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SYSCO Annual Report 2025

May 19, 2026

51955_rns_2026-05-19_9f475dbf-1feb-440c-a69a-1d0ae4e4de11.pdf

Annual Report

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Stock Code: 2029

Sheng Yu Steel Co., Ltd.

Annual Report 2025

(Translation)

Notice to readers

This English-version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English and Chinese versions, the Chinese version shall prevail.

Taiwan Stock Exchange Market Observation Post System : https://mops.twse.com.tw
Sheng Yu Steel Co., Ltd. Annual Report is available at https://www.shengyusteel.com
Printed on April 14, 2026


I. Spokesperson and Acting Spokesperson

Name Title TEL E-mail
Spokesperson Shih-Chiang Hung President 886-7-871-8111 [email protected]
Acting Spokesperson Ming-Hung Wu Asst. Vice President of Marketing
Grand Division 886-7-871-5433 [email protected]
Acting Spokesperson Jing-Si Chen General Manager of Finance &
Accounting Division 886-7-871-9000
Ext.120 [email protected]

II. Address & Telephone Number

  1. Headquarter
    Address : No.11, Chung Lin Rd., Hsiao Kang, Kaohsiung, 81260 Taiwan, R.O.C.
    Tel : 886-7-871-9000

  2. Factory
    Address : No.11, Chung Lin Rd., Hsiao Kang, Kaohsiung, 81260 Taiwan, R.O.C.
    Tel : 886-7-871-9000

III. Agency handling shares transfer

Name : Stock Transfer Agency Department of Taishin Securities Co., Ltd.
Address : B1, No.96, Sec. 1, Jianguo N. Rd., Zhongshan Dist., Taipei City 104, Taiwan (R.O.C.)
Website : https://www.tssco.com.tw
Tel : 886-2-2504-8125

IV. Financial Report Auditors

Name of CPAs : Xiu-Wen Chen, Lee-Yuan Kuo
Accounting Firm : Deloitte & Touche
Address : 3F, ChinaSteel Building No.88 Chenggong 2nd Rd. Qianzhen Dist. Kaohsiung, Taiwan (R.O.C.)
Website : https://www.deloitte.com.tw
Tel : 886-7-530-1888

V. Offshore Securities : None

VI. Company website : https://www.shengyusteel.com


Table of Contents

I Letter to Shareholders
A Operating results of 2025 ( 1 )
B Business plan for 2026 ( 3 )
C Development strategies ( 3 )
D The effect of external competition, the legal environment, and the overall business environment. ( 4 )
II Corporate Governance Report
A Information on directors, president, vice president, assistant vice president, and managers of all the company's divisions and branch units ( 5 )
B Remuneration paid during the most recent fiscal year to directors, president, and vice President ( 13 )
C Implementation of corporate governance ( 17 )
D Information on CPA professional fees ( 46 )
E Information on replacement of CPA ( 46 )
F The company's chairman, chief executive officer, chief financial officer, and managers in charge of its finance and accounting operations did not hold any positions in the company's independent auditing firm or its associates during the latest fiscal year ( 46 )
G Transfer or pledge of shares by the company's directors, managers and stockholders with more than 10% of the company's shares ( 46 )
H Information on the top 10 holders of the company's shares who are identified as related parties, spouse or relative within second-degree of kinship ( 47 )
I Information on the number of shares of the company invested by the company, any of the company's directors and executive officers or a company directly or indirectly controlled by the company and consolidated percentage of shareholding ( 47 )
III Capital Overview
A Capital and shares ( 48 )
B Issuance of corporate bonds ( 50 )
C Issuance of preferred share ( 50 )
D Issuance of global depository receipts ( 50 )
E Employee subscription warrants ( 50 )
F New restricted employee shares ( 50 )
G Issuance of new shares in connection with mergers or acquisitions or with acquisitions of shares of other companies ( 50 )
H Implementation of the capital utilization plan ( 50 )
IV Overview of Business Operations
A Description of the business ( 51 )
B Overview of market, production and sales ( 54 )
C Employee information ( 56 )
D Disbursements for environmental protection ( 56 )
E Labor relations ( 57 )
F Cyber security management ( 60 )
G Important contracts ( 61 )
V Review of Financial position, Financial performance, and Risk management
A Financial position ( 62 )
B Financial performance ( 62 )

C Cash flow ( 62 )
D The effect upon financial operations of any major capital expenditures during the most recent fiscal year ( 63 )
E 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 ( 63 )
F Analysis of risk management ( 64 )
G Other important matters ( 66 )
VI Special Items
A Information related to the company's associates ( 67 )
B Private placement of securities ( 67 )
C Other required disclosures ( 67 )
VII 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 ( 67 )

I. Letter to Shareholders

A. Operating results of 2025

In 2025, the global economy experienced significant disruptions as the rapid expansion of protectionist measures by the United States had a substantial impact across various industries, prompting countries worldwide to respond accordingly. Throughout the year, persistent risks such as rising prices and ongoing regional conflicts remained unresolved, posing numerous challenges for both governments and enterprises. With regard to Taiwan's economy, AI-related industries maintained strong performance driven by exports, while private consumption also grew steadily, resulting in an economic growth rate that exceeded initial expectations. However, sectors such as automotive-related industries, metals, rubber, and plastics continued to exhibit subdued growth due to the notable impact of U.S. tariffs.

In the steel industry, two major factors—sharp increases in U.S. tariffs and excess production capacity in China—posed significant challenges. Coupled with the lack of recovery in domestic demand, market conditions remained sluggish throughout the year. Although the impact of tariffs on the steel industry has gradually eased and signs of recovery have begun to emerge in the domestic market, uncertainties remain due to risk factors such as U.S. economic policies, geopolitical conflicts, and energy issues, making future market conditions difficult to predict.

The Company was likewise significantly affected by the increase in U.S. tariffs, facing challenging conditions in both domestic and international markets. In the domestic market, although efforts were made to secure orders capable of maintaining reasonable profit margins amid shrinking demand, profitability declined due to weak domestic demand. In overseas markets, despite severe challenges such as increased tariff costs resulting from higher U.S. tariffs, the Company improved its financial performance by expanding the scale of transactions that could still generate profits after accounting for tariff costs. Against this backdrop, the Company reported revenue of NT$13,271 million in 2025 (a decrease of NT$420 million compared to the previous year), operating income of NT$294 million (a decrease of NT$331 million), and net income of NT$252 million (a decrease of NT$338 million).

Looking ahead to 2026, U.S. protectionist measures are expected to further expand, while excess production capacity in China is unlikely to be resolved. In addition, costs associated with environmental initiatives such as carbon neutrality are expected to continue rising, resulting in a persistently challenging market environment for the Company. In response, all employees will work together to implement the following strategies: enhancing the quality of pre-painted steel products, accurately identifying customer needs, deepening AI applications and digital transformation, expanding into high-specification and high-margin overseas markets, and strengthening customer relationships. Through these efforts, the Company aims to achieve stable and sustained profitability, minimizing the impact of market fluctuations.

We earnestly request that all shareholders continue to provide their strong support.

  • 1 -

(1). The Implementation of the 2025 Business Plan
Unit: NT$ thousand

Item 2025
Operating revenues 13,270,890
Operating costs 11,903,711
Gross profit 1,367,179
Total operating expenses 1,073,188
Profit from operations 293,991
Net non-operating income and expenses 23,540
Profit before income tax 317,531

(2). Consolidated Profitability Analysis

Item 2025 2024
Net cash generated from (used in) operating activities (NT$ thousand) 1,104,105 397,816
Equity Ratio (%) 89.7 89.3
Financial structure Debt ratio (%) 10.3 10.7
Ratio of long-term capital to property, plant and equipment (%) 417.1 439.2
Solvency Current ratio (%) 766.2 721.9
Quick ratio (%) 577.0 521.2
Interest earned ratio (times) 57.3 214.4
Profitability Return on total assets (%) 2.2 5.3
Return on stockholders' equity (%) 2.5 5.8
Pre-tax income to paid-in capital (%) 9.9 22.9
Profit ratio (%) 1.9 4.3
Earnings per share (NT$) 0.74 1.81
Issued Shares 321,180,000 321,180,000

(3). Research and Development Status

Items satisfactorily completed :

1). Development of Water-Based Pre-Painted Steel Sheets

Water-based pre-painted steel sheets utilize water as a substitute for organic solvents, effectively reducing VOC emissions. They feature low odor and low toxicity, thereby improving the working environment and enhancing employee health and safety. At the same time, they align with environmental sustainability, product quality, and ESG core values, offering carbon reduction benefits. The products exhibit stable adhesion and excellent performance, making them suitable for high-quality steel applications such as building materials.

2). Development of New Pattern (Deep Rock) for Printed Pre-Painted Steel Sheets

The "Deep Rock" textured printed pre-painted steel sheets replicate natural stone patterns with distinct and layered textures, delivering a realistic stone-like visual effect. This product has been granted a design patent in the Republic of China (Design Patent No. 240985). Combined with highly weather-resistant coatings, it offers excellent UV resistance and formability, making it suitable for both interior and exterior building materials.

3). Development of Ultra Weather-Resistant Neo Matt Low-Gloss Warranty-Type Pre-Painted Steel Sheets

The ultra weather-resistant Neo Matt low-gloss pre-painted steel sheets adopt modified high-performance weather-resistant resins, providing excellent resistance to fading and chalking, along with stable gloss and a refined matte finish. With both superior weather resistance and excellent formability, the product meets practical construction requirements and is offered with coating warranty coverage. It is suitable for a wide range of outdoor building material applications.


4). Development of Water-Based Back-Coated Pre-Painted Steel Sheets for Foaming Applications

Water-based back-coated pre-painted steel sheets for foaming applications have been developed using low-VOC water-based coatings to replace solvent-based systems, achieving environmental benefits and carbon reduction while improving the working environment in line with ESG principles. The coating performance is stable, with excellent adhesion to PU foam, reducing the risk of delamination or bubble separation. The product is suitable for foamed structural applications in construction and home appliances.

Items undertaken :

1). Development of Matte-Finish Pre-Painted Steel Sheets for Home Appliances
2). Development of Fluorine-Modified High Weather-Resistant Pre-Painted Steel Sheets
3). Development of Antibacterial (USDA Non-Food Contact Grade) Pre-Painted Steel Sheets

B. Business Plan for 2026

(1). Business Objectives

1). Strengthen safety awareness and safety education, and rigorously implement safety management measures.
2). Reinforce the transfer of experience and skills, and deepen corporate culture.
3). Enhance talent development, leverage artificial intelligence, and promote the creation of a comfortable workplace environment.
4). Improve efficiency and reduce costs through the implementation of digital transformation.
5). Strengthen corporate governance and sustainable development.

(2) Sales Forecast and the Basis Thereof

Unit : Thousand tons

Major products Annual expected sales volume
Galvanized steel coils 210
Prepainted steel coils 126
Total 336

Basis : Production planning and actual sales experience, excluding processing service and other products.

(3) Important Production and Sales Policies

1). Expand sales channels, increase market share among existing customers, and enhance product value-added.
2). Develop new markets and customers to capture demand, introduce new products, and deepen cooperation with customers.
3). Promote digital transformation, reduce costs through improved efficiency, and establish environmentally friendly manufacturing processes.

C. Development Strategies

The global steel industry's operating environment is gradually transitioning from a period of high volatility to one of structural adjustment. Overall, although international political and economic conditions have become relatively more stable compared to previous periods, regional competition and rising cost pressures have become the norm. Industry challenges are shifting from short-term price fluctuations to long-term structural competition. Changes in U.S. tariff policies continue to result in cautious demand sentiment. Going forward, it is essential to strengthen market demand analysis and supply trend assessments, increase the proportion of high value-added and low-carbon products, strictly control inventory levels and raw material procurement risks, optimize energy efficiency and carbon reduction investments, and flexibly adjust order-taking and production and sales strategies to maintain stable profitability.

