Training | 291 persons | 1,764 Hours |
| Plan 2 | FanRuan BI Learning and Achievement Showcase | |
| --- | --- | --- |
| Plan Description | (1) In 2025, a training program was launched to implement FineReport BI. 134 people enrolled in the FCA course, with 132 completing the training and receiving certificates; 21 people enrolled in the FCP course, with 15 completing the training and receiving certificates. | |
| (2) In September 2025, a FineReport BI Data Analysis Competition was held, receiving 26 entries, of which 6 won awards. | ||
| Internal Training | 134 persons | 2,170 Hours |
| Plan 3 | Annual Education and Training | |
| --- | --- | --- |
| Plan Description | (1) The company’s annual training plan is formulated by the end of December of the previous year based on the company's management policies, employee competency development, and legal and regulatory requirements. |
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(2) Relevant departments may refer to the "Position Training Course System" and submit training needs for the following year based on the company's annual objectives and departmental requirements. The Human Resources Department will then unify the planning and preparation of the "Annual Education and Training Plan," which will be reviewed and signed by department heads before being submitted for approval by the responsible authority.
(3) The requesting departments will implement the courses in the annual education and training plan according to actual conditions. If courses are delayed or canceled due to specific reasons, an "Education and Training Course Abnormal Change Form" must be completed.
(4) The types of annual education and training courses include, but are not limited to: occupational health and safety, management, quality, professional skills, systems, and general public knowledge.
| Internal Training | 1,374 persons | 2,594.5 Hours |
|---|---|---|
(6). Human rights due diligence implementation status in 2025
The Company complies with labor-related regulations in the locations where it operates, safeguarding employees' legitimate rights and interests. It supports and adheres to internationally recognized human rights standards and principles, including the "Universal Declaration of Human Rights," the International Labour Organization's "Declaration on Fundamental Principles and Rights at Work," and the commitments of the Responsible Business Alliance (RBA). The Company is committed to preventing any human rights violations and continuously enhancing and improving the management of human rights-related issues, thereby fulfilling its corporate social responsibility and protecting the fundamental human rights of all employees.
The Company identifies and assesses human rights-related risks through a structured risk assessment process, and designs risk management and mitigation measures to implement improvements and follow-up tracking, thereby effectively reducing the impact and potential consequences of human rights risks.
Human rights due diligence is conducted on a regular basis to review the status of human rights management, with at least one due diligence assessment carried out every three years. This process is used to review human rights issues, develop and implement mitigation plans, and evaluate relevant concerns. All nine assessed human rights issues were found to have no high-risk items requiring immediate corrective action.
- Survey scope: all employees of the Company and Tier 1 suppliers.
- The human rights due diligence implementation process is as follows:
| 1. Identification and assessment. | Identify negative human rights impacts in operations and the supply chain. |
|---|---|
| 2. Termination, | Implement risk mitigation and remedial measures for |
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| prevention, and mitigation. | adverse human rights impacts. | |
|---|---|---|
| 3. Monitoring and follow-up. | Track implementation status and effectiveness. | |
| 4. Communication. | Disclosure of information. |
The Company, with reference to international human rights standards as well as human rights issues addressed by domestic and international peer benchmark companies, has identified the following human rights issues :
For employees of the Company, four human rights issues were identified in 2025 as follows : Health and safety, wages and working hours, privacy rights, and workplace discrimination.
For suppliers of the Company, three human rights issues were identified in 2025 as follows : Health and safety, wages and working hours, and workplace discrimination
Based on the human rights issues identified above, the Company distributes questionnaires to its employees and suppliers for survey and assessment. The results are analyzed and evaluated to determine the likelihood of occurrence and the degree of impact, which serve as the basis for prioritizing the handling of human rights issues. The Company gives priority to high-risk human rights issues that have a high likelihood of occurrence and a significant level of impact.
Based on the analysis and evaluation results, for the Company's employees as the focus group, the high-risk human rights issues identified, in order of priority, are "health and safety," "wages and working hours," and "privacy rights."
For the Company's suppliers, 100% of suppliers have completed and signed the "Commitment to Comply with the Responsible Business Alliance (RBA) Code of Conduct" and have made the relevant commitments. The high-risk human rights issues identified in their assessments, in order of priority, are "wages and working hours," "health and safety," and "workplace discrimination."
For the above high-risk human rights issues, the Company's mitigation and remediation measures are described as follows:
- In 2025, the Company assessed human rights-related risks among all employees and suppliers. After ranking the level of impact, mitigation and remediation measures were developed for high-risk human rights issues in order to reduce human rights risks
【TWS】
| Human rights concerns | high risk issues | Remedies | risk mitigation |
|---|---|---|---|
| employees | health and safety | Strengthen inspections in workplaces prone to occupational injuries, increase the frequency of site visits, and expand education and training programs to prevent similar incidents from recurring, with the aim of achieving the goal | 1. Promote a health management program by employing nurses and contracted physicians to provide |
| | | of “zero occupational injuries.” | comprehensive services such as health consultations and care.
2. Conduct regular “health checkups” and “special medical examinations” to safeguard employees’ health. |
| --- | --- | --- | --- |
| | Salary and Working Hours | Immediately adjust the insured salary grade following any salary change to ensure employees’ insurance coverage and retirement benefits are properly protected. | 1. Recruit sufficient staff to meet production capacity needs, reduce the frequency of manpower allocation plan reviews, and avoid situations where understaffing leads to excessive overtime.
2. Regularly review relevant regulations to ensure accurate calculation of overtime pay, insurance premium amounts, and severance compensation. |
| | Privacy | The company has established an information security incident reporting and response mechanism. In the event of a data breach in the future, an investigation will be initiated immediately, and compensation and corrective measures will be taken in accordance with | The company continues to implement regular information security training and simulation exercises for employees, |
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| relevant regulations to mitigate the impact. | ensuring that information processing, access, and storage comply with legal regulations. Additionally, access to data, internal sharing, and external transmission are all subject to permission controls and approval processes, effectively preventing data misuse and unauthorized disclosure. | ||
|---|---|---|---|
| supplier | health and safety | In the event of an occupational safety incident: 1. Immediately suspend the use of equipment or processes with potential safety hazards, organize qualified personnel to conduct inspections and corrective actions, and implement temporary protective measures. 2. Provide employees who lack proper protective equipment with compliant PPE (such as chemical-resistant gloves, masks, and safety goggles). For any violations, submit a written corrective action report, which must be reviewed and approved by Xingneng Energy Technology before implementation. | 1. Require suppliers to establish a robust health and safety management system, clearly define job responsibilities, and conduct regular safety training and emergency drills. 2. Implement an annual audit plan with on-site inspections to ensure compliance. |
| Salary and Working Hours | If a supplier fails to establish an effective working hours management system, resulting in delayed or insufficient wage payments: 1. Immediately pay all | 1. Require suppliers to establish standardized compensation and benefits |
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outstanding wages and overtime compensation owed to employees, and make up any shortfall below the local minimum wage standard.
2. Rectify non-compliant overtime practices; total weekly working hours must not exceed 60 hours (including overtime).
3. The supplier must establish a working hours management system in accordance with the Code of Conduct.
systems, along with an overtime management system, clearly defining salary standards and overtime approval processes.
2. Implement an annual audit plan with on-site inspections to ensure compliance.
job discrimination
In the event of workplace discrimination:
1. Immediately correct any discriminatory employment practices, and provide remedies such as reassignment, compensation, or a formal apology to employees who have been unfairly treated due to discrimination.
2. Revise employee management policies to remove discriminatory provisions and explicitly prohibit all forms of discrimination, including those based on gender, age, ethnicity, religion, and other protected characteristics.
3. Organize anti-discrimination training for all employees to enhance awareness and prevent future occurrences.
- Require suppliers to strictly adhere to the Code of Conduct to prevent similar incidents from occurring.
- Implement an annual audit plan with on-site inspections to ensure compliance.
4 Employee-mandated human rights due diligence implementation status :
【TWS】
| issue | Execution situation |
|---|---|
| health and safety | 1. No occupational safety incidents occurred in 2024. |
| 2. Implemented a health management program, offering health consultations. | |
| 3. Conduct regular “health checkups” and “special medical examinations” to safeguard employee health. | |
| alary and Working Hours | Regularly review relevant regulations to ensure accurate calculation of overtime pay, insurance |
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| premiums, and severance compensation. | |
|---|---|
| Privacy | Continue to promote regular information security training and simulation exercises for employees. |
- Implementation status of human rights due diligence formulated by the supplier :
| issue | Execution situation |
|---|---|
| Industrial safety incident | 1. No occupational safety incidents occurred in 2024. |
| 2. Conducted annual on-site audits of 17 suppliers, achieving 100% compliance. | |
| working hours | Conducted annual on-site audits of 17 suppliers, achieving 100% compliance. |
| job discrimination | 1. No workplace discrimination incidents occurred in 2024. |
| 2. Conducted annual on-site audits of 17 suppliers, achieving 100% compliance. |
Regarding the follow-up of due diligence implementation, the company conducts an annual review of the effectiveness of mitigation and remedial measures. The company has established a comprehensive grievance mechanism and channels for employees, suppliers, and other stakeholders to report illegal activities or human rights violations.
Employee grievance mailbox : [email protected]
Supplier Complaint Mailbox : [email protected]
The company's implementation status of climate-related information :
| Item | Execution Status |
|---|---|
| 1. Describe the board and anagement’s oversight and governance of climate-related risks and opportunities. | The highest governing body for climate governance is the Board of Directors, which is responsible for approving climate-related issues and guiding relevant strategic directions. The Board also plays a supervisory role in overseeing overall climate action and serves as a key decision-making body for climate commitments and targets. It proposes concrete group-level strategies in response to critical climate risks to ensure the Company’s sustainable operations. |
Under the Board of Directors, the “Sustainability and Risk Management Committee” has been established. The Committee is governed by the “Sustainability Information Management Guidelines,” the “Risk and Opportunity Identification and Response Control Procedures,” and the “Sustainability and Risk Management Committee Charter.” The Committee is responsible for reviewing risk and opportunity identification and response procedures, approving risk appetite, and evaluating the implementation status of climate actions and management targets. It reports to the Board at least once a year to ensure proper communication and management of key climate risk issues.
The "Sustainability and Risk Management Committee" oversees the "Sustainability Promotion Team" and the "Risk Management Team." Within the "Risk Management Team," there are five specialized working groups: operational risk, financial risk, information risk, environmental risk, and intellectual property risk. Each working group is led by senior management from various departments and operates under the supervision of the Sustainability and Risk Management Committee. To reduce the impact of climate change on the company and to identify key risks and opportunities arising from climate change, as well as to enhance the group's resilience in the face of climate change, Xingneng Gao has incorporated climate risk into its existing risk management framework. The environmental risk working group is responsible for managing this issue. |
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| 2. Describe how the identified climate risks and opportunities affect the company's business, strategy and finance (short-term, medium-term, long-term). | SYNergy conducts quantitative assessments through a risk matrix, taking into account the likelihood, time horizon, and potential impact of risks and opportunities. The Company defines short-term as within 2 years, medium-term as 3 to 10 years, and long-term as over 10 years. Based on this assessment, SYNergy identifies the most critical climate-related risks and opportunities that may impact the Company. | ||||
|---|---|---|---|---|---|
| Aspect | Issue | Schedule | Current Status of Climate Risk Opportunities | Response Strategies and Management Measures |
| Transiti on Risk | Chan ges in Customer Beha vior | Short Term (0-2 years) | Customers are demanding that the Company adhere to more stringent sustainability standards, including the management of PFAS (per- and polyfluoroalkyl substances), electricity consumption, carbon emissions data, and product carbon footprint. Certain customers have also set specific requirements regarding the use of cobalt—a globally scarce material—and the proportion of locally sourced materials. As a result, SYNergy must allocate resources to develop innovative technologies and improve its products, which may lead to increased operating costs. Failure to meet customer expectations could result in a decline in revenue. | 1. Actively develop a diverse supplier base to respond flexibly to new regulations, ensuring a stable supply of materials to meet customer requirements. 2. Increase the proportion of local sourcing to reduce carbon emissions generated during transportation. 3. Develop product formulations that comply with PFAS (per- and polyfluoroalkyl substances) standards to maintain market competitiveness. 4. Regularly update the Company's current emission reduction data and results to demonstrate SYNergy's carbon reduction efforts, and provide relevant supporting data upon customer request to ensure accuracy and timeliness. | |
|---|---|---|---|---|---|
| | Physica 1 Risks | Increase in Average Temperature | Long Term (over 10 years) | 1. As the average temperature of the Earth rises, the company will require more energy to maintain an appropriate temperature, directly leading to an increase in energy costs.
2. Global warming may affect the supply of certain raw materials, thereby increasing the cost of procuring materials.
3. The rise in temperature will impact the factory environment, with changes in temperature and humidity potentially having an adverse effect on product performance and reliability. The company will need to invest in costs to implement appropriate measures. | 1. Conduct comprehensive monitoring and analysis of the company's energy usage, identifying key areas and equipment with high energy consumption. Replace outdated lighting and equipment to reduce electricity usage across the facility.
2. Implement ISO 14064-1 greenhouse gas inventory to manage and reduce greenhouse gas emissions at each plant, set carbon reduction targets and plans, identify major carbon emission sources and reduction potential, and conduct carbon reduction performance assessments.
3. Introduce advanced energy-saving technologies and equipment, and improve production processes to enhance material utilization and increase the efficiency of energy resource use. |
| --- | --- | --- | --- | --- | --- |
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| 3. Describe the financial impact of extreme climate events and transition actions. | 4.Strengthen supply chain management to ensure the stability and sustainability of the supply chain. | ||||
|---|---|---|---|---|---|
| Aspect | Issue | Influence | Current Status of Climate Risk | Response Strategies and Management Measures | |
| Chance | Technological (Energy) Transformation | Short term (0–2 years) | 1.In response to customers' and global sustainability transitions, the company is shifting from energy-intensive oil-based formulations to water-based alternatives or using recyclable materials. This change aims to reduce energy consumption and carbon emissions, aligning with environmental requirements and achieving reduction targets. | ||
| 2.Customers are requesting data on electricity usage and carbon emissions to verify the company's | 1.Continue developing material conversion in formulations, focusing on high-reliability, high-safety, and high-performance battery systems. | ||||
| 2.To support the above material transition, implement a diversified supplier strategy by actively engaging with regional suppliers, strengthening supplier collaboration, increasing localization, and establishing a secure inventory mechanism to reduce supply chain and resource shortage risks during the transition process. | |||||
| 3.Regularly update carbon emission data to enhance data transparency, boosting customer trust and |
| 4. Describe how climate risk identification, assessment, and management processes are integrated into an overall risk management system. | The Risk Management Team regularly analyzes, identifies, and evaluates climate risks and opportunities. It holds quarterly meetings to discuss climate risks, with four meetings scheduled in 2025 to report to the Sustainability and Risk Management Committee and the Board of Directors. Through a structured management mechanism, the team sets short-, medium-, and long-term goals to effectively implement risk control measures related to climate issues.
SYNergy has integrated the processes for identifying, assessing, and managing climate risks into its “Risk and Opportunity Identification and Response Control Procedures,” and conducts climate risk assessments in accordance with these procedures. Within the Risk Management Team, the Environmental Risk Subgroup is responsible for collecting information on industry risks and opportunities from both domestic and international benchmark companies. It also provides relevant departments with response strategies for climate-related risks. Through a quantitative risk matrix assessment, the subgroup evaluates the likelihood, timeframe, and severity of risks and opportunities to determine which climate-related factors have the most critical impact on InnoPac. The likelihood of risk is based on historical data and expert judgment, while the severity of impact considers the potential effects on the company’s finances, reputation, and operations—including consequences such as factory shutdowns, equipment damage, and personal injury. |
| --- | --- |
| 5. If scenario analysis is used to assess resilience to climate change risks, the scenarios, parameters, assumptions, analysis factors and main financial impacts used should be explained. | The company conducts risk and opportunity analyses across various aspects, including potential changes in policy, regulations, market conditions, technologies, and physical risks under different scenarios. Financial impact assessments are currently underway and are expected to be disclosed in future sustainability reports. |
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| 6. If there is a transformation plan to manage climate-related risks, describe the content of the plan, and the indicators and targets used to identify and manage physical risks and transformation risks | SYNergy actively addresses the impacts and challenges posed by climate change. Through the Sustainability and Risk Management Committee, the company oversees the progress of annual targets at each site and makes rolling adjustments to climate-related goals based on actual conditions. Progress is reported to the Board of Directors annually to ensure the effectiveness and relevance of the targets. In addition to setting concrete greenhouse gas (GHG) reduction goals, InnoPac also establishes corresponding adaptation targets for its production processes. | |
|---|---|---|
| Target type | Goal description | |
| Greenhouse Gas (GHG) Targets | Scope 1 and Scope 2 greenhouse gas emissions will be reduced by 30% in 2027 compared to 2022 levels | |
| Scope 1 and Scope 2 greenhouse gas emissions will be reduced by 50% by 2030 compared to 2022 | ||
| Energy Targets | The proportion of renewable energy in total energy consumption will exceed 30% by 2027. | |
| Renewable energy is targeted to account for more than 50% of total energy consumption by 2030. | ||
| Waste Targets | The generation of general industrial solid waste is targeted to decrease by 3% in 2025 compared to 2022. | |
| The procurement of N-Methyl-2-pyrrolidone (NMP) is targeted to decrease by more than 10% in 2025 compared to 2022. | ||
| Circular Economy Targets | The proportion of recycled cobalt used in lithium cobalt oxide (LCO) will exceed 2% of the total cobalt procurement volume by 2025. | |
| The proportion of recycled cobalt used in lithium cobalt oxide (LCO) will exceed 5% of the total cobalt procurement volume by 2027. | ||
| 7. If internal carbon pricing is used as a planning tool, the basis for setting the price should be stated. | Currently, there is no internal carbon pricing. |
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| 8. If climate-related goals are set, information such as the activities covered, greenhouse gas emission scope, planning schedule, annual achievement progress, etc. should be explained. If carbon offsets or renewable energy certificates (RECs) are used to achieve relevant goals, should explain the source and quantity of carbon reduction credits or the quantity of renewable energy certificates (RECs) being redeemed. | Target type | Goal description | Achievements |
|---|---|---|---|
| Greenhouse Gas (GHG) Targets | Scope 1 and Scope 2 greenhouse gas emissions will be reduced by 30% by 2027 compared to 2022 levels. | The greenhouse gas emissions from Scope 1 and Scope 2 in 2025 have decreased by 32.95% compared to 2022. | |
| Scope 1 and Scope 2 greenhouse gas emissions will be reduced by 50% by 2030 compared to 2022 levels. | |||
| 9. Greenhouse gas inventory and assurance, and reduction goals, strategies and specific action plans. | The company conducts an annual ISO 14064-1 greenhouse gas inventory and undergoes third-party verification. |
1-1 The company has conducted greenhouse gas inventories and verification in the past two years, ensuring accuracy and reliability.
1-1-1 Describe the greenhouse gas emissions for the most recent two years (in metric tons of CO2e), emission intensity (metric tons of CO2e per NT$ million), and the scope of data coverage. Greenhouse gas inventory information: The Group's Taiwan and subsidiary in Kunshan have completed the inventory of greenhouse gas categories 1 to 6 in accordance with ISO 14064-1:2018 standards. This inventory has been externally verified by SGS. The greenhouse gas emissions are as follows:
2025
| project | Category 1 (CO2e-t) | Category 2 (CO2e-t) | Category 3-6 (CO2e-t) | density (mt CO2 e/ million dollar) |
|---|---|---|---|---|
| Taiwan | 9.35 | 174.02 | 97.56 | - |
| Kunshan | 592.06 | 5000.92 | 14639.76 | - |
| total | 601.41 | 5174.94 | 14737.32 | 19.12 |
Note : The internal inventory has been completed, and the SGS external verification report has been obtained.