In the domestic market, the Company will actively promote specialized steel products, including highly corrosion-resistant, functional, and low-carbon environmentally friendly customized products, to enhance the brand recognition and market penetration of Sheng Yu. The Company will transform from a manufacturing and sales-oriented model into a provider of customer-oriented solutions, extending downstream processing and distribution services, optimizing its business portfolio, and strengthening its market share in pre-painted steel products and domestic coated construction materials. In the export market, the Company will continue to


deepen its presence in North America, enhance the promotion of niche products, target high-end application markets, expand distribution channels through supply chain collaboration, and transform into a key supplier of high value-added project-based products.

In addition, the Company places great importance on talent development and continuously strives to create a high-quality and friendly workplace to facilitate knowledge transfer and the growth of the new generation of employees, improve employee welfare to attract talent, and apply AI tools, data-driven decision-making, and automation to drive digital transformation and optimize operational processes. These efforts aim to enhance corporate resilience, strengthen a culture of responsibility through intelligent knowledge transfer, and achieve the Company's vision of sustainable development.

D. The Effect of External Competition, the Legal Environment, and the Overall Business Environment

The United States continues to promote industrial localization policies, while tightening tariffs and trade protection measures, further reinforcing the regionalization trend of global supply chains. Europe and the United States are entering a transition phase in monetary policy, with cautious approaches to interest rate cuts. Although global inflationary pressures have eased, corporate investment decisions remain generally conservative. Apart from investments in technology-related facilities, the pace of recovery remains insufficient, and steel demand has yet to demonstrate significant growth momentum. The Russia-Ukraine war and geopolitical tensions in the Middle East remain unresolved; although the market has largely reflected these risks, any escalation could still severely impact energy and raw material supplies. The European Union's Carbon Border Adjustment Mechanism (CBAM) has entered a substantive preparation stage, making the trend toward low-carbon steel increasingly evident. Government policies on carbon fees are gradually becoming clearer, and adjustments in electricity prices and the advancement of net-zero policies are increasingly reflected in cost structures. China's steel overcapacity issue remains unresolved, with excess capacity continuing to spill over into global markets. Price competition in regions such as Europe, Southeast Asia, and Australia remains intense, and the Company has adjusted its volume and pricing strategies to actively prepare for and respond to these conditions.

In the long term, the U.S.-China trade conflict has extended to global tariff protections and supply chain restructuring, leading to deeper industrial regionalization. Factors such as climate change response, transportation and energy considerations, and localized procurement have driven expansion investments, accelerating industry differentiation. The proportion of high value-added and differentiated products will become a key factor in future business development. In light of this, the Company will adhere to a prudent and steady management approach, closely monitor market changes and demand, and continuously enhance its core competitiveness through rapid and flexible decision-making capabilities, with the aim of achieving stable operations and sustainable development.

Chairman : Koichi Tarumiya

President : Shih-Chiang Hung

Accounting Manager: Pei-Yu Kuo


II. Corporate Governance Report

A. Information on directors, president, vice president, assistant vice president, and managers of all the company's divisions and branch units

(1). Directors

Information of directors -1

2026/04/14

Title Specialized Country of Origin Name Gender/Age Date elected Term (Years) First Election Date Shareholding when Elected Current Shareholding Square & March Shareholding Shareholding by National Management Experience (Education) Other Position Differences after six quarters of follow-up (approx. 12 months)
Shares % Shares % Shares % Shares % Title Name Relation
Chairman Japan
Japan YODOKO, Ltd.
Representative: Keichi Taramiya (Note) Male
58 2023.06.16 3 1993.06.10 167,446,855
N/A 52.1349% 204,181,843
0 63.5724%
0.0000% - - - - Graduated from Business Management of Business Administration, Kyoto Sangyo University 1. CEO of the company (Note)
2. Chairman of Yodoko International Ltd.
3. Director of Yodoko International (HK) Ltd. None None
Director Japan
R.O.C. YODOKO, Ltd.
Representative: Shih-Chiang Hung Male
64 2023.06.16 3 1993.06.10 167,446,855
N/A 52.1349% 204,181,843
8,715 63.5724%
0.0027% 1001 0.0005% - - 1. Department of Mold and Die Engineering,
National Kaohsiung University of Applied Sciences
2. Supervisor of cold-rolling plant and gas-urizing plant at Sysco; G.Manger of Operations Division, A.V.P. of Opel & Eng. Grand Division Concurrently serving as G.Manger of Engineering Division and V.P. of Enterprise Services Grand Division of the Company
3. Minister of Operations Division at Yudogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. 1. Provost of the company
2. Director of Yodoko International Ltd.
3. Vice Chairman of Yudogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd.
4. Director of Sheng-Shing Worldwide Corp. None None
Director Japan
R.O.C. YODOKO, Ltd.
Representative: Tang-Chih Lin Male
62 2023.06.16 3 1993.06.10 167,446,855
N/A 52.1349% 204,181,843
0 63.5724%
0.0000% - - - - 1. MBA, National Sun Yat-Sen University
2. Engineer of Production Planning Dept., Sales Representative of Plated domestic sales Dept., Manager of Raw Material Dept., G.Manger of Raw Material Division, AVP of Raw Material Grand Division and Vice President of Marketing Grand Division of the Company 1.V.P. of Marketing Grand Division of the company
2. Director of Sheng-Shing Worldwide Corp.
Executives Director of Sheng-Yu Industrial Management Corp.
4. Director & President of Yodoko International Ltd.
5. Director of Yudogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. None None
Director Japan
Japan YODOKO, Ltd.
Representative: Terashiro Yamamoto Male
61 2023.06.16 3 1993.06.10 167,446,855
N/A 52.1349% 204,181,843
0 63.5724%
0.0000% - - - - Graduated from English subject of Faculty of Foreign Studies, Dokkyo University 1. Business Headquarters, 1st Business Division and Export Group Leader of Tokyo branch, YODOKO, Ltd.
2. Director of Yodoko International Ltd. None None
Director Japan
Japan Fujiden International Corporation
Representative: Hideaki Arashima Male
64 2023.06.16 3 1994.06.17 3,370,195
N/A 1.0493% 3,370,195
0 1.0493%
0.0000% - - - - Graduated from Faculty of Foreign Studies, Kyoto Sangyo University 1. Director and Asia coordinating minister of Fujiden International Corporation
2. President of Fujiden International Asia Co., Ltd.
3. Director of Yodoko International Ltd. None None
Director R.O.C.
R.O.C. Yung Chi Paint & Varnish Mfg. Co., Ltd.
Representative: Te-Hsiang Chang Male
75 2023.06.16 3 1994.06.17 3,666,477
N/A 1.1422% 3,666,477
0 1.1422%
0.0000% - - - - Master of management from Cheng Shiu University/ Lecturer at Cheng Shiu University 1. Chairman of Seyou Industrial Co., Ltd.
2. Supervisor of Yung Ying Investment Co., Ltd.
3. Supervisor of Sancuangmin Co., Ltd.
4. Director of Yungxiang Investment Co., Ltd.
5. Director of Jauli - Haing Enterprise Co., Ltd.
6. Chairman of Yang Chi Paint & Varnish Mfg. (Vietnam) Co., Ltd.
7. Chairman of Estuoy Investment International Co., Ltd.
8. Director of Yang Chi America Corp.
9. Director of Continental Coatings, Inc. None None
Independent Director R.O.C. Ying-Fang Huang Male
72 2023.06.16 3 2017.06.15 0 0.0000% 0 0.0000% - - - - 1. Bachelor of mechanical engineering at National Cheng Kung University
2. Master of Business Administration at National Cheng Hung University
3. PhD in quality management at University of Paisley (now University of the West of Scotland)
4. Associate professor of National Kaohsiung University of Applied Sciences (KUAS) and head of the industrial and regional development center
5. Professor of KUAS and head of industrial engineering and management
6. Professor of KUAS and special assistant to president
7. Professor of KUAS and chair of school affairs at KUAS Yanchua Campus
8. President of Formate Institute of Technology
9. Professor of National Kaohsiung University of Science and Technology 1. Co-venter of the Company's Refinement on Committee
2. Independent director of Hi Scene World Enterprise Co., Ltd. None None
Independent Director R.O.C. Simon C. S. Liu Male
72 2023.06.16 3 2017.06.15 0 0.0000% 0 0.0000% - - - - 1. Bachelor of Law at Seuchow University
2. Consultant of Law and Li Attorneys-at-Law
3. Legal advisor of the Kaohsiung Chamber of Industry 1. Advisor of Yuh Yow Fishery Co., Ltd.
2. Member of the Refinement Committee of the Company None None
Independent Director R.O.C. Fang-Yih Hsu Male
59 2023.06.16 3 2017.06.15 0 0.0000% 0 0.0000% - - - - 1. Disdusted from Department of Accounting, National Cheng Hong University
2. Master (EMBA) in High Level Business Management of National Sun Yat-Sen University
3. Senior Manager of Debatte Touche Tobousto International Taiwan
4. Successful in the National Higher Examinations (Financial Specialists), Higher National Examination for Professional Occupations (Certified Public Accountants), National General Examination for Professional Occupations (Accounting Officers) Member of the Sustainable Development Committee of the Company None None
Independent Director R.O.C. Lian-Hwei Hsu Female
63 2023.06.16 3 2023.06.16 0 0.0000% 0 0.0000% - - - - 1. Bachelor of Laws at National Chengdu University
2. Master of Laws at Southern Methodist University
3. Pass New York State Attorney License exam
4. Advisor of Baker & McKenzie
5. Legal Manager of Han-Hu Precision Industry Co., Ltd.
6. Supervisor of Pan-International Industrial Corp.
7. Legal Manager of Pan-Chen Corporation
8. Chief Legal Officer of JCET Group Co., Ltd. Member of the Sustainable Development Committee of the Company None None

Note : Chairman and CEO are the same person the reason is that the company is streamlined, the nature of the business is simple, and the unified powers are more efficient. The chairman assumes the role of CEO and has operational benefits.
Countermeasures: Strengthen various oversight mechanisms such as board functions, information transparency, and internal control; set up 4 independent director seats as required, and ensure that more than half of the directors do not concurrently serve as employees or managers.


Table1 : Major shareholders of the institutional shareholders
2026/03/31

Name of Institutional Shareholders Major Shareholders %
Yodogawa Steel Works Ltd. The Master Trust Bank of Japan, Ltd. 9.58%
INTERTRUST TRUSTEES (CAYMAN) LIMITED SOLELY IN ITS CAPACITY AS TRUSTEE OF JAPAN – UP 3.42%
Resona Bank, Limited 3.42%
Mizuho Bank, Ltd. 3.40%
Yodoko Parners' Shareholding Association 3.39%
INTERTRUST TRUSTEES CAYMAN LIMITED AS TRUSTEE OF JAPAN – UP UNIT TRUST 3.33%
OHGI SHOKAI CO., LTD. 2.77%
STATE STREET BANK AND TRUST COMPANY 505001 2.38%
HANWA CO., Ltd. 2.01%
Nippon Life Insurance Company 1.98%
Fujiden International Corporation YODOKO, Ltd. 33.00%
Ryuichi Yoshida 20.50%
Mitsunori Yoshida 11.00%
Hideaki Arashima 10.00%
Yuko Onishi 8.00%

2026/04/14

Name of Institutional Shareholders Major Shareholders %
Yung Chi Paint & Varnish Mfg. Co., Ltd. Yong Ying Investment Co., Ltd. 22.65%
Te-Hsiung Chang 7.56%
Citibank (Taiwan) Limited in custody for Yuanta Securities Co., Ltd. - Customer Investment account 7.51%
Te-Jen Chang 7.12%
Te-Sheng Chang 6.40%
Xiang-hui Huang 5.76%
Ping-Lin Kuo 4.45%
HSBC Bank (Taiwan) Limited is entrusted with the custody of Fidelity Investment Trust's Fidelity International Small Business Fund Investment Account 2.17%
Sanxiangmin Co., Ltd. 2.16%
De-Ming Chang in custody for the Trust Account managed by Yu-Ren Du. 2.10%

Table2 : Major Shareholders of Institutional Shareholders mentioned in Table1
2026/04/14

Name of Institutional Shareholders Major Shareholders %
Yong Ying Investment Co., Ltd. Yongtai Venture Capital Co., Ltd. 16.67%
Libao Holdings Co., Ltd. 16.67%
Te-Sheng Chang 13.13%
Te-Hsiung Chang 12.17%
Te-Jen Chang 11.25%
Te-Hsien Chang 7.72%

Information of directors -2

a. Disclosure of Information on professional qualifications of the company's directors and independence of the independent directors :

| Qualifications
Name | Professional qualifications and experience | Independent Directors’ Independence Status | Number of Other Taiwanese Public Companies Concurrently Serving as an Independent Director |
| --- | --- | --- | --- |
| Chairman
Koichi Tarumiya | Education
Graduated from Business Management of Business Administration, Kyoto Sangyo University
Professional qualifications
Experience in business management
Experience
1. Leader of 1st Business Division Tokyo branch and Deputy Manager of the Business Division of YODOKO, Ltd.
2. Representative director and Executive director of KEIYO TEKKO FUTO, LTD. | Not applicable | 0 |
| Director
Shih-Chiang Hung | Education
Department of Mold and Die Engineering, National Kaohsiung University of Applied Sciences
Professional qualifications
Product, manufacturing, and business management
Experience
1. Supervisor of cold-rolling plant and galvanizing plant at Sysco, G.Manger of Operations Division, A.V.P. of Oper.& Eng. Grand Division Concurrently serving as G.Manger of Engineering Division and V.P. of Enterprise Services Grand Division of the Company
2. Minister of Operations Division at Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. | Not applicable | 0 |
| Director
Tung-Chih Lin | Education
MBA, National Sun Yat-Sen University
Professional qualifications
Business management and marketing expertise
Experience
Engineer of Production Planning Dept., Sales Representative of Plated domestic sales Dept., Manager of Raw Material Dept., G.Manger of Raw Material Division, AVP of Raw Material Grand Division and VP of Marketing Grand Division of the Company. | Not applicable | 0 |
| Director
Tetsuhiro Yamamoto | Education
Graduated from English subject of Faculty of Foreign Studies, Dokkyo University
Professional qualifications
Experience in business management
Experience
1. Sales & BOI General Manager of PCM PROCESSING(THAILAND) LTD.
2. Business Headquarters, 1st Business Division and Export Group Leader of Tokyo branch, YODOKO, Ltd. | Not applicable | 0 |

  • 7 -

Name Professional qualifications and experience Independent Directors’ Independence Status Number of Other Taiwanese Public Companies Concurrently Serving as an Independent Director
Director
Hideaki Arashima Education
Graduated from Faculty of Foreign Studies, Kyoto Sangyo University
Professional qualifications
Experience in business management
Experience
1. Director and Asia coordinating minister of Fujiden International Corporation
2. President of Fujiden International Asia Co., Ltd. Not applicable 0
Director
Te-Hsiung Chang Education
Master of management from Cheng Shiu University
Professional qualifications
Management science, university lecturer and business management
Experience
1. Director of Yung Chi Paint & Varnish Mfg. Co., Ltd.
2. Chairman of Jieyou Industrial Co., Ltd.
3. Supervisor of Yong Ying Investment Co., Ltd.
4. Supervisor of Sanxiangmin Co., Ltd.
5. Director of Yongxiang Investment Co., Ltd.
6. Director of Jauh - Hsing Enterprise Co., Ltd.
7. Chairman of Yung Chi Paint & Varnish Mfg. (Vietnam) Co., Ltd.
8. Chairman of Emass Investment International Co., Ltd.
9. Director of Yung Chi America Corp.
10. Director of Continental Coatings, Inc. Not applicable 0
Independent Director
Ying-Fang Huang Education
1. Bachelor of mechanical engineering at National Cheng Kung University
2. Master of Business Administration at National Chung Hsing University
3. PhD in quality management at University of Paisley (now University of the West of Scotland)
Professional qualifications
Mechanical, business management, quality management expertise, etc.
Experience
1. Served as the chairman, professor and president of several universities.
2. Independent director and a member of the Compensation Committee of FU CHUN SHIN MACHINERY MANUFACTURE CO., LTD. The independence requirements were verified in accordance with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”. 1
Independent Director
Simon C. S. Liu Education
Bachelor of Law at Soochow University
Professional qualifications
Legal expertise
Experience
1. Served as a consultant of Lee and Li Attorneys-at-Law
2. Legal advisor of Kaohsiung Chamber Of Industry
3. Serves as an advisor of Yuh Yow Fishery Co., Ltd. The independence requirements were verified in accordance with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”. 0
  • 8 -

Qualifications Name Professional qualifications and experience Independent Directors' Independence Status Number of Other Taiwanese Public Companies Concurrently Serving as an Independent Director
Independent Director Fang-Yih Hsu Education 1. Graduated from Department of Accounting, National Chung Hsing University 2. Master (EMBA) in High-Level Business Management of National Sun Yat-Sen University Professional qualifications Qualified in the Civil Service Senior Examination (Financial Officer), Senior Professional and Technical Examination (CPA), and Junior Professional and Technical Examination (Bookkeeper), accounting or finance expertise Experience 1. Served as an Assistant Vice President of the Deloitte & Touche 2. Independent director and member of the Compensation Committee of KING SLIDE WORKS CO., LTD. The independence requirements were verified in accordance with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”. 0
Independent Director Lian-Hwei Hsu Education 1. Bachelor of Laws at National Chengchi University 2. Master of Laws at Southern Methodist University Professional qualifications Legal expertise, Pass New York State Attorney License exam Experience 1. Adviser of Baker & McKenzie 2. Legal Manager of Hon Hai Precision Industry Co., Ltd. 3. Supervisor of Pan-International Industrial Corp., 4. Legal Manager of Pou Chen Corporation 5. Chief Legal Officer of JCET Group Co., Ltd. The independence requirements were verified in accordance with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”. 0

Note : None of the Directors has been in or is under any circumstances stated in Article 30 of the Company Law.

b. The diversity policy and status of independence of the board of directors :

(a) The diversity policy :

All directors of the Company shall be elected by a nomination system, and the selection criteria shall not be limited to gender, age, race and nationality, and shall be in accordance with the requirements of the Company's diversified development. The Company's Board of Directors shall be structured in accordance with the Company's Articles of Incorporation to determine the appropriate director seats, taking into account the scale of the Company's operations and the shareholdings of its major shareholders, and taking into account practical operational needs.

The Company has established a "Corporate Governance Best Practice Principles", which stipulates that the composition of the Company's board of directors should 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 should also set appropriate diversity guidelines for its operation, business model and development needs, including but not limited to the following two major criteria:

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.

All members of the board shall have the knowledge, skills, and experience necessary to perform their duties. To achieve the ideal goal of corporate governance, the board of directors shall possess the following abilities :


① Ability to make operational judgments.
② Ability to perform accounting and financial analysis.
③ Ability to conduct management administration.
④ Ability to conduct crisis management.
⑤ Knowledge of the industry.
⑥ An international market perspective.
⑦ Ability to lead.
⑧ Ability to make policy decisions.

The Company's current Board of Directors consists of 10 directors, including 4 independent directors, with extensive experience and expertise in finance, accounting, taxation, legal affairs, and industrial management. The percentage of the directors who are employees of the Company is 30% and the percentage of independent directors who are employees of the Company is 40%. The term of office of the one independent directors ranges under 3 years and three independent directors ranges from 3 to 9 years, three of the directors is aged 70 to 79 and four of the directors are aged 60 to 69 and three are aged 50 to 59. The Company has begun to focus on gender equality in the composition of the Board of Directors, and the current percentage of female directors is 10%. It is expected that further increase the proportion of female directors will be elected in the next Directors' re-election to achieve the goal of gender equality and diversity.

The specific management objectives of the future diversity policy and the status of achievement :

Items Management Objectives The Status of Accomplishment
1 Next re-election is held, further increase female Directors on the BOD Not yet
2 Next re-election is held, Number of single juristic person directors is less than 1/3 (inclusive) of the BOD Not yet
3 Next re-election is held, The consecutive term for more than half of the independent directors shall not exceed three terms. Not yet

Implementation of the diversity of board members :

Title Name Basic requirements and values Other position Term of office of independent directors Professional knowledge and skills The board of directors shall possess the following abilities
Gender Nationality/ Country of Origin age Less than 3years 3~9 years Accounting Industry Finance Marketing or leadership Marketing or leadership Operational Management administration Accounting and financial analysis Operational Management administration Policy decisions
50~59 60~69 70~79 Leadership
Chairman Koichi Tarumiya Male Japan V V V V V V V
Director Shih-Chiang Hung Male R.O.C. V V V V V V V V V V
Director Tung-Chih Lin Male R.O.C. V V V V V V V V V
Director Tetsuhiro Yamamoto Male Japan V V V V V
Director Hideaki Arashima Male Japan V V V V V V
Director Te-Hsiung Chang Male R.O.C. V V V V V V V V
Independent Director Ying-Fang Huang Male R.O.C. V V V V V V V V V V
Independent Director Simon C. S. Liu Male R.O.C. V V V V V V V V V
Independent Director Fang-Yih Hsu Male R.O.C. V V V V V V V V V V
Independent Director Lian-Hwei Hsu Female R.O.C. V V V V V V V V V V

Diverse background of directors (including independent directors):

The Board of Directors is composed of Taiwanese and Japanese bicultural talents, three of whom are also employees of the Company. The remaining directors (including independent directors) are all outside professionals, including eight professionals in industrial business management and marketing management, one professional in finance and accounting, two university professors or lecturers, and two professional in legal counsel.

Age: There is three directors (including independent directors) over the age of 70, four directors over the age of 60 and under the age of 70, and three directors over the age of 50 and under the age of 60, all of whom are male.

Gender: 1 female, 9 male.

(b) The status of independence:

① Structure of the Board of Directors:

The current board of directors consists of four independent directors (40%) and six non-independent directors (60%), three of whom are employees/managers (30%, not more than one-third of all directors), there are 4 seats for single juristic person directors (40%, more than one-third (inclusive) of all directors), none of whom are related to each other as spouses or second degree relatives, comply with the provisions of paragraphs 3 and 4 of Article 26-3 of the Securities and Exchange Act.

② Independence of the Board of Directors:

The Board of Directors of the Company exercises its authority in accordance with laws, regulations, the Company's Articles of Incorporation or resolutions of the shareholders' meeting.

The Board of Directors emphasizes the function of independent operation and transparency, and the directors and independent directors are independent individuals who exercise their duties and responsibilities independently.

The independent directors also comply with the relevant laws and regulations and review the Company's financial reports, risk management and internal control system within the terms of reference of the Audit Committee to ensure the effective implementation of the Company. In addition, the Company adopts a cumulative voting system and a candidate nomination system for the election of directors and independent directors.

The Company has established a performance evaluation system for the Board of Directors and performs an internal self-evaluation of the Board of Directors, a self-evaluation of the Board members and a self-evaluation of the Functional Committees once a year.

An evaluation shall be carried out at least once every three years by an external professional independent agency or a team of external experts and scholars.

The performance evaluation report of the Board of Directors and external performance evaluation report of the Board of Directors is published in the Company's annual report and website after it is submitted to the Board of Directors.