2024
| project | Category 1 (CO2e-t) | Category 2 (CO2e-t) | Category 3-6 (CO2e-t) | density (mt CO2 e/ million dollar) |
|---|---|---|---|---|
| Taiwan | 9.41 | 199.9 | 60.51 | - |
| Kunshan | 603.41 | 7402.05 | 13075.19 | - |
| total | 612.82 | 7601.95 | 13135.7 | 18.42 |
Note : The internal inventory has been completed, and the SGS external verification report has been obtained.
1-1-2 Describe the assurance status for the most recent two years as of the date of publication of the annual report, including the scope of assurance, the assurance provider, the assurance standards, and the assurance opinion.
The Company completed external verification of its greenhouse gas emissions in 2024.
1-2 Greenhouse Gas Reduction Targets, Strategies, and Specific Action Plans :
| Greenhouse Gas Reduction Targets | Promotion Measures | Achievement Status | |||
|---|---|---|---|---|---|
| 2022 Baseline Carbon Emission Data | 2023 Carbon Emission Data | 2024 Carbon Emission Data | 2025 Carbon Emission Data | ||
| Scope 1 and Scope 2 greenhouse gas emissions will be reduced by more than 30% in 2027 compared to 2022 | 1. Optimize production processes and adjust capacity layout. 2. Select high-energy efficiency and energy-saving designed automation equipment to replace outdated, high-energy-consuming equipment. 3. Introduce photovoltaic power generation. 4. Digitize and refine on-site energy consumption management. | 8614.8 tons of CO2e | 8758.08 tons of CO2e | 8214.77 tons of CO2e | 5776.35 tons of CO2e |
| Scope 1 and Scope 2 greenhouse gas emissions will be reduced by more than 50% in 2030 compared to 2022. | |||||
| "Reduction Achievement Status | 1.66% | -4.64% | -32.95% |
【The IFRS S2 framework outlines the core disclosure requirements related to the governance, strategy, risk management, metrics, and targets of an entity's response to climate-related risks and opportunities】
Reporting Scope: Consistent with the scope of preparation of the consolidated financial statements
| Aspect | IFRS S2 climate-related disclosures | Our company's response initiatives | |
| Governance | The board's oversight of climate-related risks and opportunities | The highest governing body for climate governance at our company is the Board of Directors, which is responsible for approving climate-related issues and managing the strategic direction. It also plays a key role in overseeing the implementation of overall climate actions and in making decisions on climate commitments and targets. The Board proposes specific strategies for addressing key climate risks, ensuring the company's long-term sustainability. | |
| The role of management in assessing and managing climate-related risks and opportunities | Our company has established a 'Sustainable Development and Risk Management Committee,' which was approved by the Board of Directors. The committee oversees the 'Sustainable Development Promotion Group' and the 'Risk Management Group.' Within the 'Risk Management Group,' there are five specialized working groups focusing on Operational Risk, Financial Risk, Information Risk, Environmental Risk, and Intellectual Property Risk. These groups are led by senior management from various departments and operate under the supervision of the Sustainable Development and Risk Management Committee. To mitigate the impact of climate change on the company, while identifying key risks and opportunities arising from climate change, and enhancing the group's resilience in the face of climate change, Xingnenggao has integrated climate risk into the existing risk management framework, with the Environmental Risk Group responsible for managing this issue. | ||
| Strategy | Identified short-, medium-, and long-term climate-related risks and opportunities | Short-term | Long-term |
| Transition risks Changes in customer behavior: Customers are demanding that the company adhere to stricter sustainability standards, including the management of PFAS (per- and polyfluoroalkyl substances), electricity consumption, carbon emissions data, and product carbon footprints. Specific customers have also raised special requirements regarding the use of cobalt, a globally scarce material, and the proportion of localized sourcing. Xingnenggao needs to invest resources in innovative technologies and product | Physical risks Increase in average temperature: 1. As the global average temperature rises, the company requires more energy to maintain an appropriate temperature, directly leading to an increase in energy costs. 2. Global warming may impact the supply of certain raw materials, which in turn could increase the cost of procuring materials. 3. Rising temperatures will affect the factory environment. Changes in temperature and humidity may have an adverse impact on the performance and reliability of products. The company will need to invest in appropriate measures to | ||
| become more effective in reducing the risk of climate change. The company will be able to reduce the risk of climate change by increasing the risk of climate change and increasing the risk of climate change by increasing the risk of climate change. | developing a new technology and to improve the quality of the environment. The company will be able to reduce the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the risk of climate change by increasing the --- 140 | | | improvements, which could lead to increased operational costs. Failure to meet customer demands may result in a decline in revenue. Opportunities Technological (energy) transition: 1. In response to customer demands and global sustainability transitions, the company is changing its production formulas by replacing energy-intensive oil-based formulations with water-based alternatives or using recyclable materials. This reduces energy consumption, promotes a decrease in carbon emissions, meets environmental requirements, and simultaneously achieves reduction targets. 2. Customers require the company to provide electricity usage and carbon emissions data to demonstrate its efforts in carbon reduction. Xingnenggao enhances data transparency through technological transformation, which increases customer trust and satisfaction. This can attract more sustainability-conscious customers, giving the company a competitive advantage in the market. | | address these challenges. | | | --- | --- | --- | --- | --- | --- | | Strategy | Impact of climate-related risks and opportunities on business, strategy, and financial planning | Key transition risks | Key physical risks | | Key climate opportunities | | | | 1. Actively developing multiple suppliers to flexibly respond to new regulations and ensure a stable supply of materials, thereby | 1. Conduct comprehensive monitoring and analysis of the company's energy usage to identify key areas and equipment with high energy consumption. Replace | 1. Continue research and development of formulation material conversion to create high-reliability, high-safety, and high-performance battery systems. 2. To meet the above | | --- | | | meeting customer demands. 2. Increase the proportion of localized sourcing to reduce carbon emissions during the transportation process. 3. Develop product formulations that comply with PFAS (per- and polyfluoroalkyl substances) standards to maintain market competitiveness. 4. Regularly update the company's current emission reduction data and results to showcase Xingnenggao's efforts in carbon reduction. Provide relevant data as evidence upon customer request, ensuring the accuracy and timeliness of the data. | outdated light tubes and equipment to reduce electricity usage at the factory. 2. Implement ISO 14064-1 greenhouse gas inventory to manage and reduce greenhouse gas emissions across factories. Set carbon reduction targets and plans, identify key carbon emission sources and reduction potential, and conduct carbon performance assessments. 3. Introduce advanced energy-saving technologies and equipment, and improve production processes to enhance raw material utilization and increase energy resource efficiency. 4.Strengthen supply chain management to ensure the stability and sustainability of the supply chain. | material conversion requirements, implement a diversified supplier strategy by actively engaging regional suppliers, strengthening collaboration with suppliers, increasing the proportion of localized sourcing, and establishing a safety stock mechanism to reduce supply chain and resource shortage risks during the transition process. 3. Regularly update carbon emissions data to improve data transparency, enhancing customer trust and satisfaction. | | --- | --- | --- | --- | --- | | | Resilience in strategy, considering various climate-related scenarios. | Our company conducts risk and opportunity analyses for potential policy, regulatory, market, and technological changes, as well as material risks that may arise under different scenarios. A financial impact assessment is currently underway and is expected to be published in the upcoming sustainability report. | | | | Risk management | In the process of identifying and assessing climate-related risks. | The Risk Management Group regularly analyzes, identifies, and assesses climate-related risks and opportunities. Quarterly meetings are held to discuss climate risks, and at least once a year, a report is presented to the Sustainable Development and Risk Management Committee and the Board of Directors. Through a systematized management mechanism, short-, medium-, and long-term goals are set to effectively implement risk controls for climate-related issues. | | | | | In the management | The likelihood of risks is based on historical data and expert judgment; the impact is assessed by considering the effects of various climate-related | | | 141 --- | | process of climate-related risks. | risks and opportunities on the company's finances, reputation, operations, and other aspects, including potential consequences such as factory shutdowns, equipment damage, and personnel injuries. o | | | | --- | --- | --- | --- | --- | | | How the identification, assessment, and management process of climate-related risks is integrated into the company's overall risk management system. | Th company integrates the identification, assessment, and management process of climate risks into the 'Risk and Opportunity Identification and Response Control Procedure,' and follows this procedure for climate risk assessment. The Environmental Risk Group within the Risk Management Group is responsible for gathering benchmark information from domestic and international peers and industry risk and opportunity topics. It also provides each department with response measures for climate risks. Through the risk matrix, risks and opportunities are quantified by assessing the likelihood, impact timeline, and degree, allowing the company to determine the most critical climate risks and opportunities affecting SYNergy o | | | | Indicators and targets | Explain the indicators used by the company to assess climate-related risks and opportunities in accordance with its strategy and risk management processes. | In terms of climate change mitigation, our company uses Scope 1 and Scope 2 greenhouse gas emissions as the primary key performance indicators for quantitative assessment, while also setting an indicator for the proportion of renewable energy usage. | | | | | Scope 1, Scope 2, and Scope 3 greenhouse gas emissions and associated risks | Since 2022, continuous implementation of Scope 1, 2, and 3 greenhouse gas inventory and obtaining ISO 14064-3 verification statement. The greenhouse gas emissions (tons of CO2e) for 2024 are as follows: | | | | | | Scope 1:612.82 | Scope 2:7601.95 | Scope 3:13135.7 | | | The goals used to manage climate-related risks and opportunities, as well as the performance | The company actively addresses the impacts and challenges brought by climate change. Through the Sustainable Development and Risk Management Committee, the company monitors the annual target achievement at each location and, based on actual conditions, makes rolling adjustments to the climate goals. These goals are reported to the Board of Directors annually to ensure their effectiveness and appropriateness. In addition to setting specific greenhouse gas reduction targets, corresponding adaptation goals are also established for the processes. o | | | 142 --- | | in achieving those goals | Greenhouse gas targets | Energy targets | Waste targets | Circular economy targets | | --- | --- | --- | --- | --- | --- | | | | 1. Scope 1 and Scope 2 greenhouse gas emissions will be reduced by over 30% in 2027 compared to 2022. 2. Scope 1 and Scope 2 greenhouse gas emissions will be reduced by over 50% in 2030 compared to 2022. | 1. By 2027, renewable energy will account for more than 30% of total energy consumption. 2. By 2030, renewable energy will account for more than 50% of total energy consumption. | 1. By 2025, the generation of general industrial solid waste will be reduced by more than 3% compared to 2022. 2. By 2025, the procurement of N-Methyl-2-pyrroli done (NMP) will be reduced by more than 10% compared to 2022. | 1. By 2025, the use of recycled cobalt in lithium cobalt oxide will account for more than 2% of the total procurement of lithium cobalt oxide. 2. By 2027, the use of recycled cobalt in lithium cobalt oxide will account for more than 5% of the total procurement of lithium cobalt oxide. | --- 【Note 1】 The company has passed the ISO 45001:2018 (formerly OHSAS 18001) Occupational Health and Safety Management System (certificate valid from August 17, 2025, to August 16, 2028) and ISO 14001 Environmental Management System (certificate valid from January 17, 2024, to December 31, 2026), and has obtained the respective certificates. Annual re-assessments are conducted. The relevant measures regarding the work environment, personal safety arrangements, and supervision are described as follows: (i) Taiwan Office | Job content | Frequency | Note | | --- | --- | --- | | On-the-job education and training | 1 training/year | Occupational Safety and Health Risk Education and Training | | Education Training for Fire Services/Emergency Response | 2 trainings/year | Education Training and Drill for Fire Service | | Inspection of Work Safety | Irregular | Patrol and point inspection on high-risk area | 1. Fire safety: The office is equipped with a complete fire protection system in accordance with the Fire Services Act, including the alarm system, escape system and fire extinguishing, etc. A qualified organization will be commissioned annually to carry out fire equipment inspection and repair. 2. Environmental hygiene: The office is disinfected and cleaned annually to maintain the environmental hygiene of the office. The drinking water is regularly tested and maintained by the factory to ensure the drinking water hygiene of the employees. 3. The elevators used by employees are regularly inspected and maintained by a qualified vendor commissioned by the Hsinchu Science Park Bureau, and abnormalities are reported to the vendor from time to time so that maintenance can be carried out at any time. 4. Access Security: Our office is a leased factory with electronic security model and 24-hour access control card system. Security company and camera system are available during daytime, nighttime and holidays to maintain the safety of the company's entrance, exit and personnel. 5. Health checkups: The Company has implemented medical examinations for new employees and annual health examinations for current employees in accordance with the "Labor Health Protection Rules". 6. Employee group insurance: The company has provided group insurance for employees. When employees are injured or sick, they can use the company's group insurance claims, so that they can live without worries. (ii) Plants in Mainland China: The Company has established "Safety Management Regulations and System" in accordance with the "Safety Production Law of the People's Republic of China" and the "Safety Production --- Ordinance of Jiangsu Province" and other relevant laws and regulations. All employees of the factory, contractors, third parties or suppliers who enter the factory area for operation or activities are applicable. In addition, the Company provides regular safety and health training on disaster prevention to employees. 1. Work environment inspection (1) We commission a third-party quality company to conduct inspection and obtain legal reports on the on-site operating environment and factory environment at least once a year. (2) We commission a third-party company to inspect the fire protection facilities, lightning protection facilities, and electrical wiring of the factory at least once a year (at least once every six months for chemical warehouse lightning protection due to special management requirements) and obtain a legal report. (3) We have 100% certification for special positions (electricians and forklift workers), and special equipment (elevators, forklifts, and pressure vessels) are submitted for annual inspection and filing in accordance with the requirements of the law and obtain legal reports and certificates. (4) We effectively follow the requirements of the regulations for occupational hazards and conduct pre-employment, on-the-job and off-duty medical examination for employees involved in occupational hazards for the past three years. | Year | Pre-employment medical examination (people) | On-the-job medical examination (people) | Off-duty medical examination (people) | | --- | --- | --- | --- | | 2023 | 156 | 84 | 34 | | 2024 | 119 | 107 | 33 | | 2025 | 120 | 103 | 37 | 2. Safety inspection (1) Establishment of the Safety Production Committee: A. The Environmental and Safety Department is responsible for leading the work. There are 3 full-time safety production management personnel and 32 part-time safety production management personnel.. B. A safety inspection is conducted on-site once a week. The Environmental and Safety personnel are responsible for tracking and closing the loop on improvements. A safety production meeting is held once every quarter. (2) Safety Committee Meeting: A. Report and track the inspection hazards and closed loop status for the month. B. Special inspections are organized for holidays and unexpected situations. Fire escape emergency drills for all staff twice a year (one in the first half of the year and one in the second half of the year), and fire extinguisher practical operation training for all staff at least once a year. C. Periodic drills for local fire response in key areas will be conducted irregularly. --- 146 # 3. Safety Training (1) To raise the safety awareness of our employees, we make a resolution at the end of each year for the next year's safety education and training courses, and plan the annual plan for safety training (occupational safety protection, safety production knowledge dissemination, fire safety, accident prevention, etc.) for implementation. (2) Enhance employees' emergency response capabilities through safety training, clarify the initial response procedures for various types of safety incidents (such as fires and electric shocks), and reduce injury from accidents. (3) Clearly identify the location of secure channels and emergency exits, along with access requirements, and prohibit the blocking of passages with debris. (4) The statistics of participation in training in the past three years are as follows (the following training does not include the three levels of safety training for new employees: company level, workshop level and team level) | Year | Number of programs | Number of participants | | --- | --- | --- | | 2023 | 32 | 2568 | | 2024 | 30 | 3123 | | 2025 | 34 | 3629 | # 4. Safety performance (1) In the past three years, our company has had no major safety production accidents, no fatalities, and no cases of occupational diseases (or suspected occupational diseases). (2) We have passed the government's Level 2 safety production standardization certification and received a government reward of 125,000 RMB. --- (VI) The state of the company's performance in the area of ethical corporate management, any variance from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such variance | Evaluation item | Implementation status | | | Deviations from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies and the Reasons | | --- | --- | --- | --- | --- | | | Yes | No | Summary description | | | (I) Establishment of ethical corporate management policies and programs (i) Does the company have an ethical corporate management policy approved by its Board of Directors, and bylaws and publicly available documents addressing its corporate conduct and ethics policy and measures, and commitment regarding implementation of such policy from the Board of Directors and the top management team? (ii) Whether the company has established an assessment mechanism for the risk of unethical conduct; regularly analyzes and | ✓ | | The company has established a "Code of Conduct" following approval by the board of directors. This code requires directors and senior management to issue statements adhering to ethical business policies. It also mandates that employees adhere to these policies as part of their employment conditions. The board of directors and senior management actively enforce this policy, ensuring its implementation in internal management and business activities, and upholding principles of integrity while preventing unethical behavior. The company has established a "Code of Ethics" and "Code of Conduct and Behavioral Guidelines" following approval by the board of directors. These documents cover preventive | No discrepancies | --- | evaluates, within a business context, the business activities with a higher risk of unethical conduct; has formulated a program to prevent unethical conduct with a scope no less than the activities prescribed in Article 7, paragraph 2 of the Ethical Corporate Management Best Practice Principles for TWSE/TPE Listed Companies? | ✓ | measures for behaviors outlined in Article 7, Paragraph 2 of the "Code of Ethics for Listed and OTC Companies." The Human Resources department is responsible for the formulation and supervision of the integrity management policy and prevention measures. | No discrepancies | | --- | --- | --- | --- | | (iii) Does the company clearly set out the operating procedures, behavior guidelines, and punishment and appeal system for violations in the unethical conduct prevention program, implement it, and regularly review and revise the plan? | | The company conducts its business activities based on principles of fairness, honesty, integrity, and transparency. To implement the integrity management policy in accordance with the "Code of Ethics for Listed and OTC Companies," the company has established the "Code of Conduct and Behavioral Guidelines" following approval by the board of directors. This document outlines disciplinary and appeals procedures, with the Human Resources department responsible for regularly reviewing and revising measures to prevent unethical behavior, ensuring the implementation of the integrity management policy. | | | (II) Ethical Management Practice (i) Does the company assess the ethics records of those it has business relationships with and include ethical conduct related clauses in the business contracts? | ✓ | In addition to the supply and sales contract signed between the Company and the supplier, the Company shall also sign a contract with the supplier under which both parties shall act in good faith. In addition, all of the | No discrepancies. | 148 --- | | | financial institutions with which the Company deals are legally registered and well-known commercial banks, and the rights and obligations of both parties and the terms of the transactions are clearly defined in the credit agreements. | No discrepancies. | | --- | --- | --- | --- | | (ii) Has the company set up a dedicated unit to promote ethical corporate management under the board of directors, and does it regularly (at least once a year) report to the board of directors on its ethical corporate management policy and program to prevent unethical conduct and monitor their implementation? | ✓ | The company promotes integrity-based management through related advocacy and implementation, which is managed by the Human Resources Department. A report on the implementation of integrity-based management for the year 2025 was presented to the Board of Directors on December 11, 2025. As of now, no significant violations have been found. For detailed information on the specific measures taken to implement the integrity-based management policy and the execution of actions to prevent dishonest behavior in 2025, please refer of the annual report. . | No discrepancies. | | (iii) Has the company established policies to prevent conflict of interests, provided appropriate communication and complaint channels, and properly implemented such policies? | ✓ | The "Code of Ethics" and "Code of Conduct and Behavioral Guidelines" established by our company have clearly defined policies to prevent conflicts of interest, with requirements for each department to implement them effectively. Additionally, our directors adhere to the provisions of Article 15 of the "Board Meeting Rules" regarding avoidance of conflicts of interest when deliberating on agenda items involving themselves or related parties. Furthermore, our company has | No discrepancies | 149 --- | | | established the "Internal Handling Procedures for Significant Information Disclosure and Prevention of Insider Trading," which prohibits personnel from disclosing non-public information. We also conduct annual meetings to reinforce awareness and ensure the effective implementation of relevant policies and procedures. | | | --- | --- | --- | --- | | (iv) Does the company have effective accounting and internal control systems in place to enforce ethical corporate management? Does the internal audit unit follow the results of unethical conduct risk assessments and devise audit plans to audit compliance with the systems to prevent unethical conduct or hire outside accountants to perform the audits? | ✓ | The Company has established a complete and effective control mechanism in its accounting system and internal control system. The internal auditors will also include high-risk operations as the primary audit items in the annual audit plan based on this risk assessment to strengthen preventive measures, and report the actual implementation of the audit plan to the Board of Directors. In addition, through the Company's internal control self-assessment exercise, the Company and its subsidiaries are required to self-examine their internal control systems to ensure the effectiveness of the design and implementation. | No discrepancies | | (v) Does the company provide internal and external ethical corporate management training programs on a regular basis? | ✓ | The "Code of Ethics" and "Code of Conduct and Behavioral Guidelines" established by our company are disclosed on the Public Information Observation Platform and the "Corporate Governance" section of our company's website. Additionally, we promote them internally through our | No discrepancies | 150 --- | | | intranet and provide education and training to new employees upon joining the company. We also conduct periodic advocacy through various activities and meetings. To strengthen integrity management and ethical principles, all new employees are required to undergo training on integrity management issues upon joining the company. Implementation Status: 1. Implementation of Integrity Management Policy and Promotion: All current employees must confirm their understanding of the "Integrity Management Code," "Integrity Management Procedures and Behavioral Guidelines," and the "Code of Ethical Conduct" before signing the "Integrity Management Policy Declaration." A total of 14 new employees in 2025 signed the declaration. 