  • 11 -

(2). Information on President, Vice President, Assistant Vice President, and managers of all the company's divisions and branch units
2026/04/14

Title Nationality/ Country of Origin Name Gender Date Effective Shareholding Spouse & Minor Shareholding Shareholding by Nominee Arrangement Experience (Education) Other Position Managers who are Spouses or Within Two Degrees of Kinship
Shares % Shares % Shares % Title Name Relationship
CEO (Note) Japan Koichi Tarumiya Male 2024/06/17 0 0% - - - - Graduated from Business Management of Business Administration, Kyoto Sangyo University Chairman of Yodoko International Ltd. None None Chairman and CEO are the same person (Note)
President R.O.C. Shih-Chiang Hung Male 2023/06/30 8,715 0.0027% 1,591 0.0005% - - 1. Department of Mold and Die Engineering, National Kaohsiung University of Applied Sciences2. Supervisor of cold-rolling plant and galvanizing plant at Sysco. G.Manger of Operations Division, A.V.P. of Open & Eng. Grand Division Concurrently serving as G.Manger of Engineering Division and V.P. of Enterprise Services Grand Division of the Company3. Minister of Operations Division at Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. 1. Director of Yodoko International Ltd2. Vice Chairman of Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd.1. Director of Sheng-Shing Worldwide Corp. None None None
E.V.P. Concurrently serving as Raw Material Grand Division R.O.C. Tung-Chih Lin Male 2025/06/26 0 0% - - - - 1.MBA, National Sun Yee Sen University2. Engineer of Production Planning Dept., Sales Representative of Plated domestic sales Dept., Manager of Raw Material Dept., G.Manger of Raw Material Division, AVP of Raw Material Grand Division and Vice President of Marketing Grand Division of the Company 1. Director of Sheng-Shing Worldwide Corp2. Extractive Director of Sheng-Yu Trading (Dongguan) Corp.1. Director & President of Yodoko International Ltd.1. Director of Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. None None None
Oper.& Eng. Grand Division Concurrently serving as Industry Safety Office V.P. R.O.C. Tsun-Hung Wang Male 2025/06/26 28,000 0.0087% - - - - 1. Department of Industrial Engineering and management, National Kaohsiung University of Applied Sciences2. Supervisor of cold-rolling plant and galvanizing plant. G.Manger of Operations Division, Technical Development Div. & Asst. Vice President of Oper.& Eng. Grand Division of the Company3. Minister of Operations Division/Administration Division at Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. Director & President of Yodoko International Ltd. None None None
Marketing Grand Division Concurrently serving as Marketing Planning Division Asst. Vice President R.O.C. Ming-Hung Wu Male 2025/06/26 0 0% - - - - 1. Department of Industrial Engineering, Feng Chia University2. Manager of production control department, manager of domestic sales department, General Manager of Sales Division & General Manager of New Business Development Division of the Company Director of Sheng-Shing Worldwide Corp. None None None
Enterprise Services Grand Division Asst. Vice President R.O.C. Kuang-He Chen Male 2025/06/26 0 0% 66,000 0.0205% - - 1. Master of Civil and Construction Engineering at National Taiwan University of Science and Technology2. Deputy Manager of Bidding Dept. & Purchasing Dept., Deputy General Manager of Purchasing Service Division & Deputy General Manager of Administration Division of the Company None None None None
Operations Division G.M R.O.C. Yong-Sen Shi Male 2021/06/26 539 0.0002% - - - - 1. Master of industrial management, National Pingtung University of Science and Technology2. Manager of Technical Dept. of the Company3. Minister of Technical Development Division at Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd.4. Deputy General Manager of Manufacturing Department 2 at Sheng Yu Technology Co., Ltd. None None None None
Technical Development Division G.M. R.O.C. Ying-Jie Huang Male 2021/06/26 0 0% - - - - 1. Master of resources engineering, National Cheng Kung University2. Manager of R&D Dept. of the Company3. Minister of Technical Development Division at Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. None None None None
Engineering Division G.M. R.O.C. Ming-Hsien Chen Male 2023/06/26 0 0% - - - - 1. Master of Materials Research at National Cheng Kung University2. Manager of Product R&D, Manager of Technology, Acting General Manager of Technology Development Div., Deputy General Manager of Operations Div., General Manager of Technology Development Div., Deputy General Manager of Sales Division and Assistant To Grand Division Head of Marketing Grand Division of the Company None None None None
Sales Division G.M. R.O.C. Ching-Wen Cheng Male 2023/01/26 8,000 0.0025% - - - - 1. Department of Transportation Engineering and Management & a minor in education, Feng Chia University2. Section Chief of Marketing Planning Dept., Section Chief of China Area Sales Dept. of the Company and Senior Manager of domestic sales department of the Company None None None None
Raw Material Division G.M. R.O.C. Jhih-Han Chen Male 2024/06/26 0 0% - - - - 1. Graduated from the Department of Business Administration, Chinese Culture University2. Section Chief of Trading Section and Manager of Raw Material Dept. of the company None None None None
Administration Division G.M. R.O.C. Jing-Zhi Chang Male 2025/06/26 0 0% - - - - 1. Master of Business Administration, Kunzhan University (private institution)2. Senior Manager of General Affairs Dept of the company None None None None
Information Systems Division G.M. R.O.C. Zhi-Yi Lin Male 2025/06/26 11,352 0.0035% - - - - 1. Master of Business Administration, National Sun Yee sen University2. Deputy Manager of System Resources Department of the Company None None None None
Purchasing Service Division G.M. R.O.C. Teng-Chun Tsai Male 2023/06/26 10,000 0.0031% - - - - 1. Department of electrical engineering, National Taipei Institute of Technology2. Specialist of Extension Div., Acting Deputy Manager of Purchasing Dept., Deputy Manager of Project Engineering Dept. and Acting Deputy G.M. of Engineering Division of the Company3. Minister of Purchasing Div., Engineering Division at Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. None None None None
China Business Division G.M. R.O.C. Chih-Ping Hung Male 2019/06/15 1,000 0.0003% - - - - 1. Department of Industrial Engineering, Feng Chia University2. Manager of Marketing Planning Dept. and Manager of China Area Sales Dept. of the Company3. Minister of Sales Division at Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. 1. Director of Sheng-Shing Worldwide Corp.2. President of Sheng-Yu Trading (Dongguan) Corp. None None None
F&A Division G.M. R.O.C. Jing-Si Chen Male 2021/12/26 18,997 0.0059% - - - - 1. Department of physics, National Cheng Kung University2. Minister of Production planning Div. at Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd.3. Manager of Production Control Dept. and Senior Manager of Industrial Engineering Dept. of the Company Supervisor of Yodoko International Ltd. None None None

Note : Chairman and CEO are the same person the reason is that the company is streamlined, the nature of the business is simple, and the unified powers are more efficient. The chairman assumes the role of CEO and has operational benefits.
Countermeasures : Strengthen various oversight mechanisms such as board functions, information transparency, and internal control; set up 4 independent director seats as required, and ensure that more than half of the directors do not concurrently serve as employees or managers.


B. Remuneration paid during the most recent fiscal year to directors, president, and vice president

(1). Remuneration of directors, president, and vice president

  1. Remuneration of general directors and independent directors

Unit: NT$'000; 2025/12/31

Title Name Remuneration The total amount of Remuneration (A+B+C+D) and Ratio to Net Income (%) Relevant Remuneration Received by Directors Who are Also Employees The total amount of Compensation (A+B+C+D+E+F+G) and Ratio to Net Income (%) Compensation Paid to Directors from Non-consolidated Affiliates or Parent Company
Base Compensation (A) Severance Pay (B) Bonus to Directors (C) Allowances (D) Salary, Bonuses, and Allowances (E) Severance Pay (F) Profit Sharing- Employee Bonus (G)
The company Consolidated The company Consolidated The company Consolidated The company Consolidated The company Consolidated The company Consolidated The company Consolidated
Cash Stock Cash Stock
Director YODOKO, Ltd. Representative : Koichi Tarumiya 0 0 0 0 1,040 1,040 277 277 1,317 0.55% 1,317 0.55% 13,011 13,011 109 109 57 0 57 0 14,494 6.06% 14,494 6.06% None
Director YODOKO, Ltd. Representative : Shih-Chiang Hung
Director YODOKO, Ltd. Representative : Tung-Chih Lin
Director YODOKO, Ltd. Representative : Tetsuhiro Yamamoto
Director Toyota Tsusho Corp. Representative : Hidekazu Sugahara (Note)
Director Fujiden International Corporation Representative : Hideaki Arashima
Director Yung Chi Paint & Varnish Mfg. Co., Ltd. Representative : Te-Hsiung Chang
Independent Director Ying-Fang Huang 120 0 0 0 800 800 289 289 1,209 0.51% 1,209 0.51% 0 0 0 0 0 0 0 1,209 0.51% 1,209 0.51% None
Independent Director Simon C. S. Liu
Independent Director Fang-Yih Hsu
Independent Director Lian-Hwei Hsu
1. Please describe the policy, system, standard and structure of independent directors' remuneration, and the correlation with the amount of remuneration paid based on the responsibilities, risks, time commitment, etc. : The remuneration of the independent directors of the Company is evaluated and determined periodically by the Remuneration Committee of the Company in accordance with the extent of their participation in and contribution to the operation of the Company and the value of their contribution to the Company, taking into account the usual standards of the industry, and submitted to the Board of Directors for approval. 2. In addition to the information disclosed above, has any of the Company's directors received compensations for providing services to any of the companies listed in this financial report in the most recent year : None

Note : On March 24, 2025, Toyota Tsusho Corporation disposed of all its shares to YODOKO, Ltd., its representative director, Hidekazu Sugahara, was dismissed.


Table of remuneration ranges

Range of Remuneration Name of Directors
Total of (A+B+C+D) Total of (A+B+C+D+E+F+G)
The company Companies in the consolidated financial statements The company Companies in the consolidated financial statements
Under NT$ 1,000,000 Koichi Tarumiya, Shih-Chiang Hung, Tung-Chih Lin, Tetsuhiro Yamamoto, Hidekazu Sugahara(Note), Hideaki Arashima, Te-Hsiung Chang, Ying-Fang Huang, Simon C. S. Liu, Fang-Yih Hsu, Lian-Hwei Hsu Koichi Tarumiya, Shih-Chiang Hung, Tung-Chih Lin, Tetsuhiro Yamamoto, Hidekazu Sugahara(Note), Hideaki Arashima, Te-Hsiung Chang, Ying-Fang Huang, Simon C. S. Liu, Fang-Yih Hsu, Lian-Hwei Hsu Tetsuhiro Yamamoto, Hidekazu Sugahara (Note), Hideaki Arashima, Te-Hsiung Chang, Ying-Fang Huang, Simon C. S. Liu, Fang-Yih Hsu, Lian-Hwei Hsu Tetsuhiro Yamamoto, Hidekazu Sugahara (Note), Hideaki Arashima, Te-Hsiung Chang, Ying-Fang Huang, Simon C. S. Liu, Fang-Yih Hsu, Lian-Hwei Hsu
NT$1,000,000(included) ~ NT$2,000,000(excluded) - - - -
NT$2,000,000(included) ~ NT$3,500,000(excluded) - - - -
NT$3,500,000(included) ~ NT$5,000,000(excluded) - - Shih-Chiang Hung, Tung-Chih Lin Shih-Chiang Hung, Tung-Chih Lin
NT$5,000,000(included) ~ NT$10,000,000(excluded) - - Koichi Tarumiya Koichi Tarumiya
NT$10,000,000(included) ~ NT$15,000,000(excluded) - - - -
NT$15,000,000(included) ~ NT$30,000,000(excluded) - - - -
NT$30,000,000(included) ~ NT$50,000,000(excluded) - - - -
NT$50,000,000(included) ~ NT$100,000,000(excluded) - - - -
Over NT$100,000,000 - - - -
Total 11 11 11 11

Note : On March 24, 2025, Toyota Tsusho Corporation disposed of all its shares to YODOKO, Ltd., its representative director, Hidekazu Sugahara, was dismissed.


  1. Remuneration of supervisors : Not applicable, no supervisors was appointed.
  2. Remuneration of the president and vice president

Unit: NT$'000; 2025/12/31

Title Name Salary(A) Severance Pay (B) Bonuses and Allowances (C) Profit Sharing- Employee Bonus (D) The total amount of Remuneration (A+B+C+D) and Ratio to Net Income (%) Compensation Received from Non-consolidated Affiliates or Parent Company
The company Consolidated The company Consolidated The company Consolidated The company Consolidated The company Consolidated
Cash Stock Cash Stock
CEO Koichi Tarumiya 11,873 11,873 109 109 3,556 3,556 76 0 76 0 15,614 15,614 None
President Shih-Chiang Hung
E.V.P. Tung-Chih Lin
Vice President Tsun-Hung Wang

Table of remuneration ranges

Range of Remuneration Name of president and vice president
Total of (A+B+C)
The company Companies in the consolidated financial statements
Under NT$ 1,000,000 - -
NT$1,000,000(included) ~ NT$2,000,000(excluded) - -
NT$2,000,000(included) ~ NT$3,500,000(excluded) Tsun-Hung Wang Tsun-Hung Wang
NT$3,500,000(included) ~ NT$5,000,000(excluded) Koichi Tarumiya, Shih-Chiang Hung, Tung-Chih Lin Koichi Tarumiya, Shih-Chiang Hung, Tung-Chih Lin
NT$5,000,000(included) ~ NT$10,000,000(excluded) - -
NT$10,000,000(included) ~ NT$15,000,000(excluded) - -
NT$15,000,000(included) ~ NT$30,000,000(excluded) - -
NT$30,000,000(included) ~ NT$50,000,000(excluded) - -
NT$50,000,000(included) ~ NT$100,000,000(excluded) - -
Over NT$100,000,000 - -
Total 4 4

Names of managerial officers provided with employee's compensation and state of payments

Unit: NT$'000; 2025/12/31

Title Name Employee Bonus - in Stock (Fair Market Value) Employee Bonus - in Cash Total Ratio of Total Amount to Net Income (%)
Managerial officers CEO Koichi Tarumiya 0 155 155 0.06%
President Shih-Chiang Hung
E.V.P. Tung-Chih Lin
Vice President Tsun-Hung Wang
Asst. Vice President Kuang-He Chen
Asst. Vice President Ming-Hung Wu
Financial officer Jing-Si Chen
Accounting officer Pei-Yu Kuo
Corporate governance officer Shun-Liang Chen

(2). Analysis of percentage of total remuneration paid by the Company and all companies listed in the consolidated financial report to the Company's directors, General Manager and Deputy General Manager to the net income after tax in the last two years, as well as policies, standards, and packages for payment of remuneration, the procedures for determining remuneration, and its linkage to business performance and future risk exposure

Unit: NTS'000

| Analysis
Year | The company | | Companies in the consolidated financial statements | |
| --- | --- | --- | --- | --- |
| | Total remuneration paid to directors, presidents and vice presidents | Ratio of total remuneration paid to directors, presidents and vice presidents to net income (%) | Total remuneration paid to directors, presidents and vice presidents | Ratio of total remuneration paid to directors, presidents and vice presidents to net income (%) |
| 2024 | 17,280 | 2.97% | 17,280 | 2.97% |
| 2025 | 18,140 | 7.59% | 18,140 | 7.59% |

The remuneration of directors includes bonus for directors and bonus for employees. Remuneration is appropriated according to Article 25 of the Articles of Incorporation. Remuneration for the general managers and deputy general managers includes salary, bonus, and allowances and the rates are set according to the responsibilities assigned to each position and general practice in the industry.

Our managers are evaluated according to the "Salary Management Regulations," "Performance Appraisal and Promotion Management Regulations," "Salary Adjustment Management Regulations," and "Year-End Bonus Distribution Regulations." Performance indicators include "Company Annual Target Achievement Rate (30%), "Innovation/Improvement (30%), "Personnel Management (25%)," and "Self-Development and Continuing Education (15%)," which serve as the basis for salary adjustments and year-end bonus differentiation. Furthermore, according to the "Performance Bonus Distribution Regulations," performance bonuses are calculated monthly based on "Galvanizing Utilization Rate (25%), "Quality (25%)," and "Profit (50%)."

The "Company Annual Goal Achievement" performance indicator includes the management objectives of the company's policies and projects, such as safety and hygiene, enhancing competitiveness (improving performance and innovation), effectively reducing costs, talent development, and strengthening ESG sustainable development.

The procedures for determining remuneration :

The remuneration of directors and managers shall be regular assessed and determined by the remuneration committee of the Company and submitted to the Board of Directors for approval.


C. Implementation of corporate governance

(1) Implementation of the Board of Directors

1). Implementation of the Board of Directors

A total of 5 (A) meetings of the Board of Directors were held in 2025. The attendance of directors was as follows :

Title Name (Note) Attendance in Person (B) By Proxy Attendance Rate (%) (B/A) Remarks
Chairman Koichi Tarumiya 5 0 100%
Director Shih-Chiang Hung 5 0 100%
Director Tung-Chih Lin 5 0 100%
Director Tetsuhiro Yamamoto 5 0 100%
Director Hidekazu Sugahara 1 0 100% On March 24, 2025, the institutional director of our company, Toyota Tsusho Corporation, was automatically dismissed due to the transfer of shares exceeding one half of the number of company shares held at the time of election.
Director Hideaki Arashima 5 0 100%
Director Te-Hsiung Chang 5 0 100%
Independent director Ying-Fang Huang 5 0 100%
Independent director Simon C. S. Liu 5 0 100%
Independent director Fang-Yih Hsu 5 0 100%
Independent director Lian-Hwei Hsu 5 0 100%

Note : (1) Koichi Tarumiya, Shih-Chiang Hung , Tung-Chih Lin and Tetsuhiro Yamamoto are representatives of YODOKO, Ltd.
(2) Hidekazu Sugahara is representative of Toyota Tsusho Corp.
(3) Hideaki Arashima is representative of Fujiden International Corporation.
(4) Te-Hsiung Chang is representative of Yung Chi Paint & Varnish Mfg. Co., Ltd.

Other mentionable items :

a. If there are circumstances referred to in Article 14-3 of the Securities and Exchange Act and resolutions of the directors' meetings objected to by independent directors or subject to qualified opinion and recorded or declared in writing, the dates of the meetings, sessions, contents of motion, all independent directors' opinions and the company's response should be specified : None
b. 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 :

Name Contents of motion Causes for avoidance and voting
Koichi Tarumiya, Shih-Chiang Hung, Tetsuhiro Yamamoto, Tung-Chih Lin, Hidekazu Sugahara, Hideaki Arashima, Te-Hsiung Chang, Ying-Fang Huang, Simon C. S. Liu, Fang-Yih Hsu, Lian-Hwei Hsu The 2024 remuneration to Directors and Independent directors The compensation of individual directors and independent directors was discussed and approved unanimously by the other members present, except for the interested parties who recused themselves from the discussion and voting.
Ying-Fang Huang, Simon C. S. Liu, Fang-Yih Hsu, Lian-Hwei Hsu Proposal on 2024 remuneration of members of the Remuneration Committee and Sustainable Development Committee The remuneration of individual members of the Remuneration Committee was discussed and approved unanimously by the other members present, except for the interested parties who recused themselves from the discussion and voting.
Koichi Tarumiya, Shih-Chiang Hung, Tung-Chih Lin, Tetsuhiro Yamamoto, Hidekazu Sugahara, Hideaki Arashima Discussion of signed a land and plant lease contract for 2025 for Yodoko International Ltd. This case discussed the contract of signed a land and plant lease for Yodoko International Ltd., except for the interested parties who recused themselves from the discussion and voting, the other directors present unanimously approved the case without objection.
Koichi Tarumiya, Shih-Chiang Hung, Tung-Chih Lin, Tetsuhiro Yamamoto, Hideaki Arashima Discussion of the loaning of funds for Yodoko International Ltd. This case discussed the loaning of funds for Yodoko International Ltd., except for the interested parties who recused themselves from the discussion and voting, the other directors present unanimously approved the case without objection.
Shih-Chiang Hung, Tung-Chih Lin Discussion of the loaning of funds for Sheng-Shing Worldwide Corp. This case discussed the loaning of funds for Sheng-Shing Worldwide Corp., except for the interested parties who recused themselves from the discussion and voting, the other directors present unanimously approved the case without objection.
Koichi Tarumiya, Shih-Chiang Hung, Tung-Chih Lin, Tetsuhiro Yamamoto, Hideaki Arashima Acknowledgement of the technical support contract signed with YODOKO, Ltd. This case discussed the technical support contract for YODOKO, Ltd., except for the interested parties who recused themselves from the discussion and voting, the other directors present unanimously approved the case without objection.

c. Measures taken to strengthen the functionality of the board: In accordance with the "Procedures for Evaluation of Performance of the Board of Directors", the company conducts the 2025 overall board and director performance evaluation work, self-evaluation of the Board members, self-evaluation of the Functional Committees, and complete the 2023 board external performance evaluation. Submit the performance evaluation report to the Board of Directors.

2). The Board of Directors evaluation has been conducted

a. Internal evaluation

Evaluation cycle Evaluation period Scope of evaluation Method of evaluation Description of evaluation
Performed Once a year 2025/01/01 – 2025/12/31 (1) The Board of Directors
(2) Individual directors
(3) Functional Committees Internal Self-evaluation (1) BOD performance evaluation:
A. Participation in the operation of the company
B. Improvement of the quality of the Board of Directors' decision making
C. Composition and structure of the Bard of Directors
D. Election and continuing education of the directors
E. Internal control

(2) Individual directors performance evaluation:
A. Alignment of the goals and missions of the company
B. Awareness of the duties of a director
C. Participation in the operation of the company
D. Management of internal relationship and communication
E. The director's professionalism and continuing education
F. Internal control.

(3) The evaluation aspects of each functional committee:
A. Participation in the company's operation
B. Awareness of functional committee responsibilities
C. Improvement of the quality of functional committee decisions
D. Composition and selection of functional committee members
E. Internal control |

b. Evaluation by external professional organizations

Evaluation cycle Evaluation period Scope of evaluation Method of evaluation Description of evaluation
Performed every three years 2022/11/01 – 2023/10/31 Including board of directors, individual board members, and functional committees According to the provisions of the Company's "Board of Directors' Performance Evaluation Guidelines", the performance evaluation of the Board of Directors shall be conducted at least every three years by an external professional and independent organization or a team of external experts and scholars.

The external evaluation was executed by the "Chinese Corporate Governance Association" in 2023, and the association and the executive experts have no business dealings with the Company and are independent.

The former association conducted self-assessment by the company through an questionnaire, and after the evaluation committee reviewed the relevant documents provided by the company, four evaluation committee members were appointed to conduct a interview with the Chairman, Convener of the Functional Committee of the Board of Directors, President, Corporate governance officer, Chief Internal Auditor and major Managers of our Company on December 29, 2023. | The operation of our Company's board of directors are reviewed from eight major aspects: composition of the board of directors, guidance of the board of directors, authorization of the board of directors, supervision of the board of directors, communication of the board of directors, internal control and risk management, self-discipline of the board of directors, and other aspects such as board meetings and support systems. |

Evaluation results: Please refer to the Chinese version of our company's website, indexed by "Sustainable Development >
Corporate Governance > Board of Directors > Board Performance Evaluation > 2023 External
Performance Evaluation of the Board of Directors" (website: https://www.shengyusteel.com).