2. Training on Integrity Management for New Employees in2025: All new employees underwent training related to integrity management issues. A total of 14 person-times and 14 hours of training were completed. | | | --- | --- | --- | --- | | (III) Implementation of Complaint Procedures (i) Has the company established specific whistle-blowing and reward procedures, set up conveniently accessible whistle-blowing channels, and appointed appropriate | ✓ | In accordance with Article 23 of the Company's Ethical Corporate Management Best Practice Principles and Article 21 of the Procedures for Ethical Management and Guidelines for Conduct, a reporting channel has been set up on the Company's website | No discrepancies | --- | personnel specifically responsible for handling complaints received from whistleblowers? | | for relevant personnel to report wrongdoings.And the Human Resources Department is responsible for receiving such reports. In 2025, there were no major internal or external prosecutions of wrongdoing. | | | --- | --- | --- | --- | | (ii) Has the company established standard operation procedures for investigating the complaints received, follow-up measures taken after investigation, and mechanisms ensuring such complaints are handled in a confidential manner? | ✓ | In accordance with Article 23 of the Company's Ethical Corporate Management Best Practice Principles and Article 21 of the Procedures for Ethical Management and Guidelines for Conduct, the principle of keeping records and protecting the whistleblowers is to receive, investigate, and preserve the results of whistleblowing cases. No such cases occurred in 2025. | No discrepancies | | (iii) Has the company adopted proper measures to protect whistleblowers from retaliation for filing complaints? | ✓ | The Company will keep the identity and content of the whistleblower confidential, and will not be subject to improper disposal measures as a result of the whistleblowing. | No discrepancies | | (IV) Strengthening Information Disclosure Does the company disclose its ethical corporate management policies and the results of their implementation on its website and the Market Observation Post System (MOPS)? | ✓ | The Company has disclosed this Code and its implementation on the Company's website, the Market Observation Post System, annual reports, and public statements in accordance with Article 25 of the Ethical Corporate Management Best Practice Principles. | No discrepancies | | (V) If the company has adopted its own ethical corporate management best practice principles based on the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, please describe any deviations between the principles and their implementation: The Company has established the Ethical Corporate Management Best Practice Principles and built the corporate culture | | | | --- 153 of ethical management with sound development. There were no discrepancies between the actual state of implementation and the Company's Best Practice Principles. (VI) Other important information to facilitate a better understanding of the status of operation of the company's Ethical Corporate Management Policies (e.g., the company's reviewing and amending of its ethical corporate management best practice principles): 1. The Company's state of operation related to ethical management can be inquired at its website, http://www.synst.com.tw. 2. Specific measures implemented in 2025 to enforce the integrity-based management policy and the execution of actions to prevent dishonest behavior. The company's Human Resources Department is responsible for overseeing and implementing integrity-based management operations. We adhere to the 'Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies' and the 'Corporate Governance Evaluation Self-Assessment Indicators' from the Taiwan Stock Exchange Corporation's Corporate Governance Center. In line with these, we have established key internal regulations such as the 'Integrity Management Code' and the 'Integrity Management Operational Procedures and Conduct Guidelines.' Regular reports on the execution of integrity-based management are submitted to the Board of Directors. The implementation of integrity-based management and the actions taken to prevent dishonest behavior in 114 are outlined below and were reported to the Board of Directors on December 11, 2025: 【TWS】 | Goal | Execution Plan | Execution Status Report | | --- | --- | --- | | Prohibition of Dishonest Behavior | ➢ Regularly promote to directors, managers, employees, agents, or those with actual control power that they must not engage in dishonest behavior during the course of business activities. ➢ Establish a whistleblower mailbox to ensure smooth reporting channels and protect the privacy and security of whistleblowers. | ➢ In October 2025, an online promotion on "Preventing Insider Trading" will be conducted for all directors, insiders, and employees. ➢ In November 2025, an employee training course titled "2025 Insider Trading Awareness Course" will be held. ➢ 2025 Annual Report: Statistics of reports received through the company's complaint mailbox:NA. | | The board of directors and senior management issue a declaration of adherence to the integrity management policy. | The board of directors and senior executives sign the Integrity Management Declaration. | There were no new appointments of directors or senior executives in 2025. | --- 154 | Employment conditions require employees to comply with the integrity management policy. | Employees sign the Integrity Commitment Letter upon joining. | Implement the promotion of the Integrity Management Policy. All current employees must confirm their understanding of the "Integrity Management Code," "Integrity Management Procedures and Behavioral Guidelines," and the "Code of Ethical Conduct," before signing the "Integrity Management Policy Declaration." A total of 14 new employees signed the declaration in 2025. | | --- | --- | --- | | Integrity Policy Promotion | Promotion and Coordination of Integrity Policy Training. | All new employees in 2025 completed training on integrity management issues. A total of 14 person-times and 14 hours of training were completed. | 【KSS】 | Goal | Execution Plan | Execution Status Report | | --- | --- | --- | | Prohibit any dishonest behavior. | Regularly conduct training on ethical standards management to prohibit dishonest behavior, promoting and requiring that no dishonest behavior occur during the course of business activities. Set up suggestion boxes/mailboxes to ensure smooth reporting channels and protect the privacy and security of whistleblowers. | In May 2025, training on "SA8000 Social Responsibility Management Knowledge" was conducted, with all employees participating. 2025 Annual Report: Statistics of reports received through the company's complaint mailbox : NA. | | Integrity Policy Promotion | Conduct integrity policy awareness training for all new employees. | All new employees in 2025 completed training on integrity management issues. Total: 291 employee participations, 145.5 hours; 1,637 laborers and hourly workers participated, totaling 818.5 hours. | | Employment conditions require employees to comply with the Integrity Management Policy. | Employees sign the "Integrity and Ethics Commitment Letter" and "Non-Disclosure Agreement" upon joining". Regularly conduct integrity and ethics self-assessments. | In 2025, 291 new employees signed the "Integrity and Ethics Commitment Letter" and the "Non-Disclosure Agreement." In May 2025, the integrity and ethics self-assessment was launched, with 472 employees completing the self-assessment. | --- 155 3.【2026 Integrity Management Policy Implementation Plan】 【TWS】 | Goal | Execution Plan | | --- | --- | | Prohibit Dishonest Behavior | Regularly promote to directors, managers, employees, agents, or those with actual control power that they must not engage in dishonest behavior during the course of business activities. Set up a whistleblower mailbox to ensure smooth reporting channels and protect the privacy and security of whistleblowers. | | Senior executives and employees shall comply with the Integrity Management Policy. | Senior executives sign the "Declaration of Adherence to the Integrity Management Policy." Employees sign the "Integrity Management Policy Declaration." | | Integrity Policy Promotion | New Employee Training. Conduct periodic promotions on legal updates and penalty cases. | 【KSS】 | Goal | Execution Plan | | --- | --- | | Prohibit Dishonest Behavior | Regularly conduct training on ethical standards management to prohibit dishonest behavior, promoting and requiring that no dishonest behavior occur during the course of business activities. Set up suggestion boxes/mailboxes to ensure smooth reporting channels and protect the privacy and security of whistleblowers. | | Integrity Policy Promotion | Conduct integrity policy awareness training for all new employees. | | Employment conditions require employees to comply with the Integrity Management Policy. | Employees sign the "Integrity and Ethics Commitment Letter" and the "Non-Disclosure Agreement" upon joining. Regularly conduct integrity and ethics self-assessments. | 4. Anti-corruption : The company has published the ethics management regulations on the internal company website, making them accessible to employees for anytime reference, thereby strengthening the prevention of dishonest behavior. In 2025, Taiwan Xingneng will arrange anti-corruption training for new employees and require all employees to sign anti-corruption or anti-insider trading-related documents to reinforce their sense of responsibility. At Kunshan Xingneng, we offer the SA 8000 Social Responsibility Knowledge Awareness course and require all employees to complete both anti-corruption and ethical behavior courses. This aims to deepen employees' understanding of corrupt practices, raise ethical standards, and foster a culture of integrity management within the company, ultimately promoting the healthy development of the --- company. Our company has communicated the anti-corruption policies and procedures to the total number of members and their proportion as follows: | The target audience | Have participated in anti-corruption training | | | | Have signed anti-corruption or anti-insider trading-related documents | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | New employees | | All employees | | New employees | | All employees | | | | Number of people | % | Number of people | % | Number of people | % | Number of people | % | | The Board of Directors | 0 | 0% | 9 | 100% | 0 | 0% | 9 | 100% | | TWS Employees | 14 | 100% | 56 | 100% | 14 | 100% | 56 | 100% | | KSS Employees | 291 | 100% | 597 | 100% | 291 | 100% | 597 | 100% | Number of participants in the Kunshan Xingneng SA8000 course: (Conducted in May) | Item | Frequency | Number of participants | | --- | --- | --- | | SA8000 management knowledge training | Courses are offered once a year | 464 | 5. Whistleblowing mechanism and reporting of improper behavior: Our company upholds the principles of fairness, honesty, integrity, and transparency in all business activities. We have established independent whistleblowing channels, including in-person reporting, suggestion boxes, phone lines, emails, or other forms, for both internal and external parties to report or seek advice. We ensure confidentiality of the whistleblower's identity, protecting their rights from infringement, and preventing retaliation or unfair treatment. Any department or individual attempting to retaliate against a whistleblower for any reason is strictly prohibited. The dedicated unit actively verifies and handles all reported cases. In 2025, we received no reports related to violations of integrity management, corruption, or competitive behavior, demonstrating our company's strong performance in maintaining a transparent and ethical business environment. 6. Group regulatory compliance The company complies with the Securities and Exchange Act and related laws and regulations to ensure that the company meets the latest legal requirements, protecting its own interests while also 156 --- enhancing employees' awareness of adhering to professional ethical standards. If not properly managed, non-compliance may lead to violations of laws and regulations, which could impact the rights and interests of both internal and external stakeholders. 【TWS】 (1). The Board of Directors appointed Ms. Huang Yiyi, Director of the Finance and Accounting Department, as the Corporate Governance Officer on May 11, 2023. She is responsible for corporate governance matters, including legally handling the meetings of the Board of Directors, Audit Committee, and Shareholders' Meeting. Additionally, she assists the directors and internal colleagues in complying with the Company Act, Securities Exchange Act, Tax Laws, and internal control regulations, and facilitates the implementation and promotion of related policies. (2). The Corporate Governance Officer is responsible for the implementation of the corporate governance evaluation indicators and is required to report the evaluation results to the Board of Directors at least once a year. (3). Promote the regulations on insider trading to internal personnel and employees, to prevent violations related to the reporting of insider shareholding changes and breaches of insider trading laws. 【KSS】Regularly monitor the developments of various regulations and ensure the implementation of publicity and adherence. (1). Finance Department: Company Law, Accounting Law, and Tax Law. (2). Human Resources Department: Labor Law and Personal Income Tax Law. (3). Administration Department: Environmental Regulations.  (vii) Other significant information that will provide a better understanding of the state of the company's implementation of corporate governance: Please refer to the Company's website at http://www.synst.com.tw. (viii) The state of implementation of the company's internal control system 1. Statement on Internal Control: please refer to next page 2. Where a CPA has been hired to carry out a special audit of the internal control system, furnish the CPA audit report: None. 157 --- SYNergy ScienTech Corp. Statement on Internal Control System Date: February 23, 2026 According to the self-evaluation results of internal control system by the Company in 2023, we hereby states as follows: I. The Company acknowledges that it is the responsibility of the Board of Directors and managerial officers to establish, implement, and maintain the established internal control system. The internal control system is designed to provide reasonable assurance for the effectiveness and efficiency of the operations (including profitability, performance and protection of assets), reliability, timeliness, and transparency of reporting, and compliance with applicable laws and regulations. II. An internal control system has inherent limitations. No matter how perfectly designed, an effective internal control system can provide only reasonable assurance of accomplishing its 3 stated objectives above. Moreover, the effectiveness of an internal control system may be subject to changes due to extenuating circumstances beyond control. Nevertheless, the internal control system contains self-monitoring mechanisms, and the Company takes immediate remedial actions in response to any identified deficiencies. III. The Company makes judgments on whether the design and implementation of the internal control system are effective in accordance with the judgments items of effectiveness of internal control system specified in the Regulations Governing Establishment of Internal Control Systems by Public Companies (hereinafter referred to as "the Regulations"). The Regulations are made to examine the following five factors during the management and control process: (1) control environment, (2) risk assessment and response, (3) control activities, (4) information and communication, and (5) supervision. Each key component includes several items. Please refer to the Regulations for the aforementioned items. IV. The Company has evaluated the design and operating effectiveness of the internal control system according to the Regulations. V. In accordance with the aforementioned evaluation, the Company has found that the design and implementation of the internal control system (including the assessment and management of subsidiaries), as of December 31, 2025, including the efficacy of understanding operations, the efficiency of achievement of objectives, reliability in reporting, timeliness, and compliance with the relevant guidelines and laws, are effective and can reasonably provide assurance of the aforesaid goals. VI. This statement is an integral part of the Company's annual report and prospectus and will be made public. Any falsehood, concealment, or other illegality in the content made public will entail legal liability under Articles 20, 32, 171, and 174 of the Securities and Exchange Act. VII. This statement has been approved on February 23, 2026 by the Board of Directors, and out of the 9 Board members in attendance, none has objected to this statement and all consented to the content expressed herein. SYNergy ScienTech Corp. Chairperson: Chen, Kuo-Chung President: Hsieh, Hsiang-Hao 158 --- (ix) Important decisions made by the shareholders' meeting and the board of directors in the recent fiscal year and up to the date of the annual report printing. 1.2025 Annual General Meeting of Shareholders | Date | Resolutions of Shareholders Meetings | State of Implementation | | --- | --- | --- | | 2025/05/27 | 1. Approval of the 2024 year Business Report and Financial Statements 2. Approval of the 2024 year Profit Distribution Proposal 3. Approval of Amendments to Certain Articles of the Company’s "Articles of Incorporation" 4. Approval of Removal of Director Non-Compete Restrictions | Execute according to the resolution results | 2. Board of Directors for 2025 and as of the publication date of the annual report | Session | Resolutions of Board Meetings | | --- | --- | | 6th Meeting of the 10th (2025/02/24) | 1. The company's 2024 year Business Report and Financial Statements | | | 2. The company's 2024 year Profit Distribution Proposal | | | 3. The company's 2024 year Employee and Director Compensation Distribution Proposal | | | 4. The company's 2024 year Individual Director Compensation Distribution Proposal | | | 5. The company's 2024 year Executive Employee Compensation and Performance Bonus Proposal | | | 6. The company's Proposal for Additional Funding Loan to Subsidiary Kunshan Xingneng Energy Technology Co., Ltd. | | | 7. The company's Proposal for Financing Endorsement and Guarantee for Subsidiary Kunshan Xingneng Energy Technology Co., Ltd. | | | 8. Proposal for Loan Limit from Financial Institutions | | | 9. The company's 2024 year Internal Control System Effectiveness Assessment and 'Internal Control System Declaration' Proposal | | | 10. Proposal to Amend Certain Articles of the Company's 'Articles of Incorporation' | | | 11. Define and define the scope of the company's entry-level employees. | | | 12. Amend the provisions of the "Payroll Cycle" section in the company's internal control system and audit guidelines | | | 13. Amend the provisions of the company's "Risk Management Policies and Procedures. | | | 14. Termination of the director's non-compete restriction | | | 15. The convening of the company's 2025 Annual General Meeting of Shareholders | | | 16. Shareholder proposal acceptance matter | | 17. The company's 2025 fiscal year executive salary adjustment proposal | | --- | Session | Resolutions of Board Meetings | | --- | --- | | 7th Meeting of the 10th(2025/05/02) | 1. The company's financial report for the first quarter of the 2025 | | | 2. Loan limit proposal from financial institutions. | | | 3. The company's loan to its subsidiary, Kunshan Xingneng Energy Technology Co., Ltd., and the authorized loan limit for the Chairperson. | | | 4. Amend the provisions of the company's "Procedures for Lending Funds to Others" and "Endorsement and Guarantee Procedures." | | | 5. The company's first-quarter of 2025 employee stock option exercise and subscription for new shares proposal. | | | 6. The company has signed the "House Rental Agreement". | | | 7. Revise certain provisions of the company's "Articles of Association." | | The 8th Meeting of the 10th(2025/06/04) | 1. The company has added a new clause to the loan agreement with its subsidiary, Kunshan Xingneng Energy Technology Co., Ltd. | | | 2. The company has proposed a supplementary credit investigation and risk assessment for the financing endorsement guarantee with its subsidiary, Kunshan Xing Energy Technology Co., Ltd. | | | 3. The company has applied for a bank performance guarantee limit. | | | 4. The company's factory establishment plan. | | The 9th Meeting of the 10th(2025/08/06) | 1. The company's financial report for the second quarter of 2025. | | | 2. The loan limit proposal with financial institutions. | | | 3. The review of the company's 2024 sustainability report. | | | 4. Revision of the company's internal control system and audit regulations for the "Real Estate, Factory, and Equipment Circulation," as well as certain provisions of the "Property Management Regulations." | | | 5. The distribution proposal for the Mid-Autumn Festival bonus for executives in the year 2025. | | The 10th Meeting of the 10th(2025/09/23) | 1. The company's factory establishment plan. | | The 11th Meeting of the 10th(2025/11/06) | 1. The company's financial report for the third quarter of 2025. | | | 2. The company's proposal to change the related party transaction amount for the year 2025. | | | 3. The loan limit proposal with financial institutions. | | | 4. Proposal to amend certain provisions of the company's "Sustainable Development Practices Code." | | The 12th Meeting of the 10th(2025/12/11) | 1. The company's operational plan and overall budget for 2026. | | | 2. The company's evaluation of the independence and qualifications of the certified public accountant, and the proposal for their appointment. | | | 3. Revision of certain provisions in the company's "Asset Acquisition or Disposal Procedures." | | | 4. Revision of certain provisions in the company's internal control system, specifically regarding the "Payroll Cycle." | | | 5. The company's audit plan for the year 2026. | | | 6. The company's sustainable development policy and implementation plan for the year 2026. | | | 7. The company's risk management objectives and plan for 2026. | --- | Session | Resolutions of Board Meetings | | --- | --- | | | 8. The company's related party transactions for 2026. | | | 9. The distribution proposal for the Lunar New Year bonus for executives of 2025. | | The 13th Meeting of the 10th (2026/02/23) | 1. The company's business report and financial report for 2025. | | | 2. The company's profit distribution proposal for 2025. | | | 3. The company's employee and director compensation distribution proposal for2025. | | | 4. The company's proposal to extend the funding loan to its subsidiary, Kunshan Xingneng Energy Technology Co., Ltd. | | | 5. The company's financing endorsement guarantee proposal for its subsidiary, Kunshan Xingneng Energy Technology Co., Ltd. | | | 6. The company's internal control system effectiveness assessment and the "Internal Control System Declaration" proposal for the year 2025. | | | 7. The proposal for the company's 2026 Annual General Meeting of Shareholders. | | | 8. The proposal for the acceptance of shareholder proposals. | | | 9. The proposal for the adjustment of executive salaries for 2026. | (x) Where, during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report, a director or supervisor has expressed a dissenting opinion with respect to a material resolution passed by the board of directors, and said dissenting opinion has been recorded or prepared as a written declaration, disclose the principal content thereof. None # (IV) Information on the professional fees of the attesting CPAs (external auditors) (i) The company shall disclose the amounts of the audit fees and non-audit fees paid to the attesting certified public accountants and to the accounting firm to which they belong and to any affiliated enterprises as well as the details of non-audit services Unit: NT$ Thousand | Name of accounting firm | Name of CPA | Period covered by the CPA audit | Audit fees | Non-audit fees | Total | Note | | --- | --- | --- | --- | --- | --- | --- | | PwC Taiwan | Chiang, Tsai-Yen Hsieh, Chih-Cheng | 2025/01/01-2025/12/31 | 2,820 | 1,446 | 4,266 | Non-audit fees: Tax visa: 400; Transfer pricing review: 390; Travel expenses: 156; ESG report: 500 | (ii) When the company changes its accounting firm and the audit fees paid for the fiscal year in which such change took place are lower than those for the previous fiscal year, the amounts of the audit fees before and after the change and the reasons shall be disclosed: None. --- (iii) When the audit fees paid for the current fiscal year are lower than those for the previous fiscal year by 10 percent or more, the reduction in the amount of audit fees, reduction percentage, and reason(s) therefor shall be disclosed: In fiscal year 2024, our company reclassified NT$440,000 of audit fees related to tax certification to non-audit fees, representing an adjustment rate of 13.75%. ## (V) Information on replacement of certified public accountant 1. Information on replacement of certified public accountant: Not applicable. 2. Regarding the successor certified public accountant: Not applicable. 3. Reply letter from the previous accountant regarding Article 10, Subparagraph 6, Items 1 and 2-3 of this Standard 10: None ## (VI) Where the company's chairperson, general manager, or any managerial officer in charge of finance or accounting matters has in the most recent year held a position at the accounting firm of its certified public accountant or at an affiliated enterprise of such accounting firm : None ## (VII) Any transfer of equity interests and/or pledge of or change in equity interests by a director, supervisor, managerial officer, or shareholder with a stake of more than 10 percent during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report (I) Changes in shareholdings of directors, supervisors, managers and major shareholders: | Job title | Name | 2025 | | As of Mar.31 during the current year | | | --- | --- | --- | --- | --- | --- | | | | Shareholding increase (or decrease) | Pledged shareholding increase (or decrease) | Shareholding increase (or decrease) | Pledged shareholding increase (or decrease) | | Major shareholder holding a stake of greater than 10 percent | President International Development Corp. | 0 | 0 | 0 | 0 | | Chairperson | Representative: Chen, Kuo-Chung | 0 | 0 | 0 | 0 | | Major shareholder holding a stake of greater than 10 percent | President International Development Corp. | 0 | 0 | 0 | 0 | | Director | Representative: Shih, Chiu-Ju | 0 | 0 | 0 | 0 | | Major shareholder holding a stake of greater than 10 percent | President International Development Corp. | 0 | 0 | 0 | 0 | --- | Job title | Name | 2025 | | As of Mar.31 during the current year | | | --- | --- | --- | --- | --- | --- | | | | Shareholding increase (or decrease) | Pledged shareholding increase (or decrease) | Shareholding increase (or decrease) | Pledged shareholding increase (or decrease) | | Director | Representative: Wang, Wei-Chao | 0 | 0 | 0 | 0 | | Director | MERRY ELECTRONICS CO.,LTD. | 0 | 0 | 0 | 0 | | | Representative: Huang,Chao-Li | 0 | 0 | 0 | 0 | | Director | CHONG BAI DEPARTMENT STORE CO., LTD. | (1,694,000) | 0 | (60,000) | 0 | | | Representative: Pao,Kuo-Yang | 0 | 0 | 0 | 0 | | Director | Xing, Xue-Kun | (47,000) | 0 | 0 | 0 | | Independent Director | Chou, Chih-Feng | 0 | 0 | 0 | 0 | | Independent Director | Pan, Ming-Tsan | 0 | 0 | 0 | 0 | | Independent Director | Yang,Hui-Chu | 0 | 0 | 0 | 0 | | General Manager | Hsieh, Hsiang-Hao | 0 | 0 | 0 | 0 | | Senior Deputy General Manager | Lo, Kao-Le | (66,000) | 0 | 0 | 0 | | DeputyGeneral Manager | Yu, Chi | 0 | 0 | 0 | 0 | | Chief Technology Officer | Shen, Chih-Hung | (78,500) | 0 | 0 | 0 | | Accounting of Finance, Accounting, and Corporate Governance Officer | Huang, Yi-Yi | 0 | 0 | 0 | 0 | | Executive Assistant to General Manager Office | Lin, Chia-Min | 0 | 0 | 0 | 0 | | Assistant Manager of the Marketing & Sales Division | Huang,Ya-Chen (Note1) | 0 | 0 | 0 | 0 | | Assistant Manager of the Marketing & Sales Division | Hsu, Shu-Chen (Note2) | (42,000) | 0 | 0 | 0 | Note1 : Assistant Manager of the Marketing & Sales Division Ms, Huang Yazhen, has resigned and been relieved of duties as of October 31, 2025. Note2 : The Assistant Manager of the Marketing & Sales Division Hsu, Shu-Chen, has been transferred to the Marketing and Sales Department as Deputy Manager effective October 7, 2025. --- (II) Where the counterparty in any such transfer or pledge of equity interests is a related party, disclose the counterparty's name, its relationship between that party and the company as well as the company's directors, supervisors, and ten-percent shareholders, and the number of shares transferred or pledged: None. 164 --- (VIII) Relationship information, if among the company's 10 largest shareholders any one is a related party or a relative within the second degree of kinship of another March 28, 2026; Unit: shares/% | Name | No. of shares held | | Shares held by spouse and minor children | | Shares held through nominees | | Specify the name of the entity or person and their relationship to any of the other top 10 shareholders with which the person is a related party or has a relationship of spouse or relative within the 2nd degree. | | No te | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | No. of shares | Shareholding ratio | No. of shares | Shareholding ratio | No. of shares | Shareholding ratio | Name of the person or company | Relationship | No ne | | President International Development Corp. | 13,450,966 | 14.34% | 0 | 0 | 0 | 0 | Tong Yu Investment Corp. | The company's parent company | No ne | | | | | | | | | President Life Sciences Co., Ltd. | The company's parent company | | | Representative: Luo Zhixian | 0 | 0 | 0 | 0 | 0 | 0 | resident International Development Corp. | Chairperson of the company | No ne | | MERRY ELECTRONICS (THAILAND) CO., LTD. | 7,300,000 | 7.78% | 0 | 0 | 0 | 0 | None | None | No ne | | Representative: Liao, Lu-Li | 0 | 0 | 0 | 0 | 0 | 0 | MERRY ELECTRONICS (THAILAND) CO., LTD. | Chairperson of the company | No ne | | Tong Yu Investment Corp. | 6,426,000 | 6.85% | 0 | 0 | 0 | 0 | President International Development Corp. | Subsidiary of the company | No ne | --- | Representative: Liu Zong-Yi | | | | | | | President Life Sciences Co., Ltd. | A investee enterprise under President International Development Corp. | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 0 | 0 | 0 | 0 | 0 | — | Tong Yu Investment Corp. | Chairperson of the company | No ne | | President Life Sciences Co., Ltd. | 4,361,000 | 4.65% | 0 | 0 | 0 | 0 | President International Development Corp. | Subsidiary of the company | No ne | | Tong Yu Investment Corp. | A investee enterprise under President International Development Corp. | | Representative: Liu Zong-Yi | 0 | 0 | 0 | 0 | 0 | 0 | President Life Sciences Co., Ltd. | Chairperson of the company | No ne | | CHONG BAI DEPARTMENT STORE CO., LTD. | 3,655,678 | 3.89% | 0 | 0 | 0 | 0 | None | None | No ne | | Representative: Wu, Chia-I | 0 | 0 | 0 | 0 | 0 | 0 | CHONG BAI DEPARTMENT STORE CO., LTD. | Chairperson of the company | No ne | | Hsinchu Bus Company, Ltd. | 1,055,045 | 1.12% | 0 | 0 | 0 | 0 | None | None | No ne | | Representative: Hsu, Yi-Ping | 0 | 0 | 0 | 0 | 0 | 0 | Hsinchu Bus Company, Ltd. | Chairperson of the company | No ne | | Xing, Xue-Kun | 260,500 | 0.27% | 0 | 0 | 0 | 0 | None | None | No ne | 166 --- 167 | Yuanta Securities Co., Ltd. | 259,000 | 0.27% | 0 | 0 | 0 | 0 | None | None | None | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | JPMorgan Securities Ltd. Investment Account under Custody of J.P. Morgan | 253,468 | 0.27% | 0 | 0 | 0 | 0 | None | None | None | | Du level | 230,000 | 0.24% | 0 | 0 | 0 | 0 | None | None | None | (IX) The total number of shares and total equity stake held in any single enterprise by the company, its directors and supervisors, managerial officers, and any companies controlled either directly or indirectly by the company Dec. 31, 2025; Unit: Share | Investee enterprises (Note) | Investment by the Company | | Investment by the directors, supervisors, managerial officers, and any companies controlled either directly or indirectly by the Company | | Comprehensive investment | | | --- | --- | --- | --- | --- | --- | --- | | | No. of shares | Percentage | No. of shares | Percentage | No. of shares | Percentage | | NEW ABLE INVESTMENT LIMITED | 25,744,946 | 100% | 0 | 0 | 25,744,946 | 100% | | SYNST Investment Co. | 25,754,661 | 100% | 0 | 0 | 25,754,661 | 100% | | Kunshan Synergy Scientech Co., Ltd. | 0 | 100% | 0 | 0 | 0 | 100% | Note1: Investments were adopted by the equity method. --- III. Information on Capital Raising Activities (I) Capital and Shares (i) Source of capital stock 1. Share capital formation March 28, 2026; Unit: 1,000 shares; NT$ Thousand | Year/Month | Issued Price | Authorized Capital | | Paid-in capital | | Note | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | No. of shares | Amount | No. of shares | Amount | Source of capital stock | Technical know-how other than cash provided by subscribers as their capital contributions | Other | | 1997/03 | 10 | 16000 | 160,000 | 8,000 | 80,000 | Founding capital of NTD 80,000 thousand | None | Note 1 | | 1998/03 | 10 | 58,000 | 580,000 | 35,000 | 350,000 | Capital increase of NTD 270,000 thousand by cash | None | Note 2 | | 1999/11 | 10 | 58,000 | 580,000 | 58,000 | 580,000 | Capital increase of NTD 230,000 thousand by cash | None | Note 3 | | 2000/04 | 10 | 258,000 | 2,580,000 | 158,000 | 1,580,000 | Capital increase of NTD 1,000,000 thousand by cash | None | Note 4 | | 2005/12 | 10 | 258,000 | 2,580,000 | 72,000 | 720,000 | Capital reduction to cover the loss of NTD 860,000 thousand | None | Note 5 | | 2014/07 | 10 | 258,000 | 2,580,000 | 73,965 | 739,650 | Issuance of employee stock option valued NTD 19,650 thousand | None | Note 6 | | 2015/06 | 10 | 258,000 | 2,580,000 | 74,598 | 745,975 | Issuance of employee stock option valued NTD 6,325 thousand | None | Note 7 | | 2017/08 | 10 | 258,000 | 2,580,000 | 74,897 | 748,965 | Issuance of employee stock option valued NTD 2,990 thousand | None | Note 8 | | 2018/01 | 10 | 258,000 | 2,580,000 | 74,989 | 749,890 | Issuance of employee stock option valued NTD 925 thousand | None | Note 9 | 168 --- | 2018/05 | 10 | 258,000 | 2,580,000 | 76,079 | 760,790 | Issuance of employee stock option valued NTD 550 thousand Issuance of new restricted employee shares valued NTD 10,350 thousand | None | Note 10 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 2018/07 | 10 | 258,000 | 2,580,000 | 76,209 | 762,093 | Issuance of employee stock option valued NTD 1,303 thousand | None | Note 11 | | 2019/01 | 10 | 258,000 | 2,580,000 | 86,611 | 866,110 | Issuance of employee stock option valued NTD 2,037 thousand Cash capital increase of NT$101,980 thousand by issuance of new shares during first listing | None | Note 12 | | 2019/08 | 10 | 258,000 | 2,580,000 | 86,661 | 866,608 | Issuance of employee stock option valued NTD 753 thousand Cancellation of new restricted employee shares of NT$255 thousand | None | Note 13 | | 2019/12 | 10 | 258,000 | 2,580,000 | 86,668 | 866,683 | Issuance of employee stock option valued NTD 75 thousand | None | Note 14 | | 2020/06 | 10 | 258,000 | 2,580,000 | 86,776 | 867,758 | Issuance of employee stock option valued NTD 1,250 thousand Cancellation of new restricted employee shares of NT$175 thousand | None | Note 15 | | 2020/09 | 10 | 258,000 | 2,580,000 | 86,909 | 869,088 | Issuance of employee stock option valued NTD 1,413 thousand Cancellation of new restricted employee shares of NT$83 thousand | None | Note 16 | | 2020/12 | 10 | 258,000 | 2,580,000 | 86,881 | 868,813 | Cancellation of new restricted employee shares of NT$275 thousand | None | Note 17 | | 2021/09 | 10 | 258,000 | 2,580,000 | 86,661 | 866,617 | Cancellation of new restricted employee shares of NT$2,196 thousand | None | Note 18 | | 2021/11 | 10 | 258,000 | 2,580,000 | 93,961 | 939,617 | Private placement of NT$73,000 thousand by issuance of common stock | None | Note 19 | | 2021/12 | 10 | 258,000 | 2,580,000 | 93,958 | 939,585 | Cancellation of new restricted employee shares of NT$32.5 thousand | None | Note 20 | 169 --- | 2022/03 | 10 | 258,000 | 2,580,000 | 93,938 | 939,389 | Cancellation of new restricted employee shares of NT$195 thousand | None | Note 21 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 2022/05 | 10 | 258,000 | 2,580,000 | 93,749 | 937,495 | Cancellation of new restricted employee shares of NT$1,894 thousand | None | Note 22 | | 2023/11 | 10 | 258,000 | 2,580,000 | 93,750 | 937,509 | Convertible corporate bonds exercised, issuing new shares for T$ 13.75 thousand | None | Note 23 | | 2025/06 | 10 | 258,000 | 2,580,000 | 93,788 | 937,889 | Employee stock options exercised, resulting in the issuance of 380,000 new shares. | None | Note 24 | Note 1: The registration was approved by Letter Ching-Chien-I-Tzu No. 86267120 dated Mar. 8, 1997. Note 2: The cash capital increase was approved by Letter Ching-Yuan-Shang-Tzu No. 07228 dated Mar. 26, 1998. Note 3: The cash capital increase was approved by Letter Ching-Yuan-Shang-Tzu No. 24983 dated Nov. 25, 1999. Note 4: The cash capital increase was approved by Letter Ching-Yuan-Shang-Tzu No. 009881 dated May 19, 2000. Note 5: The cash capital reduction was approved by Letter Ching-Yuan-Shang-Tzu No. 0940035567 dated Dec. 29, 2005. Note 6: The issuance of new shares was approved by Letter Ching-Yuan-Shang-Tzu No. 1030023958 dated Aug. 12, 2014. Note 7: The issuance of new shares was approved by Letter Ching-Yuan-Shang-Tzu No. 1040015636 dated Jun. 5, 2015. Note 8: The issuance of new shares was approved by Letter Ching-Yuan-Shang-Tzu No. 1060022912 dated Aug. 22, 2017. Note 9: The issuance of new shares was approved by Letter Ching-Yuan-Shang-Tzu No. 1070000081 dated Jan. 4, 2018. Note 10: The issuance of new shares was approved by Letter Ching-Chu-Shang-Tzu No. 1070013266 dated May 9, 2018. Note 11: The issuance of new shares was approved by Letter Ching-Chu-Shang-Tzu No. 1070021402 dated Jul. 24, 2018. Note 12: The issuance of new shares was approved by Letter Ching-Chu-Shang-Tzu No. 1080001122 dated Jan. 15, 2019. Note 13: The issuance of new shares was approved by Letter Ching-Chu-Shang-Tzu No. 1080024714 dated Aug. 26, 2019. Note 14: The issuance of new shares was approved by Letter Ching-Chu-Shang-Tzu No. 1080038371 dated Dec. 31, 2019. Note 15: The issuance of new shares was approved by Letter Ching-Chu-Shang-Tzu No. 1090014941 dated Jun. 2, 2020. Note 16: The issuance of new shares was approved by Letter Ching-Chu-Shang-Tzu No. 1090024693 dated Sep. 1, 2020. Note 17: The cash capital reduction was approved by Letter Ching-Chu-Shang-Tzu No. 1090036169 dated Dec. 23, 2020. Note 18: The issuance of new shares was approved by Letter Ching-Chu-Shang-Tzu No. 1100026811 dated Sep. 14, 2021. Note 19: The issuance of new shares was approved by Letter Ching-Chu-Shang-Tzu No. 1100034554 dated Nov. 25, 2021. --- Note 20: The cash capital reduction was approved by Letter Ching-Chu-Shang-Tzu No. 1110000521 dated Jan. 4, 2022. Note 21: The cash capital reduction was approved by Letter Ching-Chu-Shang-Tzu No. 1110009392 dated Mar. 29, 2022. Note 22: The cash capital reduction was approved by Letter Ching-Chu-Shang-Tzu No. 1110016208 dated May 26, 2022. Note 23: New stock issuance was approved by Letter Ching-Chu-Shang-Tzu No. 1120038108 dated Nov 21, 2023. Note 24: New stock issuance was approved by Letter Ching-Chu-Shang-Tzu No. 1140017670 dated June 10, 2026. # 1. Type of stock March 28, 2026; Unit: shares | Type of stock | Authorized Capital | | | | --- | --- | --- | --- | | | Outstanding shares | Unissued shares | Total | | Common stock | 93,788,875 | 164,211,125 | 258,000,000 | 2.Information on shelf registration: Not applicable. (ii)List of major shareholders: March 28, 2026 | Shares Names of major shareholders | Shareholding | Percentage | | --- | --- | --- | | President International Development Corp. | 13,450,966 | 14.34% | | MERRY ELECTRONICS (THAILAND) CO., LTD. | 7,300,000 | 7.78% | | Tong Yu Investment Corp. | 6,426,000 | 6.85% | | President Life Sciences Co., Ltd. | 4,361,000 | 4.64% | | CHONG BAI DEPARTMENT STORE CO., LTD. | 3,655,678 | 3.89% | | Hsinchu Bus Company, Ltd. | 1,055,045 | 1.12% | | Xing, Xue-Kun | 260,500 | 0.27% | | Yuanta Securities Co., Ltd. | 259,000 | 0.27% | | JPMorgan Securities Co., Ltd. Investment Account under Custody of JPMorgan Chase | 253,468 | 0.27% | | Du level | 230,000 | 0.24% | --- (iii) Company's dividend policy and implementation thereof 1. Dividend policy under the Articles of Incorporation The Company shall set aside 10% of the Company's annual total net income, if any, as legal reserve, in addition to any tax contributions and prior years' losses; except when the accumulated legal reserve has reached the Company's total capital. After the special reserve or special reserve reversal is provided by law or by the competent authority, the remaining unappropriated earnings of the previous year shall be combined with the accumulated undistributed earnings of the previous year, and the board of directors shall prepare a proposal for distribution of earnings and submit it to the shareholders for approval. The Company's dividend policy is to pay dividends in cash or in stock, and the total amount of dividends paid each year shall not be less than 20% of the total distributable earnings for the year, of which cash dividends shall not be less than 10% of the total amount of cash and stock dividends paid for the year. The Company's industry is in the growth stage. The conditions, timing and amount of this distribution shall be in accordance with Article 24 of the Company's Articles of Incorporation and shall be based on the Company's future capital requirements and long-term operational plans. The Board of Directors shall prepare a distribution plan based on the current operating conditions, taking into account the shareholders' equity, balanced dividend policy and capital requirement planning, and submit it to the shareholders' meeting for adjustment. The Board of Directors, with two-thirds or more of the directors present and a majority of the directors present, resolved that all or part of the dividends and bonuses, capital surplus or legal reserve should be distributed in cash and reported to the shareholders' meeting, without applying the provisions of these Articles regarding the resolution of the shareholders' meeting. Employees' remuneration shall be distributed at no less than 5% of the current year's profitability, and directors' and supervisors' remuneration shall be distributed at no more than 2.5% of the current year's profitability. However, the Company should first cover its loss if the Company still has accumulated losses. Qualification requirements of employees, including the employees of parents or subsidiaries of the company meeting certain specific requirements, entitled to receive shares or cash, may be specified in the Articles of Incorporation. The Board of Directors is authorized to set these conditions. The profit status for the year referred to in Paragraph 1 refers to the income before income tax for the year before the distribution of employees' 172 --- compensation and directors' and supervisors' compensation. The distribution of employees', directors' and supervisors' compensation shall be approved by a majority vote at a meeting of the Board of Directors attended by two-thirds of the total number of Directors, and in addition thereto a report of such distribution shall be submitted to the shareholders' meeting. 2. State of the proposed dividend distribution during the current Shareholders Meeting Unit: NT$ | Item | Amount | | --- | --- | | Beginning retained earnings | 142,623,221 | | add : 2025 loss income after tax | (95,450,204) | | add : Amount included in unappropriated earnings for the year other than net income after tax for the period | (117,208) | | less : Set aside legal reserve (10%) | 0 | | less : Special reserve reverse | (12,450,495) | | Distributable earnings | 34,605,314 | | Distributable items | | | Cash dividends to shareholders (NT$0 per share) | 0 | | Unappropriated retained earnings at the end of the period | 34,605,314 | | Note : According to the Company Act and the company's Articles of Association, the distribution of cash dividends and bonuses is decided by the Board of Directors and reported to the shareholders' meeting. | | 3. If there is a significant change in the dividend policy, it should be stated: There has been no material change in the Company's dividend policy. (iv) Effect upon business performance and earnings per share of any stock dividend distribution proposed or adopted at the most recent shareholders' meeting: None. (v) Compensation of employees, directors. 