(2) Implementation of the Audit Committee

Implementation information of the Audit Committee

A total of 5 (A) Audit Committee meetings were held in 2025. The attendance of independent directors was as follows :

Title Name Attendance in Person (B) By Proxy Attendance Rate (%)(B/A) Remarks
Convener and Independent director Ying-Fang Huang 5 0 100%
Independent director Simon C. S. Liu 5 0 100%
Independent director Fang-Yih Hsu 5 0 100%
Independent director Lian-Hwei Hsu 5 0 100%

Other mentionable items :

1). If the operation of the audit committee falls under any of the following circumstances, the dates of Audit Committee meetings, sessions, contents of motion, the independent directors' objections, reservations or major suggestions, resolutions of the Audit Committee and the Company's response to the Audit Committee's opinion should be specified :

a. Items listed in Article 14-5 of the Securities and Exchange Act :

Date and sessions of Audit Committee Contents of motion The independent directors' dissenting opinions, qualified opinions or major suggestions, Resolution of the Audit Committee and the Company's response to the Audit Committee's Opinion
Mar. 7, 2025
The 1st Audit Committee Meeting in 2025 Adoption of the 2024 Business Report and Financial Statements The independent directors' objections, reservations or major suggestions : None.
Approved by all members presented without any objection.
Adoption of the 2024 Declaration of Internal Control System
The 2024 Employee Remuneration and Directors' Remuneration distribution The Company's response to the Audit Committee's Opinion : None.
May 8, 2025
The 2^{nd} Audit Committee Meeting in 2025 Adoption of the 1st quarter of 2025 Consolidated Financial Statements The independent directors' objections, reservations or major suggestions : None.
Approved by all members presented without any objection.
The Company's response to the Audit Committee's Opinion : None.
Jun. 13, 2025
The 3^{rd} Audit Committee Meeting in 2025 The Loaning of funds for Yodoko International Ltd. The independent directors' objections, reservations or major suggestions : None.
Approved by all members presented without any objection.
The Company's response to the Audit Committee's Opinion : None.
The Loaning of funds for Sheng-Shing Worldwide Corp.
Aug.8, 2025
The 4th Audit Committee Meeting in 2025 Adoption of the 2^{nd} quarter of 2025 Consolidated Financial Statements The independent directors' objections, reservations or major suggestions : None.
Approved by all members presented without any objection.
The Company's response to the Audit Committee's Opinion : None.
Nov. 5, 2025
The 5th Audit Committee Meeting in 2025 Adoption of the 3rd quarter of 2025 Consolidated Financial Statements The independent directors' objections, reservations or major suggestions : None.
Approved by all members presented without any objection.
The Company's response to the Audit Committee's Opinion : None.
Adoption of the 2026 CPAs Appointment and Service fee
The Company's 2026 Audit Plan

b. Resolutions which were not approved by the Audit Committee but were approved by two thirds or more of all directors : None

2). 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 :

Name Contents of motion causes for avoidance and voting
Ying-Fang Huang, Simon C. S. Liu, Fang-Yih Hsu, Lian-Hwei Hsu The 2024 Employee Remuneration and Directors' Remuneration distribution The compensation of individual directors and independent directors was discussed and approved unanimously by the other members present, except for the interested parties who recused themselves from the discussion and voting.

3). Communications between the Independent Directors, the Chief Internal Auditor and the Accountants :

a. Communication policy between the independent directors and the Chief Internal Auditor and the accountant

① The accountant shall participate in the Audit Committee at least twice a year to report to the independent directors the results of the annual audit and any amendments to tax laws and regulations
② At least twice a year, the Chief Internal Auditor reports directly to each independent director on :
A. annual internal audit plan and implementation status;
B. the implementation of annual professional training for Chief Internal Auditor
③ Other : The independent directors, the Chief Internal Auditor and the accountant communicate directly with each other as necessary for smooth communication.

b. The Chief Internal Auditor notifies the independent directors of the audit reports or follow-up reports submitted by the end of the month following the completion of the audit.
c. The Chief Internal Auditor attends each audit committee meeting and board of directors' meeting to report on the audit activities.

In 2025 and 2026 up to the date of publication of the annual report, communications between the independent directors and the company's chief internal auditor for a total of 5 times were as follows :

Date / meetings Communications Independent director's opinion Actions in Response to Independent Directors' Opinions
Mar. 7, 2025
The 1st Audit Committee Meeting, 2025 The chief internal auditor reports the progress of the audit and participates in the communication meeting between independent directors and accountants. No opinion. Not applicable
May 8, 2025
The 2nd Audit Committee Meeting, 2025 The chief internal auditor communicated with the independent directors on the Internal Audit Progress (2nd report, 2025). No opinion. Not applicable
Aug. 8, 2025
The 4th Audit Committee Meeting, 2025 The chief internal auditor communicated with the independent directors on the Internal Audit Progress (4th report, 2025). No opinion. Not applicable
Nov. 5, 2025
The 5th Audit Committee Meeting, 2025 The chief internal auditor reports the progress of the audit and participates in the communication meeting between independent directors and accountants. No opinion. Not applicable
Mar. 6, 2026
The 1st Audit Committee Meeting, 2026 The chief internal auditor participates in the communication meeting between independent directors and accountants. No opinion. Not applicable

In 2025 and 2026 up to the date of publication of the annual report, communications between the Independent Directors and CPAs for a total of 3 times were as follows :

Date / meetings Communication matters Independent Director's opinion Results
Mar. 7, 2025 1. Responsibilities of the governance unit
2. Scope and method of the audit
3. Group audit
4. Significant accounting policies, significant estimates and significant events or transactions
5. Significant risk (same as Key audit matters)
6. Corrected and uncorrected material misrepresentations
7. Assessment of going-concern
8. Internal control deficiencies found during the audit process
9. Suggestions and communication matters
10. Service team None None
Nov. 5, 2025 1. Responsibilities of the governance unit
2. Scope and method of the audit
3. Group audit- reduce an entity
4. Significant accounting policies, significant estimates and significant events or transactions
5. Significant risk
6. Key audit matters
7. Assessment of going-concern
8. Internal control deficiencies found during the audit process
9. Service team
10. Others Differences between the Sustainability Report and IFRS S1 and S2 disclosures. The accountant explained the differences.
Mar. 6, 2026 1. Responsibilities of the governance unit
2. Scope and method of the audit
3. Group audit
4. Significant accounting policies, significant estimates and significant events or transactions
5. Significant risk (same as Key audit matters)
6. Corrected and uncorrected material misrepresentations
7. Assessment of going-concern
8. Internal control deficiencies found during the audit process
9. Suggestions and communication matters None None

(3) Status of corporate governance operations, conformity with the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies and the cause of non-conformity

Evaluation Item Implementation Status1 Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons
Yes No Abstract Illustration
1. Does the company establish and disclose the Corporate Governance Best-Practice Principles based on “Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies”? V The Company has established the Corporate Governance Best-Practice Principles based on “Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and disclosed on Taiwan Stock Exchange Market Observation Post System and the company's website. None
2. Shareholding structure & shareholders' rights
(1) Does the company establish an internal operating procedure to deal with shareholders' suggestions, doubts, disputes and litigations, and implement based on the procedure? V The President's Office, spokesperson and deputy Spokespersons deal with issues such as shareholder suggestions or disputes. None
(2) Does the company possess the list of its major shareholders as well as the ultimate owners of those shares? V The company fully grasps the major shareholders who actually control the company, and will be processed with the assistance of a stock agency. None
(3) Does the company establish and execute the risk management and firewall system within its conglomerate structure? V According to relevant regulations. None
(4) Does the company establish internal rules against insiders trading with undisclosed information? V The Company has established the Procedures for Handling Material Inside Information against insiders trading with undisclosed information. None
3. Composition and Responsibilities of the Board of Directors
(1) Does the Board develop a diversity policy, specific management objectives and implement them? V The specific management objectives of the Board Diversity Policy are detailed on page 10. None
(2) Does the company voluntarily establish other functional committees in addition to the Remuneration Committee and the Audit Committee? V The Company has voluntarily established the Sustainable Development Committee on Nov. 11, 2022. None
(3) Does the company establish a standard to measure the performance of the Board, implement it annually, report the results of the performance evaluation to the Board of Directors, and use them as reference for individual directors' remuneration and nomination for reappointment? V The company has established formulated rules and procedures for evaluating the Board's performance, annual and regular performance evaluation, the results of the performance evaluation have been reported to the Board of Directors, and used as a reference for individual directors' remuneration and nomination for re-appointment. None
(4) Does the company regularly evaluate the independence of CPAs? V The Company annually obtains the "Independent Auditor's Letter of Conformity," "Transparency Report," and "Audit Quality Indicators (AQIs)" from the financial accounting department, certified by the auditors and the audit team. These documents are used to assess the independence and suitability of the auditors. The assessment results were approved by the Audit Committee and the Board of Directors on November 5, 2025. For details regarding the procedures and specific standards for the Board of Directors' assessment of the independence and competence of accountants, please refer to our website, indexed by the path "Sustainability > Important Corporate Governance Information > Assessment of the Independence and Competence of Certified Accountants" (website: https://www.shengyusteel.com), and select the relevant information. None
4. Are TWSE/GTSM listed companies staffed with qualified and appropriate number of corporate governance personnel and designated as corporate governance officers to be responsible for corporate governance-related matters (including but not limited to the provision of directors, information necessary for the conduct of business, assisting directors in complying with laws and regulations, handling matters related to board and shareholders' meetings in accordance with the law, and preparing minutes of board and shareholders' meetings, etc.)? V The company has set up a corporate governance officer appoint personnel responsible for corporate governance matters. None
5. Does the company establish a communication channel and build a designated section on its website for stakeholders (including but not limited to shareholders, employees, customers, and suppliers), as well as handle all the issues they care for in terms of corporate social responsibilities? V The Company has established the "Stakeholder Area" section on the corporate website for handle all the issues they care for in terms of corporate social responsibilities. None
6. Does the company appoint a professional shareholder service agency to deal with shareholder affairs? V The Company has designated Stock Affairs Agency Department, Taishin Securities Stock Transfer Agency Department to deal with shareholder affairs. None
7. Information Disclosure
(1) Does the company have a corporate website to disclose both financial standings and the status of corporate governance? V The Company has set up a website to disclose information regarding the Company's financials, business and corporate governance status. None
(2) Does the company have other information disclosure channels (e.g. building an English website, appointing designated people to handle information collection and disclosure, creating a spokesman system, webcasting investor conferences)? V The Company has set up a Chinese/English/Japanese website to disclose information regarding the Company's financials, business and corporate governance status and implement the spokesperson system in accordance with regulations. None
(3) Does the Company announce and report its annual financial report within two months after the end of the fiscal year, and announce and report its first, second and third quarter financial reports and operating status for each month well in advance of the required deadline? V The Company has announced and filed its quarterly financial statements and monthly operational reports within the prescribed deadlines. Annual financial report of this company needs to be approved by the audit committee and the Board of Directors, the work was not completed before the end of February. Same as abstract description

  • 22 -
Evaluation Item Implementation Status1 Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons
Yes No Abstract Illustration
8. Is there any other important information to facilitate a better understanding of the company's corporate governance practices (e.g., including but not limited to employee rights, employee wellness, investor relations, supplier relations, rights of stakeholders, directors' training records, the implementation of risk management policies and risk evaluation measures, the implementation of customer relations policies, and purchasing insurance for directors)? V 1) Directors enrolling for training courses, detailed on Note 1.
2) Risk management policies and procedures and their implementation:
a. "Risk Management Policy and Procedures" were Established on June 17, 2022, and revised and implemented with the Board of Directors' approval on August 4, 2023.
b. The Company's risk management implementation status in 2025:
(1) In January 2026, the Company conducted a review of regulatory changes for 2025. The results indicated that regulatory changes affecting the Technical Development Department, Information Department, Administration Department, and Industrial Safety Office had an impact on the Company. The results were announced on February 24 and reported to the Regulatory Compliance and Risk Management Committee at its Q1 2026 meeting.
(2) To promptly monitor the status of risk control implementation across all units, the Regulatory Compliance and Risk Management Committee maintained its mechanism of convening twice a year, with meetings held on April 18 (Q1) and October 17 (Q3).
(3) In October 2025, all units conducted reporting on "Unit Risk Identification and Response Measures" in accordance with the Company's risk management policies and procedures. A total of 14 units identified 78 potential risks and opportunities along with corresponding response measures, and simultaneously reviewed the implementation status of response measures proposed in 2024.
(4) The Company had no violations of external laws or regulations in 2025.
(5) Information security investment: In 2025, the Company invested a total of NTS4.23 million in information security and conducted information security training for 383 participants, totaling 292 training hours.
(6) Personal data protection: To strengthen personal data governance, the Company incorporated the Personal Data Management Task Force into the framework of the Regulatory Compliance and Risk Management Committee. On May 27, it completed and reported the results of the "Personal Data Inventory and Risk Assessment Form," the "List of Responsible Personnel for Personal Data," and the "Personal Data Record Form."
(7) Intellectual property management: To enhance the protection of intellectual property and trade secrets, the Intellectual Property Task Force revised the "Intellectual Property and Confidential Information Management Guidelines 2.0" in June.
(8) Intellectual property performance: In 2025, the Company obtained one new design patent, filed six new trademark applications, and had no intellectual property infringement litigation cases throughout the year.
3) Since 2006, the Company has purchased liability insurance for all directors. None
9. Please explain the improvements which have been made in accordance with the results of the Corporate Governance Evaluation System released by the Corporate Governance Center, Taiwan Stock Exchange, and provide the priority enhancement measures.
(1) The final evaluation score of the Company in 2025: 85.46; ranking range: 36%~50%
For the improved item in 2025:
1). Information on the operation of the Sustainable Development Committee was disclosed in the 2024 Annual Report.
2) Disclosure of policy on linking senior executive compensation with ESG-related performance evaluations -
(2) Priorities and measures that have not been improved as follows:
1). The term of office of all independent directors shall not exceed three terms.
2). Publishing the annual financial report within two months after the end of the fiscal year.
3). Provide employees with career development and training sessions.
4). Establishing a "Compensation Policy" for directors and managers.
5). Formulating workplace diversity or promoting gender equality policies.
6). More than one-third of the directors are of a single gender.