1. The percentages or ranges with respect to employee, director profit-sharing compensation, as set forth in the company's articles of incorporation. Please refer to the preceding. 2. The basis for estimating the amount of employee, director profit-sharing compensation, for calculating the number of shares to be distributed as employee profit-sharing compensation, and the accounting treatment of the discrepancy, if any, between the actual distributed amount and the estimated figure, for the current period. (1). According to the company's Articles of Association, based on the annual profit, after deducting accumulated losses, if there is a surplus, at least 5% should be allocated for employee compensation. Of this amount, at least 2% should be allocated as compensation for grassroots employees, based on the company's profit for the year. Director compensation shall not exceed 2.5%. The estimated basis for 173 --- the employee bonuses and director compensation stated in the company's Articles of Association for this period is: employee compensation 5%, director compensation 2.5% (2). The basis for calculating the number of shares to be distributed to employees and the accounting treatment if the actual allotment amount differs from the estimated amount: If the actual bonus to employees and remuneration to directors at the date of the shareholders' meeting differs from the original estimate, it is recorded as profit or loss in the year in which the shareholders' meeting is held. 3. Information on any approval by the board of directors of distribution of profit-sharing compensation: The proposed distribution of the Company's 2025 earnings has been approved by the Board of Directors on February 23, 2026. (1) The amount of employee and director compensation distributed in cash or stock: Since the company did not make a profit in the year 2025, no allocation for employee and director compensation will be made in accordance with the regulations. (2). The proportion of employee compensation distributed in stock relative to the company's individual or separate financial report's after-tax net profit and total employee compensation: The company did not distribute employee compensation in the year 2025. 4. The actual allotment of employees' remuneration, directors' and supervisors' remuneration in the previous year (including the number of shares distributed, the amount and the price of shares), and the difference between the allotment and the recognition of employees' remuneration, directors' and supervisors' remuneration, together with a description of the amount of the difference, the reasons for the difference and the circumstances under which it was handled: The appropriation of earnings for 2025 was approved by the Board of Directors on Feb 23, 2026. The company did not make a profit for the fiscal 2025, therefore, according to regulations, no provision was made for the distribution of employee and director remuneration." (vi) Status of a company repurchasing its own shares: Not applicable. (II) Corporate bond processing status: None. (III) Status of preferred shares: None. (IV) Status of global depository receipts : None. 174 --- (V) Status of employee share subscription warrants (i) Status of employee stock options and impact on shareholders' equity: March 31, 2026 | Type of employee stock option certificate | The 4th employee stock option certificate | | --- | --- | | Filing Effective Date and Total Units | Apr. 23, 2020 (Effective Registration) | | Issued (Conducted) date | 2020.06.15/2021.04.14 | | Number of Units Granted | 1,362,000 units (1,362,000 shares) | | Remaining units to Grant | 0 | | Number of shares granted as a percentage of issued shares Total ratio | 1.57% (Note1) | | Subscription Survival Period | Jun. 14, 2027/April 13, 2028 | | Subscription Period | 2 years from the issue date to the expiration of the continuity period | | Performance | Issue of new shares | | Restricted period and rate (%) | After 2 years: 50% After 3 years: 75% After 4 years: 100% | | Number of shares executed | 38,000 | | Amount of executed warrants | 1,417,400 | | Number of unexercised stock options | 768,000 | | Subscription price per share for unexecuted stock options | 37.1 / 46.1 | | Number of outstanding warrants as a percentage of the total number of shares in issue (%) | 0.81% (Note2) | | Effect on shareholders' equity | The dilution ratio is low, so the impact is not significant | Note1: The total number of issued shares is calculated based on 86,793,250 shares Note2: The total number of issued shares is calculated based on 93,788,875 shares --- (ii) The annual report shall disclose the names of top-level company executives holding employee share subscription warrants and the cumulative number of such warrants exercised by said executives as of the date of publication of the annual report. The annual report shall also disclose the names of the ten employees holding employee subscription warrants authorizing purchase of the most shares, along with the cumulative number of warrants exercised by these ten employees, as of the date of publication of the annual report. March 31, 2026 | | Job title | Name | Number of shares acquired (in thousands) | Number of share options acquired to the total number of shares in issue | Implemented | | | | Not yet implemented | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | | Subscription quantity (Shares) | Subscription price (NTD) | Subscription amount (NTD) | Ratio of number of subscriptions to total number of shares in issue | Subscription quantity (shares) | Subscription price (NTD) | Subscription amount (NTD) | Ratio of number of subscriptions to total number of shares in issue | | Manager's office | General Manager | Hsieh, Hsiang-Hao | 402 | 0.429% | 0 | 0 | 0 | 0 | 402,000 | 37.1 / 46.1 | 16,714,200 | 0.429% | | | Senior Vice President | Lo, Kao-Le | | | | | | | | | | | | | Chief Technology Officer | Shen, Chih-Hung | | | | | | | | | | | | | Assistant Manager | Hsu, Shu-Chen | | | | | | | | | | | | Employee | Special Assistant to General Manager | Hou, Yu-Zhen (Note1) | 218 | 0.232% | 32,000 | 37.3 | 1,193,600 | 0 | 186,000 | 37.1 | 6,900,600 | 0.198% | | | Special Assistant to General Manager | Huang, Chang-Yue | | | | | | | | | | | | | Kunshan Synergy Science | Chu, Hua | | | | | | | | | | | | | Kunshan Synergy Science | Lu, Tien-Pin | | | | | | | | | | | | | Kunshan Synergy Science | Li, Hung-Wei | | | | | | | | | | | | | Kunshan Synergy Science | Zhou, Wen-Hu | | | | | | | | | | | | Kunshan Synergy Science | Sha, Zong-Yun | | | | | | | | | | | | --- | | Kunshan Synergy Scientech | Yu, Liang | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Kunshan Synergy Scientech | Chen, Xi-Hua | | | | | | | | | | | | | Kunshan Synergy Scientech | Tang, Yu,Ming | | | | | | | | | | | Note1: Special Assistant to General Manager, Hou Yuzhen, resigned on December 11, 2025, and the matter is handled in accordance with Article 5, Item 5 of the company's "Fourth Employee Stock Option Certificate Issuance and Exercise Guidelines." (VI) Status of new restricted employee shares : None. (VII) Issuance of new shares in connection with mergers or acquisitions or with acquisitions of shares of other companies : None. (VIII) Implementation of the company's capital allocation plans : None. --- 178 # IV. Overview of Operations ## (I) Description of the business ### (i) Scope of business 1. The company's major lines of business 1. CC01090 – Battery Manufacturing Industry 2. CC01010 – Power Generation, Transmission, and Distribution Machinery Manufacturing Industry 3. CC01030 – Electrical and Audio-Visual Electronic Products Manufacturing Industry 4. CC01080 – Electronic Components Manufacturing Industry 5. CC01990 – Other Electrical and Electronic Machinery and Equipment Manufacturing Industry 6. F113110 – Battery Wholesale (restricted to off-premises operations) 7. F118010 – Information Software Wholesale (restricted to off-premises operations) 8. F119010 – Electronic Materials Wholesale (restricted to off-premises operations) 9. F213010 – Electrical Appliances Retail (restricted to off-premises operations) 10. F219010 – Electronic Materials Retail (restricted to off-premises operations) 11. F401010 – International Trade 12. I301010 – Information Software Services 13. I501010 – Product Design Services 14. I599990 – Other Design Services 15. IG03010 – Energy Technology Services 16. IZ99990 – Other Commercial Services (restricted to off-premises operations) 17. ZZ99999 – All business activities not requiring special permits and not prohibited or restricted by law (restricted to off-premises operations) ### (i) Research, design, development, manufacturing, and sale of the following products or services: 1. Polymer secondary lithium batteries 2. Secondary lithium batteries ### (ii) Import and export trade related to the above products --- 2.Operating ratio Unit: NT$ Thousand; % | Year Main products | 2024 | | 2025 | | | --- | --- | --- | --- | --- | | | Revenue | Operating ratio | Revenue | Operating ratio | | Battery Pack | 1,049,325 | 90.52% | 962,435 | 89.72% | | Battery Core | 109,949 | 9.48% | 110,317 | 10.28% | | Total | 1,159,274 | 100.00% | 1,072,752 | 100.00% | 3. Current product (service) items: (1) Lithium polymer battery for bluetooth ear buds (2) Lithium polymer battery for charger (3) Lithium polymer battery pack for other wearable devices (4) Lithium polymer battery for music player (5) Lithium polymer battery for computer and cell phone peripheral products (6) Lithium polymer batteries for medical devices (7) Lithium polymer batteries for wearable devices and Other customized applications of lithium polymer batteries (8) Lithium polymer batteries for IoT devices 4. New products (services) planned to be developed (1) High energy density 4.5V lithium polymer cell (2) Exotic lithium polymer battery (3) Buckle type lithium ion battery with enhanced capacity (4) Needle-shaped small lithium polymer battery (5) Lithium-ion battery pack and protection circuit board (6) Middle & Large size lithium polymer battery (7) Replaceable (Hard Pack) lithium polymer battery (ii) An overview of the industry: 1. The current status and development of the industry In 2025, the global lithium-ion battery market was valued at approximately $134.8 Billion and is projected to grow to 57.02 billion and is projected to grow to $1.09 trillion by the end of 2036, reflecting a compound annual growth rate (CAGR) of over 23% between 2025 and 2036 (source: Research Nester). The global consumer lithium battery market in 2025 was estimated at around $47 billion (accounting for about 35% of total lithium battery demand), with a year-on-year growth rate of 9%. The core applications and their shares were as 179 --- follows: smartphones (~38%), laptops/tablets (~32%), wearable devices (~18%), and TWS earbuds/drones (collectively ~12%). Looking ahead, emerging applications are expected to drive further demand. For instance, AR/VR devices—boosted by products like Meta's and Apple's Vision Pro—are projected to create an $8 billion battery demand by 2030. Additionally, wearable medical devices, such as continuous glucose monitors requiring ultra-long-lasting (>14 days) miniature batteries, as well as modular battery designs mandated by new EU regulations (e.g., replaceable smartphone batteries), will further expand the demand for lithium-ion batteries. Our company specializes in manufacturing customized lithium polymer batteries, primarily for consumer products such as Bluetooth wireless earbuds, charging cases, wireless conference speakers, music players, computer peripheral wireless devices, smart bands/watches, smart glasses, VR headsets, and bicycle automatic transmissions. In addition, the company also has a deep presence in non-consumer markets such as IoT applications, industrial personal protective equipment, drones, and the medical industry. In recent years, the medical industry market has seen good results in the application of medical devices such as insulin injectors, hearing aids, and blood glucose meters. Compared to other types of rechargeable batteries, lithium-ion batteries offer advantages such as high capacity, long cycle life, and no memory effect. These qualities have solidified their position as the preferred choice for high-end consumer electronics in low-power battery applications, driving sustained growth. In recent years, global focus on environmental and energy issues has further propelled lithium battery demand, particularly for electric vehicles and energy storage systems, marking another phase of significant expansion. 2. The links between the upstream, midstream, and downstream segments of the industry supply chain The lithium battery energy industry can be divided into upstream raw material suppliers, midstream battery cell manufacturing plants and battery module assembly plants, and downstream for applications such as computer peripherals, mobile communications, handheld electronics, and electric vehicles, etc. The Company is in the midstream of this industry. The battery is composed of three main components, namely the battery cell, the case and the power control board. The upstream raw materials for batteries mainly include electrodes (including positive and negative electrodes), electrolyte, isolation film, aluminum-plastic film or tank, power control IC, printed circuit board, etc.; the midstream is for battery cells and battery modules, and the downstream is for providing 3C electronic products, energy storage devices, 180 --- power devices, etc. The familiar types of rechargeable (secondary) batteries are lead-acid batteries, nickel-cadmium batteries, nickel-hydrogen batteries, lithium-cobalt batteries, lithium iron phosphate batteries (LiFePO4), high nickel-manganese cobalt batteries (NMC), and nickel-cobalt-aluminum batteries (NCA). Lithium batteries are used in 3C electronic products including notebooks, tablets and smartphones, portable wearable devices including smart watches, smart wristbands, Bluetooth headphones and head-mounted displays, smart speakers, smart medical devices, security surveillance equipment, robots, electric vehicles including electric bicycles, motorcycles, minibuses, buses, boats, Drone, and energy storage devices and other end products. According to Yano Research, the lithium-ion battery materials market is entering a new phase of 'technological convergence and scale doubling.' Between 2025 and 2030, the market is expected to be driven by both high-energy-density and cost-effective technologies. This will sustain strong shipment growth across the four core materials, with the overall market scale projected to double from 2025 levels, reaching a new historic peak for the industry.  Source: Yano Research Institute # 3. Product market development trends We are one of the few manufacturers in China that focus on small and medium lithium polymer batteries used in portable electronic products. While international brands of Bluetooth ear buds and wearable devices are launching innovative products, we are also developing a variety of special-shaped and functional lithium polymer batteries to meet the special needs of our customers in terms of design and usage conditions, and new types of battery products, including pin type lithium ion --- batteries, shaped batteries and button type lithium ion batteries, irregular type batteries coin type batteries and replaceable (Hard Pack) type lithium ion batteries to meet the full range of market needs. The development trend of the following application markets will provide momentum for the Company's future revenue growth. (1) The rapid development of True Wireless Headset (TWS) has led to the continuous growth of Bluetooth headset: Since Apple officially launched the wireless headphones AirPods, the True Wireless Bluetooth Smart Headset (TWS) has been receiving widespread attention in the market with its advantages of wirelessness, intelligence and small size. In recent years, Samsung, Huawei, Xiaomi, OPPO, Vivo Anker and other cell phone manufacturers, as well as Bose, B&O, Sony, Samhaisel, GN, Beats and other major headphone manufacturers have entered the TWS headphone market. TWS headset mainly consists of chip, lithium-ion battery, speaker, microphone and multiple sensors. With the upgrade of Bluetooth technology, TWS headset will welcome rapid popularity if the price drops with the maturity of the technology. According to forecasts by research firms like Canalys, global branded TWS shipments are projected to reach 380 million units in 2024 (a 12% YoY growth), with a market size of $52 billion. By 2030, global branded TWS shipments are expected to hit 550 million units (CAGR of 10%). As Bluetooth, sensor, and chip technologies continue to evolve and market penetration increases, the TWS industry will sustain its growth, becoming the second-largest consumer electronics segment after smartphones. Market analysis data shows that the TWS earbud market is divided among smartphone brands, audio manufacturers, and e-commerce platforms. In 2024, global branded TWS shipments are estimated at 380 million units, with Apple accounting for 24% of the market. The remaining share is dominated by other smartphone brands like Samsung, Xiaomi, and Huawei (collectively ~32%). Meanwhile, premium audio brands such as Bose, Jabra, Sennheiser, Sony, and B&O also hold a significant share, competing closely with e-commerce platforms in terms of shipment volume. (2) Computer peripherals With the continued development of the new crown epidemic, people's 182 --- work patterns and teaching methods have changed significantly, and home office and learning have become the norm. The wave of demand for computers from 2020 onwards will also drive demand for products related to home conferencing and learning, including video conferencing systems such as speakers, cameras, mice and keyboards. Another notable growth market is in gaming, which is also contributing to the demand for high-end wireless keyboards and mice. The demand for wireless keyboards and mice can still be expected as the gaming market continues to grow over the past two years. (3) Development of smart wearable devices With the popularity of mobile network, the trend of IoT has led to the rapid development of digital convergence, intelligent analysis and sports and health management, making smart wearable device applications expand, including smart watches, smart bracelets, virtual reality (VR) / augmented reality (AR)...etc. Combined with the advancement of big data, artificial intelligence (AI), smart payment and other applications, smart wearable devices have become the most important carrier of smart life applications. Wearable devices come in various forms, which can be broadly categorized into five types based on end-user products: - Ear-worn devices (smart earphones) – 40% - Smartwatches – 35% - Smart bands – 15% - AR/VR devices – 5% - Others – 5% According to market research firm IDC, global wearable device shipments reached approximately 560 million units in 2023, with projections indicating growth to 900 million units by 2030, reflecting a compound annual growth rate (CAGR) of 7.5%. This demonstrates the continued expansion of the wearable device market. (4) Smart Medical Devices With the continuous progress of semiconductor technology, making electronic products more power-efficient, the size of the sensor and then miniaturized. With the communication and computing functions of cell phones, medical devices can gradually be worn on the human body, and with the computing functions of big data, real-time monitoring and pre-warning of 183 --- human biological signals can be achieved. Our battery products have been used in human insulin meters, smart injection needles, hearing aids, and low-frequency therapy devices. # 4. State of competition Our company is dedicated to the development, production and sales of rechargeable lithium polymer batteries by combining experts in the fields of materials, chemistry, chemicals and electronics from home and abroad. At first, we used the patented technology of plastic lithium battery from Bell Labs in the United States as the basis, and then developed and improved it, and we have a number of self-developed patents. Major competing battery manufacturers in the consumer electronics market include, for example, ATL,Guangyu, Tianjin Lishen, VDL, EVE, Guoguang Electronics, etc. Lithium battery products for cell phones, laptops and wearable devices. As the market demand for Bluetooth headsets and wearable devices gradually rises, many new battery manufacturers are entering the market for small lithium batteries, creating a competitive market. Our company's flexible production design allows us to customize a small number of battery products for end-users, differentiating us from many battery factories that use automated mass production. With over 20 years of experience in lithium battery technology, our short development cycle and fast service help customers to shorten their product development and time-to-market. Our unique process design and rigorous production management have built up the confidence of our customers in our lithium battery products, which emphasize safety. When faced with low price competition from mainland China, the safety and quality of the battery is always an important consideration for our customers, so they use our products and maintain a long-term relationship. (iii) An overview of the company's technologies and its research and development work 1. A listing of research and development expenditures during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report Unit: NT$ Thousand | Item | 2025 | For the year ending March 31, 2026 | | --- | --- | --- | | R&D expenses | 98,887 | 30,254 | | Net operating income | 1,072,752 | 227,992 | --- 2. Technologies or products successfully developed | Year | Product function | (description of usage) | | --- | --- | --- | | 2024 | 4.5V voltage system development | Successfully developed a 4.5V system that meets >80% of the requirements for 600 cycles with 1C charge in a 25°C environment, has a thickness change of <10%. | | | 4.4V NCM system development | Successfully developed a 4.4V NCM system, that meets >80% of the requirements for 1000 cycles with a 1C charge at room temperature and a thickness variation of no more than 10%. | | | 4.45V 3C fast charge system development | Successfully developed a 4.45V 3C fast charging system that meets>80% of the requirements for 600 cycles with 3C charge in a 25°C environment and can charge over 65% SOC in 14 minutes with constant current charging. | | | SiC hybrid anode development | Successfully developed 450mAh/g silicon carbon hybrid negative electrode, which meets>80% of the requirements for 500 cycles with 1C charge at room temperature 1C and a thickness charge of no more than 12%. | | | Solid State Battery development | The safety test of 500mAh battery shows LATP/(LLZO) solid electrolyte-coated separator increases safety (no explosion and fire occurs) | | | Replaceable pack development | Successfully developed Hard Pack to meet various customer requirements. | | | Multi string and parallel pack (including Gauge) development | Establish the ability to develop multi string parallel packs and Gauge applications, and design output -2S1P/4S1P evaluation cases in accordance with requirements | | | Home ESS development co-working with FEII | BSS 48V 305Ah/ 30KWh Prototype development. Exhibit at 2024 Computex. | | | BMS Safety Certification, EN60730-1 | EN60730-1 for BMS of 15S Battery Backup System (BBS) for telecommunication base stations | --- | Year | Product function | (description of usage) | | --- | --- | --- | | | EMS for Battery Storage System | EMS integration with BMS, PCS and BSS | | | 5 KWh BSS for telecommunication base stations | 5KWh BSS development and design-P005K48100 | | 2025 | 12%SiC hybrid anode development | Successfully developed 480mAh/g silicon carbon hybrid negative electrode, which meets>80% of the requirements for 500 cycles with 1C charge at room temperature 1C and a thickness charge of no more than 12%. | | | New anode XNO material develop | The new anode XNO shows superior low-temperature and rate performance compared to graphite anodes. | | | 4.45V 5C fast charge system development | Successfully developed a 4.45V 5C fast charging system that meets>80% of the requirements for 500 cycles with 5C charge in a 25°C environment | | | Power Energy Cell development | Successfully developed a 4.35V NCM613+Gr. system over 260Wh/Kg, 10C discharge rate of ≥92%, and meet capacity retention rate >80% after 300 cycles. For Drone, power bank and BBU application. | | | High-Temperature lithium battery development and application | Successfully developed a lithium battery that can operate at temperatures up to 150 degrees, and it has been applied to semiconductor companies temperature monitoring instruments, with delivery completed. | | | Development and application of gel type semi-solid battery | The gel type battery has been validated and delivered to semiconductor companies. It does not burn during a 270-degree hot plate test and meets semiconductor company's inspection specifications. | | | Certification Milestone / Telecom BBU BMS (B15S100A-NA) | Successfully obtained EN60730-1 functional safety certification, strengthening market entry into telecom and AI server backup power applications. | --- | Year | Product function | (description of usage) | | --- | --- | --- | | | Digital Energy Platform /Dynaconnect Cloud Energy Management Platform | Cloud-based EMS integrating PCS, solar PV, and battery systems. Demonstrated at Computex, validating commercial readiness and system integration capability. | | | Energy Storage Product /5kW Energy Storage Battery System | Achieved IEC62619 and CE certification. CNS62619 and UN38.3 certifications in progress, accelerating global market deployment. | | | Government-Supported Innovation Program | Completed development of advanced PCS control algorithms and energy recovery technology, enhancing system efficiency and improving ROI for C&I customers. | | | Government-Supported Innovation Program | Government-approved development program in execution. Focused on high safety, reduced energy consumption, and advanced modular backup architecture. Target completion: Y2027. | | | Core Technology Development / Energy Storage PCS (<50kW) | Successfully developed sub-50kW PCS platform supporting: • Grid-tied & off-grid dual-mode operation • UPS-grade uninterrupted power • Smart contracted capacity management • Bidirectional energy recovery system | 3. Estimated investment in R&D: The Company and its subsidiaries' research and development expenses for fiscal year 2026 amounted to approximately NT$116,538 thousand. The expenditures were mainly incurred to support ongoing customer demand for the development of lithium batteries with various designs and functionalities, as well as internal R&D of high-capacity batteries, high-rate batteries, fast-charging batteries, energy storage products, and solid-state batteries. Investments were also made in related R&D equipment and expenses to ensure the Company's competitiveness. (iv) Long and short-term business development plan 1. Short-term business development plan (1) Marketing strategy A. In addition to maintaining the current customers of first-tier brands, we have become a qualified battery supplier as a guarantee for the excellent quality of our products. We also take advantage of the good quality reputation of our frontline customers to develop other new customers. --- B. We have strengthened our FAE and Quick response capabilities and provided attentive after-sales service. C. We actively seek potential market customers through the cooperation of large agents. D. Leverage Taiwan's strength in contract manufacturing by collaborating with renowned local ODM partners, combining professional technical support to create shared success. E. The Company leverages Taiwan's contract manufacturing advantages by collaborating with renowned local ODM partners, combining professional technical support to achieve mutual prosperity. (2) Research & Development A. We are actively recruiting and nurturing outstanding R&D talents to form a solid R&D team to maintain our technological advantage and launch niche products quickly. B. By actively leveraging the R&D strengths of our existing companies, we are able to grasp the supply chain of major components and the changing market trends to launch competitive new products ahead of the market. C. We strengthen the development of process automation equipment to improve product consistency and reduce labor costs. D. We have responded to the mobility of talent in the market with incentive programs. (3) Business Management A. We strengthen our product planning capabilities and fully grasp the market trends and product trends. B. Our research and development focuses on the perfect combination of innovation, speed, and technology to create new products that are marketable, forward-looking, and futuristic. C. We implement a "Total Quality System" to continuously improve product quality and enhance customer service. D. We expand our production capacity and improve efficiency in order to be more competitive in terms of delivery, quality, and cost, and to strengthen our ODM/OEM ability to receive orders. E. We introduced professional talents and integrated internal resources to actively promote the sales of system products in order to increase the sales ratio of system products. --- F. We utilize the performance of information management system to enhance the company's operational performance and competitive advantage. 2. Long-term business development plan: (1) Marketing Strategy: A. Actively develop new first-tier brand clients and become a qualified battery supplier as a testament to the quality of the Company's products. B. Enter medium and large-scale battery application markets such as industrial safety products, industrial handheld control devices, and drones, in order to broaden the range of product applications and increase potential business opportunities. We seek foreign agents or strategic partners to serve our customers closer to the local market. C. We build Pack integration capability to provide customers with complete battery solutions. D. We establish long-term partnerships with key component suppliers and excellent outsourcing companies to create a win-win strategy. (2) Research & Development A. We are actively cultivating talents in materials research and battery design, laying the foundation for upgrading battery technology, and developing our own proprietary technology. B. We are working with domestic universities and national research institutes to conduct advanced research on advanced materials and technologies. C. We have strategic alliances with industry key technology vendors to collaborate on technology and enhance our R&D capabilities. D. We have developed a market-oriented and responsive R&D team. E. We recruit international talents and promote new technology concepts. F. We analyze patent maps to find breakthroughs/creative ideas for new products. (3) Business Management A. We build upstream and downstream strategic alliances to establish a highly stable supply chain, technical cooperation partners and customer base in order to facilitate business growth. B. We manufacture products with high energy density and stable quality, and have the ability to manufacture small quantities and multiple samples with rapid response. C. We integrate management information systems to provide effective management information, enabling senior management to make the right 189 --- decisions in the shortest possible time. D. We promote customer relationship management, effectively grasp customer needs, enhance customer satisfaction, and establish long-term close partnerships in order to create a win-win situation. 190 --- 191 (II) An analysis of the market as well as the production and marketing situation (i) Market analysis 1. Areas where the main products (services) of the company are sold (provided) Unit: NT$ Thousand; % | Year Area | 2024 | | 2025 | | | | --- | --- | --- | --- | --- | --- | | | | Amount | Ratio | Amount | Ratio | | Local | | 64,435 | 5.56% | 41,838 | 3.90% | | Export | Asia | 980,683 | 84.59% | 899,870 | 83.88% | | | Americas | 106,652 | 9.2% | 114,428 | 10.67% | | | Europe | 7,504 | 0.65% | 16,616 | 1.55% | | | Subtotal | 1,094,839 | 94.44% | 1,030,914 | 96.10% | | Total | | 1,159,274 | 100% | 1,072,752 | 100.00% | 2. Market share, demand and supply conditions for the market in the future and the market's growth potential The Company's primary source of operating revenue is lithium polymer batteries mainly used in Bluetooth earphones. E-One Moli holds approximately a 10% global market share in the Bluetooth earphone segment, demonstrating an established market position. The Company focuses on the application market for small- and medium-sized lithium polymer batteries, including Bluetooth earphones and wearable devices. In addition, applications in medical devices—such as insulin injectors, hearing aids, and blood glucose meters—continue to grow steadily. Looking ahead, as the design and market for other wearable devices and medical applications gradually mature, they are expected to further drive the growth of lithium polymer batteries. 3. The company's competitive niche In addition to conventional lithium polymer batteries, we also develop various products such as irregular batteries, pin-type batteries, and coin cells, and provide a full range of solutions to meet customer needs. In terms of product performance, in addition to improving battery energy density, we also focus on battery safety, appearance, protection circuit function, and battery pack development to meet customer requirements for development timeliness and quality reliability, forming a high industry entry barrier. The following is a description of the Company's competitive niche: (1) Solid management and R&D team, quick response to market demand Our main management team has many years of experience in the field of electrochemistry and battery pack design, with solid material science technology --- and safe circuit design technology, for a small amount of multi-sample product service and rapid integration ability is leading the industry, which is our competitive advantage in the market. The company emphasizes research and development and invests considerable manpower and funds to combine innovation, speed, and technology to create marketable, forward-looking, and future-oriented products and to assist customers with the best solutions. (2) We insist on the "product-oriented" management concept, and our system integration ability of a small number of products has been deeply recognized by international manufacturers. Our batteries have been used by many international manufacturers for a long time, and we have established a professional image as a custom battery manufacturer. Our product strategy is to maintain a high gross profit margin by maintaining a high level of flexibility in production technology and by reducing production costs through small quantities, rapid development, and excellent product quality and safety. (3) Good employee centripetal force, strong ambition, and high team consensus The company's main management team has a high degree of consensus and believes that employee centripetal force and ambition are the main driving force for the company's growth. With the spirit of teamwork, innovation, performance, and sharing, the company has actively opened up employee shareholdings to allow employees to share the fruits of management in order to unite employee centripetal force and ambition, and therefore has been able to achieve leap growth in recent years. 4. Positive and negative factors for future development and the company's response to such factors (1) Positive factors A. Lithium battery market continues to grow steadily With its high energy density, lithium polymer batteries have become the main energy supply choice for mobile electronic devices, taking full advantage of the thin and light features of consumer electronic products. Currently, lithium polymer batteries are widely used in smartphones, tablets, Bluetooth headsets and health management wearable devices. In recent years, electronic devices have evolved from portable to wearable, incorporating Internet and cloud computing technologies. New revolutionary products such as metaverse are in the pipeline, which will create a new wave of demand for small and medium-sized lithium polymer batteries. 192 --- B. Wireless headset has become the market trend True wireless Bluetooth earphones have achieved broad consumer acceptance. As product design evolves from the single-battery configuration of traditional wired Bluetooth earphones to a three-battery configuration in true wireless devices, demand for lithium-ion batteries has correspondingly increased. According to industry research estimates, the wireless earphone market is expected to register a compound annual growth rate (CAGR) of approximately 19.8% from 2024 to 2030, with total market demand projected to reach approximately 1.6 billion units by 2030, thereby continuing to drive growth in the small-sized lithium battery market. C. Good customer base and high customer loyalty The battery is a key component, so the product needs to undergo continuous testing to obtain certification before it is used by customers, and the barrier to entry is high. Once certified by the customer, the customer and its downstream suppliers (OEM/ODM) will continue to have a relationship with the battery supplier and expand the scope of possible cooperation between them. In addition to our long-standing relationships with major European, American and Japanese manufacturers, we also actively cooperate with domestic and foreign midstream and downstream customers or system manufacturers. With a good customer base and the characteristics of the supply chain, we continue to use our technical advantages and cooperative development methods to actively develop new customers and markets. D. Excellent R&D team with technical advantages Since our company was established, we have focused on developing our own excellent technology know-how, and have been actively developing high energy density and high reliability lithium polymer battery products to enter the niche market with more diversified and customized products. We will continue to invest in R&D and design to create new products that are marketable, forward-looking and future-oriented and introduce them to the market. E. We insist on producing and selling high quality products The most important basis for the survival and development of a company is to provide high quality products, and the battery industry has even more stringent requirements for quality. Therefore, our company always implements the "Total Quality System", continuously improves product quality and strengthens 193 --- customer service as our first priority, and obtains a high degree of customer trust. (2) Negative factors for future development and the company's response to such factors A. Price competition in some manufacturers' markets Some of the competing manufacturers produce poor quality, low-cost battery products, resulting in a highly competitive price market. The company's response to such factors: a. Strengthen long-term cooperation with customers and establish good relationships. b. Continuously strengthen our grasp of product trends in the Bluetooth market to provide new batteries and meet customers' needs in a timely manner. c. Continue to develop branded customers for wearable devices to realize the strengths of Synergis' products including quality, service, and price. d. Continuously provide high quality and reliable products to differentiate ourselves from our competitors. e. Continuously improve production efficiency and reduce costs to improve price competitiveness. B. High automation threshold for small lithium batteries, labor requirements make costs higher However, it is not easy to automate the production of customized small lithium batteries, and the demand for manpower has increased the cost. The company's response to such factors: a. Continuously strengthen the automatic production technology to effectively reduce the production cost and further improve the cost performance. b. Shorten the production cycle to respond to market changes in a timely manner. Strengthen the cooperation with customers in inventory management in order to reduce inventory risk and flexible production. (ii) Usage and manufacturing processes for the company's main products 1. Usage for the company's main products: | Main products | Usage | | --- | --- | | Lithium polymer cells and battery packs | Consumer electronics products, including Bluetooth headsets, charging cases, portable music players, wireless keyboards, smart watches, health bracelets and medical devices. | --- # 2. Manufacturing processes: Our main production process is shown below:  (iii) Supply situation for the company's major raw materials | Main raw materials | Supplier | Supply situation | | --- | --- | --- | | Protective circuit module | 1210037、1210065、2110157 | Good and stable | | Tab lead | 1110013、2110091 | Good and stable | | Cathode powder | 2110143、2110156、2110168、2110160 | Good and stable | | Anode powder | 2110007、2110132 | Good and stable | | Release film | 1110020、2110125 | Good and stable | | Aluminum bag | 2110145、2110154 | Good and stable | (iv) List of major customers for purchases and sales 1. A list of any suppliers and clients accounting for 10 percent or more of the company's total procurement amount in either of the 2 most recent fiscal years, the amounts bought from each, the percentage of total procurement accounted for by each Unit: NT$ Thousand | | 2024 | | | | 2025 | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Item | Name | Amount | Percentage of annual net purchases (%) | Relationship with the issuer | Name | Amount | Percentage of annual net purchases (%) | Relationship with the issuer | | 1 | 1210003 | 47,910 | 12.65 | None | 1210037 | 54,140 | 15.38 | None | | 2 | 1110002 | 33,049 | 8.72 | None | 1210065 | 37,009 | 10.51 | None | --- 196 | 3 | 2110143 | 31,608 | 8.34 | None | 2110111 | 23,610 | 6.71 | None | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 4 | Others | 266,262 | 70.29 | | Others | 237,354 | 67.40 | | | | Net purchases | 378,829 | 100.00 | | Net purchases | 352,113 | 100.00 | | Note 1: list of any suppliers accounting for 10 percent or more of the company's total procurement amount in either of the 2 most recent fiscal years, the amounts bought from each, the percentage of total procurement accounted for by each. Where the company is prohibited by contract from revealing the name of a client, or where a trading counterpart is an individual person who is not a related party, it may use a code in place of the actual name. Note 2: As of the date of the annual report, the financial information of companies whose shares are listed or traded in the securities dealer's office should be disclosed if they have been audited or reviewed by an accountant most recently. ●Reason for increase/decrease: The main reason for adjusting suppliers is due to strategic procurement and changes in the prices of alternative materials. 2. A list of any suppliers and clients accounting for 10 percent or more of the company's total sales amount in either of the 2 most recent fiscal years, the amounts sold to each, the percentage of total sales accounted for by each, and an explanation of the reason for increases or decreases in the above figures Unit: NT$ Thousand | | 2024 | | | | 2025 | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Item | Name | Amount | Percentage of annual net sales (%) | Relationship with the issuer | Name | Amount | Percentage of annual net sales (%) | Relationship with the issuer | | 1 | 2086028 | 237,582 | 20.49 | None | 2086028 | 205,990 | 19.20 | None | | 2 | 2066003 | 175,349 | 15.13 | None | 2066003 | 169,483 | 15.80 | Other related parties | | 3 | 2852049 | 124,573 | 10.75 | None | 2852049 | 57,012 | 5.31 | None | | 4 | Others | 621,770 | 53.63 | | Others | 640,267 | 59.68 | | | | Net Revenue | 1,159,274 | 100.00 | | Net Revenue | 1,072,752 | 100.00 | | Note 1: list of any clients accounting for 10 percent or more of the company's total sales amount in either of the 2 most recent fiscal years, the amounts sold to each, the percentage of total sales accounted for by each. Where the company is prohibited by --- contract from revealing the name of a client, or where a trading counterpart is an individual person who is not a related party, it may use a code in place of the actual name. Note 2: As of the date of the annual report, the financial information of companies whose shares are listed or traded in the securities dealer's office should be disclosed if they have been audited or reviewed by an accountant most recently. ●Reason for increase/decrease: Due to changes in customer product demand. 197 --- (III) The number of employees employed for the 2 most recent fiscal years, and during the current fiscal year up to the date of publication of the annual report, their average years of service, average age, and education levels (including the percentage of employees at each level) | Year | | 2024 | 2025 | As of March 31, 2026 | | --- | --- | --- | --- | --- | | Number of employees | Direct staff | 655 | 553 | 596 | | | Indirect staff | 224 | 232 | 230 | | | Total | 879 | 785 | 826 | | Average age | | 33.60 | 34.72 | 34.08 | | Average years of service | | 3.95 | 4.76 | 4.44 | | Education levels | Ph.D. | 0.23% | 0.25% | 0.24% | | | Master’s degree | 2.50% | 3.82% | 3.63% | | | College | 49.83% | 48.67% | 51.45% | | | Senior high school | 18.20% | 21.02% | 19.98% | | | Below senior high school | 29.24% | 26.24% | 24.70% | (IV) Disbursements for environmental protection Recently, for the current fiscal year and up to the date of the annual report's publication, any losses incurred due to environmental pollution (including compensation and findings of environmental protection inspections indicating violations of environmental regulations) must be disclosed. This disclosure should include details such as the date of the penalty, penalty reference number, violated regulatory articles, nature of the violations, and details of the penalty imposed. Furthermore, it is required to disclose both current and estimated future amounts of potential losses, as well as corresponding mitigation measures. If it is not feasible to reasonably estimate such losses, an explanation of the reasons for this inability to estimate should be provided.: None (V) Labor relations (i) Employee benefit plans, continuing education, training, retirement systems, and the status of their implementation, and the status of labor-management agreements and measures for preserving employees' rights and interests. 1. Employee benefit plans: (1) Birthday cash gifts for employees. (2) Subsidies provided by the company and the employee welfare committee for marriage, childbirth, and bereavement leave. Gift cards or gifts distributed on the three festivals. --- (3) Festival gift vouchers or presents distributed during major holidays. The Company pays employees holiday bonuses and operating bonuses every year according to the operation status. (4) Annual domestic company-sponsored employee trips. (5) In addition to labor and health insurance, the company provides free group. insurance coverage for employees and their spouses. (6) Holiday and performance bonuses distributed annually based on business performance. (7) Travel subsidies for employees' personal vacations. (8) Hold a birthday party for employees. 2. Continuing education and training (1) The company holds training courses from time to time, and employees attend them according to their work and duties. (2) Employees may attend external training courses as needed for their work, and the cost is subsidized by the company as a principle. 3. Retirement systems and status of implementation: To stabilize the livelihoods of retired employees, the company has established a retirement policy in accordance with the Labor Standards Act. A Labor Retirement Reserve Supervision Committee has also been set up. Every month, the company allocates 2% of the total salary expenses to the retirement reserve, which is stored in a dedicated account at the Taiwan Bank to protect labor rights. Starting from July 1, 2005, the company also adopted the government's new retirement policy, which allocates 6% of total employee wages to individual retirement accounts. Employees who voluntarily contribute to their retirement funds will have an additional contribution deducted from their monthly salary, which will be transferred to their personal retirement account at the Labor Insurance Bureau. (1) Retirement Pension System under the Labor Standards Act: A. To ensure the well-being of retired employees, the company has established a retirement policy in accordance with the Labor Standards Act. A Labor Retirement Reserve Supervision Committee has been formed, and each month, the company allocates 2% of the total salary expenses to the retirement reserve, which is stored in a dedicated account at Taiwan Bank to protect labor rights. B. Every year, based on the actuarial assessment report provided by a pension management company, the company calculates the amount of retirement reserve allocated for employees under the old system. Therefore, the company has applied to the Hsinchu Science Park Administration for approval to suspend further contributions. 199 --- C. By the end of 2025, the accumulated labor retirement reserve will amount to approximately NT$19.93 million. (2) Retirement Pension System under the Labor Pension Act: A. Starting from July 1, 2005, the company adopted the government's new pension system. Under this system, 6% of total employee wages is allocated to individual retirement accounts. Employees who voluntarily contribute to their retirement fund will have an additional amount deducted from their monthly salary and transferred to their personal retirement account at the Labor Insurance Bureau, based on their voluntary contribution rate. B. The total contribution to the new pension system in 2025 is approximately NT$2.39 million. (3) Retirement Pension Entitlement Standards: A. The retirement pension entitlement standard applies to both pre- and post-implementation work years under the Labor Standards Act. Employees may choose to continue applying the retirement provisions of the "Labor Standards Act" or retain the previous work years under the Labor Pension Act. The pension calculation follows Articles 84-2 and 55 of the Labor Standards Act. B. Employees with the above-mentioned work years, who are mandated to retire under Article 35, Item 1, Sub-item 2, and whose mental impairment or physical disability is due to performing their duties, shall receive an additional 20% based on Article 55, Item 1, Sub-item 2 of the Labor Standards Act. C. For employees covered by the Labor Pension Act, the company contributes 6% of their monthly salary to their individual retirement pension accounts. (4) Retirement Pension Payment: The company will pay the employee's retirement pension within 30 days from the employee's retirement date. (5) Subsidiary Kunshan Xingneng Energy Co., Ltd. In accordance with the pension insurance system stipulated by the government of the People's Republic of China, the subsidiary contributes a fixed percentage of the total salary of local employees to the pension insurance fund each month. The retirement pension of each employee is managed and coordinated by the government. Apart from the monthly contributions, the group has no further obligations. 4. State of labor-management coordination: (1) The company has harmonious labor relations and adopts a coordinated approach in dealing with labor issues, so that both employers and employees can reach a consensus and the work can be promoted smoothly. (2) The Company has a work management regulation that specifies employee rights and obligations and welfare items, and reviews and revises the relevant contents 200 --- as needed to protect the rights and interests of all employees. (3) The company belongs to industries covered by the Labor Standards Act and has always placed great importance on labor-management relations. All operations are conducted in compliance with the Labor Standards Act. As of now, labor-management relations are harmonious. 5. Employee rights and benefits: All employee rights and benefits of the Company are handled and maintained in accordance with laws and regulations. (ii) List any losses suffered by the company in the most recent fiscal year(2025) and up to the annual report publication date due to labor disputes (including any violations of the Labor Standards Act found in labor inspection, specifying the disposition dates, disposition reference numbers, the articles of law violated, the substance of the legal violations, and the content of the dispositions), and disclosing an estimate of possible expenses that could be incurred currently and in the future and measures being or to be taken. If a reasonable estimate cannot be made, an explanation of the facts of why it cannot be made shall be provided: None. ## (VI) Cyber security management (i) Describe the cyber security risk management framework, cyber security policies, concrete management programs, and investments in resources for cyber security management. 【Information Security Risk Management Framework】 The Company has appointed an Information Security Officer and designated information security personnel responsible for overseeing and implementing information security policies. Relevant departments cooperate in execution to ensure the effectiveness of the Company's information security management operations. In addition, an Information Security Committee has been established to manage and coordinate the Company's information security activities. The Committee is composed of representatives from various departments, each with relevant roles and responsibilities.  --- 202 【Information Security Policy】 To strengthen information security management, the Company has established internal control systems, including the “Computerized Information System Processing Procedures” and the “Information Security Management Regulations.” Through the collective efforts of all employees, the Company aims to achieve the following policy objectives. 1. Ensure the confidentiality and integrity of information assets. 2. Ensure that data access is granted in accordance with departmental roles and responsibilities. 3. Ensure the continuous operation of information systems. 4. Prevent unauthorized access to, use of, or modification of data and systems. 【Information Security Management Strategy】 1. The Company conducts regular information security awareness activities and provides periodic information security education and training. 2. All new employees are required to sign a confidentiality agreement and are responsible for protecting the Company’s information assets that they access or use, in order to prevent unauthorized access, alteration, damage, or improper disclosure. 3. All personnel shall comply with applicable laws, regulations, and information security policy requirements. Responsible supervisors shall oversee and ensure the effective implementation of information security controls, and strengthen employees’ awareness of information security and legal compliance. 4. All personal computers must be installed with antivirus software, regularly updated with the latest virus definitions, and use properly licensed software. 5. Employees are responsible for safeguarding their accounts, passwords, and access rights, and must change passwords on a regular basis. 6. Maintenance services are provided by outsourced professional IT service vendors. 【Information Security Management Plan for 2025】 | (1). Network Security Protection Status | The network security protection framework has been progressively enhanced as follows: 1. Shineng Taiwan and Shineng Kunshan deployed new firewalls (2025 / Year 114) and enterprise antivirus systems to effectively defend against external attacks. 2. VPN and bastion host technologies are utilized to strengthen access control, ensuring strict authentication, authorization, and auditability for external access. 3. VLAN technology is implemented to achieve network segmentation, which restricts broadcast traffic, reduces potential threats, and further lowers the risk of information leakage. | | --- | --- | --- | (2). System Control Strategy | The access control policy is effectively implemented by precisely assigning permissions based on employees’ job responsibilities. Combined with strict privilege management and access auditing, this ensures that specific systems and data are accessible only to authorized personnel. This approach reduces internal risks while enhancing the security of information systems. | | --- | --- | | (3). Information Security Management System | The Company continuously operates its Information Security Management System (ISO 27001), improves its management policies and governance framework, and progressively enhances its information security level. This helps strengthen the security of information assets and reduce the risk of information leakage and data loss. It also supports compliance with domestic and international information security laws and regulations, thereby reducing legal risks. | | (4). Backup and Recovery | 1.Shineng Kunshan conducts regular full and incremental backups using professional backup equipment. Off-site backups are implemented via fiber channel to ensure rapid data recovery in the event of local data loss (2025). 2.A detailed disaster recovery plan has been established, including backup strategies and recovery procedures. 3.Regular recovery drills are conducted to ensure that recovery operations can be effectively executed in the event of an incident. | | (5). Current Status of Vulnerability Management | Through management software, the Company can centrally collect and deploy the latest system security patches and software updates. Client systems and software are updated in a timely manner to reduce security incidents caused by unpatched vulnerabilities. | | (6). Employee Security Training and Drills | In May, the Company will conduct organization-wide information security training covering topics such as password management, email security, and anti-phishing techniques. A phishing email simulation exercise will also be completed in May to enhance employees’ security awareness and defensive capabilities, thereby reducing the risk of security incidents at the source. Another phishing email simulation exercise will be conducted in December. | 203 --- 204 | (7). Hardware and Software Management | Through a professional hardware and software asset management system, the Company monitors software usage in real time to promptly detect unauthorized or illegal software usage and takes appropriate corrective actions. TWS purchased professional software Solid Edge in 2025. KSS additionally acquired and upgraded the professional software SOLIDWORKS in 2025. | | --- | --- | | (8). User Behavior Management | 1. Internet and email outbound management: A behavior management system is used to control users’ internet access and email sending activities to prevent the leakage of sensitive information. 2. Removable storage device management: Strict controls are applied to external storage devices. Only authorized devices are allowed to connect, and security scanning is performed to ensure that no viruses are introduced through such devices. | 【Achievements in 2025】 The Company’s implementation of information security risk management for 2025 was reported to the Board of Directors on December 11, 2025. In 2025, no major information security incidents occurred. All new employees (100%) completed information security training, and all employees participated in phased information security training sessions, totaling 1,930 person-times, strengthening overall security awareness. In addition, two phishing simulation exercises were conducted. The Company also continuously carried out planned updates and upgrades of IT hardware and software equipment. | (1). Information Security Incident Status | The implementation of security measures has achieved significant results. Key risk events have met the “zero incidents” target, as follows: data leakage incidents: 0; internal network hacking incidents: 0; ransomware or virus attacks: 0. | | --- | --- | | (2). Effectiveness of Data Protection | Access controls for sensitive data have been strengthened to ensure data security during transmission and storage, effectively preventing data leakage and unauthorized access. Regular data backups are performed, and disaster recovery exercises are conducted periodically to ensure that recovery operations can be effectively executed in the event of an actual disaster. | | (3). Improvement of | Through the expansion and replacement of IT equipment, | --- 205 | System Stability | system architecture optimization, and regular maintenance, system stability and reliability have been significantly improved, resulting in reduced system downtime and business interruptions. Compared with 2024, Shineng Taiwan achieved a cumulative reduction of 15.5% in equipment-related incidents and a 41.5% reduction in system-related incidents. Shineng Kunshan achieved a cumulative reduction of 54% in equipment-related incidents and a 42% reduction in system-related incidents. | | --- | --- | | (4). Level of Compliance | The Company strictly complies with national and industry information security laws and regulations. Through regular information security management reviews, the Company ensures the effective implementation of security measures and compliance with relevant regulatory requirements. | 【Information Security Risk Identification and Treatment Plan for 2026】 | (1). Risk Identification | 【TWS】 1. Some information equipment is relatively outdated. 2. The email server software is outdated and has reached end of support (EOL). 3. Endpoint detection and protection for end-user devices is insufficient. 4. Information security-related management policies are incomplete. 【TWS】 1. Production network is becoming overly complex: The production network architecture is bloated, the address structure is disorganized, and security zone isolation is prone to failure, making governance increasingly difficult. 2. Shortage of professional software licenses: The number of Minitab network licenses is insufficient, and additional licenses are required to ensure business continuity. | | --- | --- | | (2). Risk Treatment | 【TWS】 1. IT equipment replacement is being carried out in accordance with the planned schedule and is ongoing. 2. Replacement of the existing email server to support new encryption protocols is scheduled for Q1 2026. | --- 206 3. EDR will be implemented and integrated with antivirus functions to establish endpoint protection; this initiative is ongoing. 4. The Information Security Management Policies will be revised in accordance with the “Guidelines for Cybersecurity Management of Listed Companies,” scheduled for Q1 2026. 【KSS】 1. Production network remediation: The network will be restructured into a three-tier topology, with standardized IP and DHCP management, segmented security zones, and least-privilege access controls to ensure production continuity. Scheduled for Q1 2026. 2. License gap: Additional Minitab licenses will be purchased to increase the number of available licenses. Scheduled for Q2 2026. (ii) List any losses suffered by the company in the most recent fiscal year and up to the annual report publication date due to significant cyber security incidents, the possible impacts therefrom, and measures being or to be taken. If a reasonable estimate cannot be made, an explanation of the facts of why it cannot be made shall be provided: The Company did not suffer business damages resulted from material cyber security incidents regarding cyber security management during the most recent fiscal years and as of the date of publication of the annual report. (VII) Important contracts The contracting parties, major content, restrictive clauses, and the commencement dates and expiration dates of supply/distribution contracts, technical cooperation contracts, engineering/construction contracts, long-term loan contracts, and other contracts that would affect shareholders' equity, where said contracts were either still effective as of the date of publication of the annual report, or expired in the most recent fiscal year: | Nature of contract | Parties | Beginning and end dates of contract | Major content | Restrictive clauses | | --- | --- | --- | --- | --- | | Factory office lease agreement | Hsinchu Science Park Bureau, NSTC | Jan. 2025 - Dec. 2029 | 6-3 The monthly rent is NT$279,802 (before tax) for the 1,514 square meters of factory space. | None | --- | Nature of contract | Parties | Beginning and end dates of contract | Major content | Restric tive clauses | | --- | --- | --- | --- | --- | | Factory office lease agreement | Hsinchu Science Park Bureau, NSTC | Jan. 2025 - Dec. 2029 | 6-1 The monthly rent is NT$279,987 (before tax) for the 1,515 square meters of factory space. | None | | House Lease Agreement | Zhou Jieshi | May.2025~June. 2026 | The area in use is 20 ping, and the monthly rent is NT$43,000 (excluding tax). | None | | Extension of fund lending | Kunshan Synergy Scientech | Apr. 2026 - Mar. 2027 | Amount: USD5,000,000 | None | | Kunshan State-owned Land Right of Use Assignment Contract | Kunshan Land Management Bureau | Mar. 2001 - Jun. 2051 | Two parcels of land use rights, with areas of 26,668.00 square meters and 40,000.00 square meters respectively, have been granted for a term of 50 years. | None | | Kunshan State-owned Land Right of Use Assignment Contract | Kunshan Land Management Bureau | Mar. 2001 - Jun. 2051 | | | --- V. A Review and Analysis of the Company's Financial Position and Financial Performance, and a Listing of Risks (I) Financial Analysis Unit: NT$ Thousand | Year Item | 2025 | 2024 | Difference | | | --- | --- | --- | --- | --- | | | | | Amount | % | | Current assets | 955,233 | 1,006,958 | (51,725) | -5.14% | | Non-current assets | 777,281 | 854,300 | (77,019) | -9.02% | | Total assets | 1,732,514 | 1,861,258 | (128,744) | -6.92% | | Current liabilities | 325,887 | 304,998 | 20,889 | 6.85% | | Non-current liabilities | 30,393 | 45,333 | (14,940) | -32.96% | | Total liabilities | 356,280 | 350,331 | 5,949 | 1.70% | | Share capital | 937,889 | 937,509 | 380 | 0.04% | | Capital surplus | 319,631 | 318,548 | 1,083 | 0.34% | | Retained earnings | 158,942 | 282,647 | (123,705) | -43.77% | | Other equity | (40,228) | (27,777) | (12,451) | -44.82% | | Treasury shares | - | - | - | 0.00% | | Total equity | 1,376,234 | 1,510,927 | (134,693) | -8.91% | | Analysis of changes in financial ratios: (Please analyze and explain if the percentage of change reaches 20% and the amount exceeds NT$10 million). (1). Non-current liabilities: Primarily due to fluctuations in the USD to NTD exchange rate, resulting in a decrease in deferred tax liabilities. (2). Retained earnings: Mainly due to losses incurred during the period, leading to a decrease in retained earnings. (3). Other equity: Primarily due to fluctuations in the USD to NTD exchange rate. | | | | | ● Impact of financial condition changes over the past two years: No significant impact on the financial condition. ● Future response plan: Not applicable. --- # (II) Financial performance (i) Comparative analysis of financial performance Unit: NT$ Thousand | Year Item | 2025 | 2024 | Increase (decrease) amount | Percentage of change % | | --- | --- | --- | --- | --- | | Net operating income | 1,072,752 | 1,159,274 | (86,522) | -7.46% | | Operating Costs | 871,973 | 941,423 | (69,450) | -7.38% | | Gross Profit | 200,779 | 217,851 | (17,072) | -7.84% | | Operating Expenses | 263,237 | 253,103 | 10,134 | 4.00% | | Operating Loss | (62,458) | (35,252) | (27,206) | -77.18% | | Non-operating income and expenses | (34,803) | 50,964 | (85,767) | -168.29% | | Profit Before Income Tax | (97,261) | 15,712 | (112,973) | -719.02% | | Income tax expense | (1,811) | 6,141 | (7,952) | -129.49% | | Net income (loss) for the period | (95,450) | 9,571 | (105,021) | -1097.28% | | Significant changes in operating income, operating profit and net income before income tax for the last two years (changes of 10% or more in the prior and subsequent periods, and absolute changes amounting to NT$10 million) (1). Operating loss: The loss for fiscal year 2025 increased compared to the same period last year, primarily due to a decline in revenue, a reduction in the export VAT refund rate in Mainland China from 13% to 9% following tax policy adjustments, and increased R&D expenses. (2). Non-operating income and expenses: Non-operating income and expenses decreased in fiscal year 2025 compared to the same period last year, mainly due to the recognition of asset write-off and impairment losses, as well as the appreciation of the NTD against the USD. (3). Pre-tax net profit / Net profit for the period: The pre-tax net profit and net profit for fiscal year 2025 decreased compared to the same period last year, primarily due to a decline in revenue, a reduction in the export VAT refund rate in Mainland China from 13% to 9% following tax policy adjustments, increased R&D expenses, recognition of asset write-off and impairment losses, and the appreciation of the NTD against the USD. | | | | | (ii) Expected sales volume and its basis: The Company has not publicly disclosed consolidated financial forecasts; therefore, this is not applicable. --- (iii) Potential effect upon the company's financial operations and countermeasures 1. Continuous investment in technology research and development resources to support our customers with product diversification and convenience. 2. Continuous quality management to deliver on-time, defect-free products to our customers. 3. Continuous investment in the local and mainland markets, and development in the European and American markets to expand our market share. (III) Cash flow (i) Analysis of cash flow during the most recent fiscal year Unit: NT$ Thousand | Year Item | 2025 | 2024 | Difference | | | --- | --- | --- | --- | --- | | | | | Amount | Percentage of change % | | Business Activities | 113,206 | 94,290 | 18,916 | 20.06% | | Investment Activities | (44,269) | (78,047) | 33,778 | 43.28% | | Fundraising Activities | (10,369) | (375,057) | 364,688 | 97.24% | | Net cash inflow (outflow) | 59,885 | (366,470) | 426,355 | 116.34% | | Analysis of changes in financial ratios: Operating activities: Net cash inflow for fiscal year 2025 increased compared to the same period last year, mainly due to the gradual recovery of accounts receivable. Investing activities: Net cash outflow for fiscal year 2025 decreased compared to the same period last year, primarily due to the gradual recovery of bills of exchange issued by subsidiaries. Financing activities: Net cash outflow for fiscal year 2025 decreased compared to the same period last year, mainly due to the repayment of maturing corporate bonds in the previous year. | | | | | (ii) Improvement plan for illiquid: Not applicable. (iii) A liquidity analysis for the coming year: There is no illiquid of cash. (IV) The effect upon financial operations of any major capital expenditures during the most recent fiscal year (i) Significant capital expenditures and sources of funds: In April 2021, we completed the capital increase plan of our subsidiary, Kunshan SYNergy Scientech Co., Ltd. The capital is provided by domestic first-time convertible bonds, and if there is a shortfall, the capital is provided by --- own funds or other means. (ii) Potential benefits expected: The expansion of the plant will meet operational development needs and enhance overall competitiveness. (V) The annual report shall describe the company's reinvestment policy for the most recent fiscal year, the main reasons for the profits/losses generated thereby, the plan for improving re-investment profitability, and investment plans for the coming year Dec. 31, 2025; Unit: NT$ Thousand | Investee enterprises | Investment amount | Main business items | Recognition of investment income or loss of the investee company during the most recent fiscal year | Main reasons for gain or loss | Improvement plan | Other future investment plans | | --- | --- | --- | --- | --- | --- | --- | | NEW ABLE INVESTMENT LIMITED | 794,738 | General investment | (53,419) | Recognized an investment loss from SYNergy Investment. | NA | Subject to operating conditions | | SYNST Investment Co. | 794,704 | General investment | (53,794) | Recognized as investment income of Kunshan SYNergy Scientech | NA | Subject to operating conditions | | Kunshan Synergy Scientech Co., Ltd. | 794,726 | Production of various lithium batteries and other related services | (53,794) | The main reasons for the significant increase in losses this period are the decline in revenue this year, adjustments to tax policies in Mainland China, and internal asset impairment execution. | NA | Subject to operating conditions | --- (VI) Risk analysis and assessment (i) The effect upon the company's profits (losses) of interest and exchange rate fluctuations and changes in the inflation rate, and response measures to be taken in the future: 1. Interest fluctuation: (1) Impact on the Company's revenue and profitability Unit: NT$ Thousand | Year Item | 2024 | | | 2025 | | | | --- | --- | --- | --- | --- | --- | --- | | | Amount | Percentages of operating income | Percentages of pre-tax income | Amount | Percentages of operating income | Percentages of pre-tax income | | Interest income | 6,939 | 0.60% | 44.16% | 6,975 | 0.65% | -7.17% | | Interest expense | 1,935 | 0.17% | 12.32% | 1,835 | 0.17% | -1.89% | Source: All financial statements have been audited and certified by the CPAs. The Company's interest income for fiscal years 2024 and 2025 amounted to NT$6,939 thousand and NT$6,975 thousand, respectively. The ratios of interest income to revenue and pre-tax profit (loss) for each period were 0.60% and 44.16%, and 0.65% and (7.17%), respectively. In addition, the Company's interest expenses for fiscal years 2024 and 2025 were NT$1,935 thousand and NT$1,835 thousand, respectively. The ratios of interest expenses to revenue were 0.17% and 0.17%, respectively, while the ratios to pre-tax profit (loss) were 12.32% and (1.89%), respectively. Overall, changes in interest rates have had no material impact on the Company. (2) Specific countermeasures As of the date of the annual report, based on sound financial management principles, the Company has been able to obtain sufficient funds to meet its operating expenses by receiving payments for goods. The amount of bank financing used by the Company is still small, therefore, the change in interest rate has no significant impact on the Company. 2. Exchange rate fluctuation: (1) Effect of exchange rate changes on the Company's revenue Unit: NT$ Thousand | Year Item | 2024 | 2025 | | --- | --- | --- | | Exchange (loss) gain | 41,004 | (12,446) | --- | Operating revenue | 1,159,274 | 1,072,752 | | --- | --- | --- | | Profit Before Income Tax | 15,712 | (97,261) | | Exchange gain (loss)/operating revenue (%) | 3.54% | -1.16% | Source: All financial statements have been audited and certified by the CPAs. The Company's foreign exchange gains (losses) for fiscal years 2024 and 2025 amounted to NT$41,004 thousand and (NT$12,446) thousand, respectively. The ratios of exchange gains (losses) to revenue were 3.54% and (1.16%), respectively. The Company's products are primarily denominated in US dollars. During fiscal year 2025, the appreciation of the New Taiwan dollar against the US dollar resulted in foreign exchange losses; therefore, exchange rate fluctuations had a certain degree of impact on the Company's profitability. (2) Specific countermeasures A. When the Company and its subsidiary business units provide quotations to customers, the quotation decision incorporates the trend of the exchange rate and dynamically adjusts the quotation to avoid significant impact on the Company's profitability due to exchange rate fluctuations. B. The accounts receivable and accounts payable of the Company and its subsidiaries are mainly denominated in U.S. Dollars. Our main strategy for exchange rate risk control is to use natural hedge. The Company's financial department adjusts the position of foreign currency assets and liabilities in a timely manner to reduce the risk of exchange rate fluctuations. C. The financial departments of the Company and its subsidiaries maintain close relationships with financial institutions, continuously observe changes in exchange rates, and flexibly adjust foreign currency positions in the spot market. If necessary, depending on the Company's foreign exchange revenue and expenses and changes in the foreign exchange market, the Company will undertake foreign exchange hedging instruments to reduce exchange risk. 3. Inflation: (1) Analysis of the impact on the company In recent years, the overall economic environment has shown a slight inflationary trend due to the increase in global resources and prices, but the Company and its subsidiaries have not been materially affected by inflation in the most recent year or as of the date of publication of the prospectus. (2) Specific countermeasures A. The Company keeps an eye on the fluctuation of raw material market prices and maintains good interaction with suppliers and customers to anticipate the trend of raw material market and set the purchase quantity and unit price in --- advance in order to reduce the impact of price increase; or actively develop the source of raw material supply to try to reduce production cost. B. In addition, the Company dynamically adjusts the selling price to customers when the cost of raw materials exceeds a preset tolerance range to avoid significant impact on the Company due to inflation. (ii) The company's policy regarding high-risk investments, highly leveraged investments, loans to other parties, endorsements, guarantees, and derivatives transactions; the main reasons for the profits/losses generated thereby; and response measures to be taken in the future: 1. The Company and its subsidiaries are focused on their own operations and do not engage in high-risk and highly leveraged investments. Kunshan SYNergy Scientech is the main production base of the Company, which has business development needs with the subsidiary, resulting in capital loans and endorsement guarantees to the subsidiary. However, the transactions are conducted in accordance with the Procedures for Endorsement and Guarantee and Procedures for Lending Funds to Others established by the Company, and the information of each transaction is announced in accordance with the law. In addition, the aforementioned transactions were generated from normal operations and business needs, and therefore should not pose significant risks to the operations of the Company and its subsidiaries. 2. In response to the risk of exchange rate fluctuations, the Company enters into hedging derivative financial instruments as appropriate and follows the Regulations Governing the Acquisition and Disposal of Assets, and announces all transaction information in accordance with the law. (iii) Research and development work to be carried out in the future, and further expenditures expected for research and development work: The future research and development of the Company and its subsidiaries will focus on medium and small lithium polymer batteries for the consumer electronics market. We will continue to develop high energy density active materials and special electrolyte additives to improve battery energy density and safety performance in materials, processes and cell design, and will develop more diverse and smaller battery shapes to meet the customization needs of portable and wearable electronic devices. At the same time, in response to the trend of rising raw materials for batteries, a new formulation system will be established to meet customers' requirements for high capacity and balanced price, and R&D expenses are expected to continue to increase moderately. (iv) Effect on the company's financial operations of important policies adopted and changes in the legal environment at home and abroad, and measures to be taken in response: 214 --- The Company and its subsidiary's daily operations comply with relevant domestic and foreign laws and regulations. The Company pays attention to the domestic and foreign development trends and regulatory changes at all times, and collects relevant information for references by the management to make decisions in order to adjust relevant business strategies. Therefore, the Company and its subsidiaries have not been subject to significant domestic or foreign policy and legal changes that would affect the Company's financial operations for the most recent year and up to the date of printing of the annual report. (v) Effect on the company's financial operations of developments in science and technology (including cyber security risks) as well as industrial change, and measures to be taken in response: The Company keeps a close watch on the trends of industry-related technological development and evaluates and studies the technological developments in the industry that will have a significant impact on the Company's future development and financial operations and the necessary measures to address them. In recent years, cyber attacks and ransomware information security incidents have been frequently reported, so we pay special attention to information security risk control and protection, deploy effective information security control and protection, and implement strict control measures. As of the printing date of the annual report, there have been no technological changes (including information and communications security risks) or industry changes that have affected the financial operations. (vi) Effect on the company's crisis management of changes in the company's corporate image, and measures to be taken in response: The Company and its subsidiaries are committed to maintaining their corporate image, complying with laws and regulations, and upholding the principles of professionalism and integrity in their operations. Therefore, nothing has happened to the Company and its subsidiaries in the most recent year and up to the date of printing of the annual report that would affect the Company's corporate image. (vii) Expected benefits and possible risks associated with any merger and acquisitions, and mitigation measures being or to be taken: There were no merger or acquisition plans for the Company and its subsidiaries during the most recent fiscal year and as of the date of publication of the annual report during the current year. However, if there is a merger and acquisition plan in the future, we will follow the asset evaluation method and procedures obtained by the Company and take a prudent approach to evaluate whether the merger can bring specific comprehensive effects to the Company, in order to protect the interests of the Company and the shareholders' rights. 215 --- (viii) Expected benefits and possible risks associated with any plant expansion, and mitigation measures being or to be taken: In the most recent fiscal year and up until the date of the annual report's publication, the Company's subsidiary, Kunshan SYnergy, has slowed down its expansion plans. However, it remains focused on operational development needs and enhancing overall competitiveness. Both the Company and its subsidiaries will continue to strive for the acquisition of new customers, development of new product applications, and the advancement of new technologies to gain a competitive market advantage, while minimizing the risks associated with the inability to achieve economies of scale (ix) Risks associated with any consolidation of sales or purchasing operations, and mitigation measures being or to be taken: 1. Risks of concentration of imports and countermeasures: In addition to establishing good relationships with existing suppliers, the Company and its subsidiaries choose to deal mainly with ISO/QS certified international suppliers. In addition, for the procurement of critical materials, the Company and its subsidiaries maintain two or more suppliers as possible to ensure a stable supply of products. 2. Risks associated with concentration of sales and countermeasures: The Company and its subsidiaries mainly sell to well-known domestic and foreign companies. In 2024 and 2025, sales to a single customer did not exceed 30% of net sales for each period, so there was no concentration of sales. Based on the risk control, the Company and its subsidiaries not only cultivate existing major customers, but also actively develop new customers, and regularly and continuously evaluate the financial status of customers to reduce operational risks. (x) Effect upon and risk to the company in the event a major quantity of shares belonging to a director, supervisor, or shareholder holding greater than a 10 percent stake in the company has been transferred or has otherwise changed hands, and mitigation measures being or to be taken: There were no occurrence of a major quantity of shares belonging to a director, supervisor, or shareholder holding greater than a 10 percent stake in the company transferred or otherwise changed hands during the most recent fiscal year and as of the date of publication of the annual report during the current year. (xi) Effect upon and risk to company associated with any change in governance personnel or top management, and mitigation measures being or to be taken: The Company's directors' and supervisors' structure is stable. There were no changes in governance personnel or top management in the Company or its subsidiaries during the most recent year and as of the date of publication of the annual report during the current year. (xii) Litigious and non-litigious matters. List major litigious, non-litigious or administrative disputes that: (1) involve the company and/or any company director, any 216 --- company supervisor, the general manager, any person with actual responsibility for the firm, any major shareholder holding a stake of greater than 10 percent, and/or any company or companies controlled by the company; and (2) have been concluded by means of a final and unappealable judgment, or are still under litigation. Where such a dispute could materially affect shareholders' equity or the prices of the company's securities, the annual report shall disclose the facts of the dispute, amount of money at stake in the dispute, the date of litigation commencement, the main parties to the dispute, and the status of the dispute as of the date of publication of the annual report: None. (xiii) Other important risks, and mitigation measures being or to be taken: 1. Information security risk assessment and respons, the company maintains a strict and uncompromising approach to information security. Dedicated information security personnel are responsible for establishing security mechanisms, including: (1) Control of information environment, analysis and judgment, notification of events, related crisis management and continuous improvement of information quality. (2) Installation of anti-virus software with analysis of behavior patterns on internal PCs and servers, and automatic update of virus codes to enhance internal client protection. (3) Firewall devices with recognition capabilities for applications and communication ports are used on external connections to block and isolate abnormal connection behavior. (4) The mail protection identifies and blocks advertising spam from entering the host according to the subject or content wisdom, and updates the blacklist with reference to the international mail blacklist host and blocks the related IPs from sending mail. (5) Daily snapshot and backup to different plural hosts are used for data backup to reduce the time of data loss and reconstruction in case of a major crisis. 2. We follow the "Computerized Information System Operation" standard set by our company and accept our audit unit to conduct audit operation in accordance with the "Computerized Information System Operation Audit Details". We also arrange internal education training for our employees on information technology or information security every year to further enhance their awareness of information security risks and regulations. 3. There were no material cyber security incidents affecting the Company's operations during the most recent fiscal year and as of the date of publication of the annual report during the current year. (VII) Other important matters : None. --- VI. Special items to be included (I) Information related to the company's affiliates: (1). Consolidated Business Report of Affiliates (i) Affiliate Chart | SYNergy ScienTech Corp. | | | --- | --- | | | 100% | | Xing Jin Investment Limited | | | | 100% | | Xing Neng Investment Limited | | | | 100% | | Kunshan Synergy Scientech Co., Ltd. | | (ii) Profile of the affiliates Dec. 31, 2025 | Name of the enterprise | Date of incorporation | Address | Paid-in capital (NTD 1,000) | Major business or production items | | --- | --- | --- | --- | --- | | Xing Jin Investment Limited | Feb. 15, 2001 | TrustNet Chambers, Lotemau Centre, P.O. Box 1225, Apia, Samoa | 794,738 | General investment | | Xing Neng Investment Limited | Feb. 15, 2001 | TrustNet Chambers, Lotemau Centre, P.O. Box 1225, Apia, Samoa | 794,704 | General investment | | Kunshan Synergy Scientech Co., Ltd. | Mar. 30, 2001 | No. 688, Nanhe Road, Economic and Technological Development Zone, Kunshan, Jiangsu Province, China | 794,726 | Production of various lithium batteries and other related services | (iii) The shareholder information of entities presumed to have a controlling and subordinate relationship, in accordance with Article 369-3 of the Company Act.: None. --- (iv) The business of the affiliated companies and the division of work | Type of industry | Name of the affiliates | Division of work | | --- | --- | --- | | General investment | Xing Jin Investment Limited | Mainland Company with indirect investment | | General investment | Xing Neng Investment Limited | Mainland Company with indirect investment | | Production of various lithium batteries and other related services | Kunshan Synergy Scientech Co., Ltd. | Overseas Manufacturing Company | (v) Information on directors and supervisors and general managers of affiliated companies Unit: Share | Name of the enterprise | Job title | Name or representative | No. of shares held | | | --- | --- | --- | --- | --- | | | | | No. of shares | Percentage | | Xing Jin Investment Limited | Director | SYNergy ScienTech Corp. Representative: Hsieh, Hsiang-Hao | 25,744,946 | 100% | | Xing Neng Investment Limited | Director | Xing Jin Investment Limited Representative: Lo, Kao-Le | 25,754,661 | 100% | | Kunshan Synergy Scientech Co., Ltd. | Chairperson | Xing Neng Investment Limited Representative: Chen, Kuo-Chung | 0 | 100% | | | Director | Xing Neng Investment Limited Representative: Shih, Chiu-Ju | 0 | 100% | | | Director | Xing Neng Investment Limited Representative: Hsieh, Hsiang-Hao | 0 | 100% | | | Director | Xing Neng Investment Limited Representative: Lo, Kao-Le | 0 | 100% | | | General Manager | Hsieh, Hsiang-Hao | 0 | 100% | | | Supervisor | Xing Neng Investment Limited Representative: Li, Ping-Ying | 0 | 100% | --- (vi)Overview of Operations of the affiliates Dec. 31, 2025; Unit: NT$1,000 | Name of the enterprise | Capital of the business | Total assets | Total liabilities | Net worth | Operating revenue | Operating Income | Income (loss) for the period (net of Income Tax) | Earnings per share (net of Income Tax) | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Xing Jin Investment Limited | 794,738 | 743,368 | - | 743,368 | - | (53,419) | (53,419) | - | | Xing Neng Investment Limited | 794,704 | 747,443 | - | 747,443 | - | (53,794) | (53,794) | - | | Kunshan Synergy Scientech Co., Ltd. | 794,726 | 1,064,019 | 316,581 | 747,438 | 836,311 | (23,444) | (53,794) | - | --- (2). Consolidated financial statements of affiliates: SYNergy ScienTech Corp. and Subsidiaries Declaration of Consolidated Financial Statements of Affiliated Enterprises For the year ended December 31, 2025, pursuant to “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises”, the entities that are required to be included in the consolidated financial statements of the affiliates, are the same as the entities required to be included in the consolidated financial statements of SYNergy ScienTech Corp. and subsidiary in accordance with International Financial Reporting Standard No. 10. Additionally, if relevant information that should be disclosed in the consolidated financial statements of the affiliates has all been disclosed in the consolidated financial statements of SYNergy ScienTech Corp. and subsidiary, it shall not be required to prepare separate consolidated financial statements of affiliates. Hereby declare, SYNergy ScienTech Corp. Representative: Chen, Guozhong February 23, 2026 --- (II) If the company has carried out a private placement of securities during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report | Item | 2nd private placement during 2021 Issue date: Dec. 3, 2021 | | | | | | --- | --- | --- | --- | --- | --- | | Types of private placements of securities | Common stock | | | | | | Date of approval by the special meeting of shareholders and amount approved | Nov. 24, 2020; 9,500,000 shares | | | | | | Basis and rationality of the price setting | The price of the private placement of common stock was set at no less than 80% of the reference price. The reference price of private common stock is determined by the higher of the following two bases. A. The closing price of the common stock calculated on the basis of the simple arithmetic average of the closing price of the common stock for one, three or five business days prior to the pricing date, less the ex-rights of the gratis allotment and the allotment of dividends, and after adding back the capital reduction anti-defeasance. B. The closing price of the common stock for the 30 business days prior to the pricing date, net of the ex-rights and dividends of the gratis allotment and after adding back the inverse ex-rights of the capital reduction. | | | | | | Method of selection of qualified persons | The private placement was made available to parties in accordance with Article 43-6 of the Securities and Exchange Act | | | | | | Reason for necessity of private placement | A. Use of funds for private placement: enrich working capital, expand channels, expand plant and equipment, etc. B. Expected benefits: increase product lines, improve production capacity, increase channels and market share. | | | | | | Number of shares (or number of corporate bonds) | 7,300,000 shares | | | | | | Share payment completion date | Nov. 11, 2021 | | | | | | Information on the places | Counterparty of the private placement | Qualifications | Subscription quantity (thousand shares) | Relationship with the Company | Participation in the company's operations | | | MERRY ELECTRONICS (THAILAND) CO., LTD. | Article 43-6, Paragraph 1, Subparagraph 2 of the Securities and Exchange Act | 7,300 | None | None | | Actual subscription (or conversion) price | NT$ 25.8 | | | | | | Difference between the actual subscription (or conversion) price and the reference price | The price of the private placement was set at no less than 80% of the reference price. The reference price of the private placement was NT$32.23 and the actual subscription price was NT$25.80, which was not less than 80% of the reference price. | | | | | | Impacts of private placement on shareholders' equity | The price per share of the private placement of common stock and the conversion price of the private placement of domestic unsecured convertible bonds were priced in accordance with the law and with reference to the Company's current situation and future outlook, and in consideration of the three-year transfer restriction on private placement of marketable securities under the Securities and Exchange Act. The prices of the aforementioned private placement securities are determined in accordance with the Directions for Public Companies Conducting Private Placements of Securities. It is reasonable that there is no material impairment of shareholders' rights and interests. | | | | | --- | Fund utilization of private placement and project implementation progress | As of 2022 Q4, the funds were fully devoted to the Company's working capital | | --- | --- | | Private placement benefits | Increase product channels and market shares | Note: The company redeemed its private placement bonds on February 27, 2024. (III) Other matters that require additional description : None. (IV) If any of the situations listed in Article 36, paragraph 3, subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholders' equity or the price of the company's securities, has occurred during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report : Not applicable. --- 224 SYNergy ScienTech Corp. Chairperson Chen, Kuo-Chung | ||