Note1: 2025 Continuing education for the Board of Directors

Title Name Organizer Course Title Date of Training Training Hours
Director Te-Hsiung Chang Taiwan Corporate Governance Association The role and responsibilities of the board of directors in ESG governance 2025/11/10 3.0
Securities & Futures Institute 2025 Insider Trading Prevention Seminar 2025/10/03 3.0
Independent Director Ying-Fang Huang Taiwan Institute of Directors 2025 Net Zero Sustainability Key Action Forum 2025/10/23 3.0
Securities & Futures Institute 2025 Insider Equity Trading Legal Compliance Seminar 2025/10/31 3.0
Independent Director Simon C. S. Liu Cathay Financial Holdings and its subsidiaries and Taiwan Stock Exchange Corporation 2025 Cathay Pacific Sustainable Finance and Climate Change Summit 2025/07/09 6.0
Independent Director Lian-Hwei Hsu Cathay Financial Holdings and its subsidiaries and Taiwan Stock Exchange Corporation 2025 Cathay Pacific Sustainable Finance and Climate Change Summit 2025/07/09 6.0
Independent Director Fang-Yih Hsu International Project Management Association Financial Statement Analysis and Financial Accounting Trends 2025/12/18 3.0
Securities & Futures Institute 2025 Insider Equity Trading Legal Compliance Seminar 2025/11/21 3.0

(4)-1 The composition and operation of the Remuneration Committee:

The Remuneration Committee assists the Board in discharging its responsibilities relating to the company's compensation and benefits policies, plans and programs, and the evaluation of the directors' and executives' compensation.

1). Information of Members of the Remuneration Committee

Date: 2026/04/14

Role Criteria Name Professional Qualification Requirements and Work Experience Independence Criteria Number of Other Public Companies in Which the Individual is Concurrently Serving as an Remuneration Committee Member
Convener and Independent director Ying-Fang Huang 1. Bachelor of mechanical engineering at National Cheng Kung University
2. Master of Business Administration at National Chung Hsing University
3. PhD in quality management at University of Paisley (now University of the West of Scotland)
4. Member of the Audit Committee
5. Member of the Remuneration Committee
6. Specialized in machinery, business management, quality management, etc.
7. Previously served as a professor and president of several universities, and previously served as an independent director and member of the Compensation Committee of FU CHUN SHIN MACHINERY MANUFACTURE CO.,LTD., Currently also serves as an independent director of HI SCENE WORLD ENTERPRISE CO., LTD..
Currently the convener of the Audit Committee of the Company. 1. Independent director of the company
2. The independence requirements were verified in accordance with the “Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Taiwan Stock Exchange or the Taipei Exchange”.
3. Inquiries content of Information of directors -2 at page 7. 0
Other Chun-Hsien Wang 1. Graduate of the Department of Accounting and Statistics, NCKU
2. CIA
3. Previously served as the Deputy Plant Manager and Auditor General of TSRC Corporation, director of the Internal Auditors Association, chairman of the board of directors of The Splendor Hotel Taichung, and currently serves as an independent director and member of the Compensation Committee of CHC RESOURCES CORPORATION and FLUXTEK INTERNATIONAL CORP. The independence requirements were verified in accordance with the “Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Taiwan Stock Exchange or the Taipei Exchange”. 0
Independent director Simon C. S. Liu 1. Bachelor of Law at Soochow University
2. Member of the Audit Committee
3. Member of the Remuneration Committee
4. Specialized in law
5. Previously served as a consultant of Lee and Li, Attorneys-at-Law and a legal advisor of Kaohsiung Chamber Of Industry, and currently serves as an consultant of Yuh Yow Fishery Co., Ltd. 1. independent director of the company
2. The independence requirements were verified in accordance with the “Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Taiwan Stock Exchange or the Taipei Exchange”.
3. Inquiries content of Information of directors -2 at page 7. 0

Note : All three remuneration committee members have more than five years of work experience required by the company's business.


2). Information of Remuneration Committee Operations

a. There are 3 members in the Remuneration Committee.
b. The term of this session : June 16, 2023 to June 15, 2026. A total of 2 (A) Remuneration Committee meetings were held in 2025. The attendance record of the Remuneration

Committee members was as follows :

Title Name Attendance in Person(B) By Proxy Attendance Rate (%) (B/A) Remarks
Convener Ying-Fang Huang 2 0 100% None
Committee Member Chun-Hsien Wang 2 0 100% None
Committee Member Simon C. S. Liu 2 0 100% None

Other mentionable items :

① If the Board of Directors declines to adopt or modifies a recommendation of the remuneration committee, it should specify the date of the meeting, session, content of the motion, resolution by the Board of Directors, and the Company's response to the remuneration committee's opinion (eg., the remuneration passed by the Board of Directors exceeds the recommendation of the remuneration committee, the circumstances and cause for the difference shall be specified):

Date and session of the Board of Directors Content of the motion Resolution by the Board of Directors, and the Company's response to the remuneration committee's opinion
Mar. 7, 2025
The 1st Board of Directors Meeting 2024 Employee Remuneration and Directors' Remuneration distribution Except for the interested parties who recused themselves from the discussion and voting, the other directors present unanimously approved the case without objection.
2024 Remuneration proposal for members of the Remuneration Committee and Sustainable Development Committee Except for the interested parties who recused themselves from the discussion and voting, the other directors present unanimously approved the case without objection.
Nov. 5, 2025
The 5th Board of Directors Meeting Acknowledgment of the structure of directors and managers' compensation. Approved by all Directors presented without any objection.
Acknowledgment of the 2025 bonus payment policy for managers Approved by all Directors presented without any objection.

② Resolutions of the remuneration committee objected to by members or subject to a qualified opinion and recorded or declared in writing, the date of the meeting, session, content of the motion, all members' opinions and the response to members' opinion should be specified : None


(4)-2 Implementation of Sustainable Development Committee:

1). The Company’s Sustainable Development Committee is composed of three directors, the convener of which is the Company’s Director and President, who has managerial experience. The other two are independent directors, with academic backgrounds in finance, accounting and law. Corporate governance and sustainable development expertise as required by the Committee.

2). Committee Authority

a. Formulate the company’s sustainable development policy.
b. Corporate sustainable development, including sustainable governance, business integrity, and the formulation of environmental and social goals, strategies, and implementation plans.
c. Review, track and revise the company’s sustainable development implementation and effectiveness, and report to the board of directors regularly.
d. Pay attention to stakeholders, including shareholders, customers, suppliers, employees, government, non-profit organizations, communities, and the media. Issues of concern and supervisory communication plan.

3). Information of Sustainable Development Committee

a. There are 3 members in the Sustainable Development Committee.
b. The term of this session: June 16, 2023 to June 15, 2026. A total of 2 (A) Sustainable Development Committee meetings were held in 2025. The attendance record of the Sustainable Development Committee members was as follows:

Title Name Attendance in Person(B) By Proxy Attendance Rate (%) (B/A) Remarks
Convener, Director and President Shih-Chiang Hung 2 0 100% None
Committee Member Ying-Fang Huang 2 0 100% None
Committee Member Lian-Hwei Hsu 2 0 100% None

(5)-1 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

Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
1. Has the Company established a governance structure to promote sustainable development and established a dedicated (part-time) unit to promote sustainable development, which is authorized by the Board of Directors to be handled by senior management, and is supervised by the Board of Directors? v 1. On November 11, 2022, the Company established the "Sustainable Development Committee" composed of members of the Board of Directors, the President shall be the convener, as a dedicated unit for promoting sustainable development, responsible for decision-making and supervision of related work, hold committee meetings at least twice a year.
The functions of the Committee are as follows:
(1) Formulate, promote, and strengthen the company's sustainability policies, annual plans, and strategies.
(2) Review, track, and revise the implementation and effectiveness of sustainability measures.
(3) Supervise the disclosure of sustainability information and review sustainability reports.
(4) Supervise the implementation of the company's sustainability code of conduct and other sustainability-related work resolved by the board of directors.
2. Based on the actual work promotion, including environmental sustainability, corporate social responsibility, corporate governance, integrity management, risk management, talent development, intellectual property, information security and Personal Data Protection, the "ESG Sustainability Development Executive Committee" was established by the Company on January 15, 2022, to promote and implement the responsibilities, with the division of labor handled by the subordinate sub-committees and functional groups. These include seven committees: "Regulatory Compliance and Risk Management Committee," "Corporate Social Responsibility Committee," "Energy and Resource Management Committee," "Customer Satisfaction Committee," "Talent Development Committee," "Quality Assurance Committee," and "Improvement Committee," as well as Four functional groups: "Digital Transformation Task Force," "Information Security Management Task Force," "Intellectual Property Management Task Force." and "Personal Data Management Task Force," Committee meetings are held quarterly.
3. BOD Oversight:
The Sustainability Committee held meetings on February 25 and October 29, 2025, and reported to the Board on the sustainability progress as follows:
(1) Progress report on the greenhouse gas inventory and verification of the Company and its consolidated subsidiaries.
(2) Implementation status of the Company's sustainability efforts in 2024 and the targets for 2025.
(3) Approval of the Company's 2024 Sustainability Report.
(4) Report on the intellectual property management plan and its implementation.
(5) Report on the implementation status of the Company's sustainability efforts in 2025.
(6) Report on the Company's corporate integrity operations in 2025. None

Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
2. Does the Company conduct risk assessments on environmental, social and corporate governance issues related to the Company's operations and formulate relevant risk management policies or strategies in accordance with the materiality principle? v 1. The Company follows the regulations stipulated in Article 44 of the "Regulations Governing Establishment of Internal Control Systems by Public Companies" issued by the Financial Supervisory Commission, and formulates the "Risk Management Policy and Procedures" for the Company.
Main contents :
• Establish appropriate risk management policies and procedures.
• Set up an effective risk management framework to assess and supervise its risk-taking capacity.
• Current risk status, risk response strategies, and risk management procedures.
• Disclose relevant risk management information.
2. Risk management implementation in 2025 :
(1) In January 2026, the Company conducted a review of regulatory changes for 2025. The results indicated that regulatory changes affecting the Technical Development Department, Information Department, Administration Department, and Industrial Safety Office had an impact on the Company. The results were announced on February 24 and reported to the Regulatory Compliance and Risk Management Committee at its Q1 2026 meeting.
(2) To promptly monitor the status of risk control implementation across all units, the Regulatory Compliance and Risk Management Committee maintained its mechanism of convening twice a year, with meetings held on April 18 (Q1) and October 17 (Q3).
(3) In October 2025, all units conducted reporting on “Unit Risk Identification and Response Measures” in accordance with the Company’s risk management policies and procedures. A total of 14 units identified 78 potential risks and opportunities along with corresponding response measures, and simultaneously reviewed the implementation status of response measures proposed in 2024.
(4) The Company had no violations of external laws or regulations in 2025.
(5) Information security investment: In 2025, the Company invested a total of NT$4.23 million in information security and conducted information security training for 383 participants, totaling 292 training hours.
(6) Personal data protection: To strengthen personal data governance, the Company incorporated the Personal Data Management Task Force into the framework of the Regulatory Compliance and Risk Management Committee. On May 27, it completed and reported the results of the “Personal Data Inventory and Risk Assessment Form,” the “List of Responsible Personnel for Personal Data,” and the “Personal Data Record Form.”
(7) Intellectual property management: To enhance the protection of intellectual property and trade secrets, the Intellectual Property Task Force revised the “Intellectual Property and Confidential Information Management Guidelines 2.0” in June.
(8) Intellectual property performance: In 2025, the Company obtained one new design patent, filed six new trademark applications, and had no intellectual property infringement litigation cases throughout the year. None
3. Environmental issues
(1) Does the company establish proper environmental management systems based on the characteristics of their industries? v 1. The Company has established an environmental management system in accordance with ISO 14001:2015 standard. Through the management cycle of planning, implementation, checking and improvement, the Company implements good environmental protection and energy performance management, providing the resources required to achieve the goals/objectives and making continuous improvements to ensure the effectiveness of the management system operation.
2. The environmental management system was validated by an international certification body on Dec. 20, 2024. Scope of management system: It covers all certified products and their related service activities, including process outsourcing and packaging manpower outsourcing, with the entire factory at the company’s current location as the boundary of the management system. None
  • 27 -

Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
(2) Does the company endeavor to improve energy using efficiency and use renewable materials which have low impact on the environment? v 1. The Company has organized the "Energy Resource Management Committee" to manage the energy usage of the entire company, and actively introduced the ISO 50001 energy management system to continuously improve factory energy-saving schemes, increase energy efficiency, and achieve carbon emission reduction goals. On September 20, 2025, the ISO 50001: 2018 standard international certification regular follow-up was passed, and the ISO 50001 energy management system has been passed for 13 consecutive years, covering the design, manufacture, and sale of cold-rolled steel coils, galvanized steel coils, aluminum-zinc steel coils, and galvanized (aluminum) zinc-coated steel coils.
  1. Major energy-saving and carbon reduction measures in 2025:
    (1). Energy efficiency improvement of CPL edge trimming scrap conveyor belts
    (2). Power-saving solution for CR1 rolling oil tank heaters
    (3). Automation control of CR1 AIR SIDE SPRAY
    (4). Power-saving solution for CR2 rolling oil tank heaters
    (5). Reduction of air leakage in CGP
    (6). Energy-saving improvement of lighting in CG1 plant facilities
    (7). Conversion of CC1 coating room supply fan from fixed-speed to variable-frequency control
    (8). Energy-saving improvement of CC2 coating room exhaust fan
    (9). Energy-saving improvement of UTL cooling water supply pumps
    (10). Energy-saving improvement of UTL compressed air system
    (11). Energy-saving improvement of cross-positioning lights for overhead cranes across the plant (EM)
    (12). Energy-saving improvement of lighting in PUR warehouse electrical rooms
    (13). Installation of solar photovoltaic power generation system at the Pingtung Nan (PED) plant
    (14). Improvement of waste heat recovery efficiency of CG1 RTH
    These measures can reduce annual greenhouse gas emissions by 5,308 metric tons of CO2e.

  2. In order to achieve the goal of sustainable resource utilization, a waste acid regeneration and recovery system is specially set up. The waste acid generated from the metal surface cleaning process is refined and recycled, then transported back to the original process for reuse, greatly reducing waste acid output and new acid consumption, and minimizing the impact of waste on the environment.

  3. To reduce environmental burden, in 2025 the Company addressed 251 Substances of Very High Concern (SVHCs) announced by regulations and 40 additional substances requested by customers. It completed the establishment of raw material and environmentally friendly product HS restricted substance standards, as well as the HSF (Hazardous Substance Free) management list for product materials (142 items), to provide relevant units with necessary control measures. In December 2024, outsourced testing of controlled substances was conducted, and compliant test reports were obtained in January 2025. | None |
    | (3) Does the Company assess the current and future potential risks and opportunities of climate change for the business and take measures to address issues? | v | | 1. The Company is highly focused on climate change and carbon reduction issues related to the supply chain, and is accelerating the establishment of response mechanisms. Comprehensive assessments of climate-related risks and opportunities are being conducted, and response strategies are being developed. Collaborations with domestic and international peers, the green energy industry, suppliers, and the academic and research sectors are being strengthened to mitigate the impact of climate change on the supply chain and to systematically prevent and mitigate the impacts brought about by climate change. The Company follows the guidelines of the international initiative on climate-related financial disclosures (Task Force on Climate-related Financial Disclosures, TCFD), including engaging external professional institutions for guidance, and discussing and identifying climate change risks and transformation opportunities with various departments. Disclosures are made according to the TCFD recommended framework, ensuring that stakeholders fully understand Sheng Yu's efforts in risk management and response strategies for addressing climate change, and this commitment is communicated to senior executives and all company colleagues. | None |

  4. 28 -


Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
2. The Company regularly connects to the national regulatory website to obtain the relevant regulations formulated by the EPA and the Ministry of Economic Affairs and other government authorities in response to climate change. In accordance with the Company's greenhouse gas policy commitment, we are committed to greenhouse gas emission inventory, and the results of the inventory will be registered on the National Greenhouse Gas (GHG) Registry platform of the Environmental Protection Administration. We actively participate in the "Industrial GHG Voluntary Reduction Plan" of the Industrial Development Bureau, Ministry of Economic Affairs, and undertake to reduce greenhouse gas emissions by 1,250 metric tons-CO2e in five years (2016-2020). In 2022, the company promised the Iron and Steel Association that it would reduce carbon emissions by 7% in 2025 compared to 2018 as a mid- to long-term goal, actively implementing greenhouse gas reduction efforts.3. From 2004 to 2025, a total of 33,110 metric tons-CO2e of greenhouse gas emissions had been reduced, and the relevant information is posted on the "Industrial GHG Voluntary Reduction Information Platform" website.4. To address the potential risks of global climate change policies on the company's future, the company added emissions categories three to six in 2022 to understand the proportion of carbon emissions in the product life cycle. Moreover, a 1,500 kWp rooftop solar power system was installed on July 1, 2022. It is also expected that the construction of the 8,408kWp solar power generation system project at the Pingnan plant will be completed in first quarter of 2026 to obtain carbon credits and reduce the impact of climate change on the company.
(4) Does the Company compiled statistics on greenhouse gas emissions, water consumption and total weight of waste in the past two years, and formulated policies on greenhouse gas reduction, water reduction or other waste management? v We regard environmental protection and energy management as an indispensable part of the Company, so we have set up an environmental/energy policy: "All employees shall protect the environment, prevent pollution, care for the earth, and achieve sustainable development", with energy consumption reduction and carbon emission reduction as our energy management goals.1. Greenhouse gas emission Annual inventory of greenhouse gas emissions, including the scope of all production processes and facilities and foreign staff rented accommodation in the site at No. 11, Zhonglin Rd., Xiaogang Dist., Kaohsiung City; and international verification agencies were commissioned to conduct data verification operations. The greenhouse gas emissions verified in the last three years are shown in the following table: (unit: metric tons) None
Coverage Scope 2023 2024 2025
Scope 1 CO2e 27,121.6 33,145.1 34,706.9
Scope 2 CO2e 47,437.8 49,308.6 48,318.7
Emission intensity (kg/Ton) 63.5 63.5 65.7
Scope 3 CO2e 896,483.0 1,130,950.3 1,077,203.3
Note : The 2025 data and Scope 3 represents monthly self-inspection data within the plant and has not been externally verified. Since 2024, we have been conducting internal audits on the consolidated subsidiaries Yodoko International Ltd. and Sheng-Yu Trading (Dongguan) Corp. The employees of the other two subsidiaries work in the parent company's office, so there will be no repeated audits within the same area.
Yodoko International Ltd. 2023 2024 2025
Scope 1 CO2e 51.3 55.0 55.4
Scope 2 CO2e 38.5 76.4 56.4
Scope 3 CO2e 3,900.5 3,614.0 10,775.5
Sheng-Yu Trading (Dongguan) Corp. 2023 2024 2025
Scope 1 CO2e 6.2 11.0 12.5
Scope 2 CO2e 8.4 8.3 9.2
Scope 3 CO2e 9.3 10.5 11.7

Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
2. Water consumption
The water source of our company is from Taiwan Water Corporation. The water is mainly used for daily life and process water. According to the data of 2025, the recovery rate of process water ((total recycled water + total reused water) ÷ total factory water consumption) x 100%) is only 90.13%.
The waste (sewage) water is treated by the wastewater treatment equipment until it meets the discharge standard and then discharged to the Linhai Linyuan & Dafa Industrial Parks Combined Wastewater Treatment Plant through pipelines.
The water consumption and unit water consumption in the last three years are shown in the following table :
2023 2024 2025
Total water consumption (Ton) 434,255 438,785 435,290
Unit water con umption(kg/Ton) 370 330 345
3. Waste management
The Company has established a “Waste Cleaning Plan” to manage the business waste generated. Business waste is classified and stored in accordance with the law, and qualified waste removal/disposal providers are entrusted to carry out removal/disposal and reporting operations. Annual inspection and assessment of waste disposal plants are conducted to ensure proper disposal of waste and to avoid environmental hazards from illegal disposal.
The total waste production and unit product emissions in the past three years are shown in the following table:
2023 2024 2025
Total general sludge production (metric tons) 1,351 1,261 1,389
General sludge (kg/tonne) 1.15 0.95 1.10
Total hazardous sludge production (tonne) 1.13 2.22 3.88
Hazardous sludge (kg/tonne) 0.006 0.012 0.020
4. Social issues
(1) Does the company formulate appropriate management policies and procedures according to relevant regulations and the International Bill of Human Rights? v 1. The Company complies with national labor regulations and refers to international human rights conventions such as the "United Nations' Nine Core Human Rights Treaties," "Universal Declaration of Human Rights," "The United Nations Global Compact," "International Bill of Human Rights," "ILO Declaration on Fundamental Principles and Rights at Work," "United Nations Guiding Principles on Business and Human Rights (UNGPs)," "OECD Guidelines for Multinational Enterprises," and the "Ten Principles of the United Nations Global Compact (UNGC)." A human rights policy applicable to the Company and its related enterprises has been developed. This policy is continually improved to enhance working conditions and employee benefits and to address and improve human rights management issues. The human rights policy and specific management plans are as follows:
(1) Providing a safe and healthy work environment.
(2) Eliminating illegal discrimination to ensure equal employment opportunities.
(3) Prohibiting the employment of child labor.
(4) Assisting employees in maintaining physical and mental health and work-life balance.
(5) Protecting personal data.
(6) Establishing a grievance system.
(7) Creating effective channels for diverse communication.
(8) Conducting educational training and advocacy.
2. Implementation status of the human rights policy:
(1) Human Rights Policy Education and Promotion: "Human Rights Policy" OJT (On-the-Job Training) materials were produced and implemented by various units. A 3-hour promotional course on "Prevention of Workplace Sexual Harassment and Unlawful Infringement at the Supervisory Level" was arranged on April 9, 2025. Digital courses were also purchased for supervisors and employees to use in promotional activities. None
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Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
(2) Gender equality and friendly workplace: The ratio of female colleagues has increased. The company has established a grievance system to protect equal employment opportunities for different genders. Through gender equality training or diverse advocacy, the company actively eliminates workplace gender discrimination and fosters a gender-friendly work environment.
(2) Does the Company establish and implement reasonable employee benefit measures (including remuneration, leave and other benefits, etc.) and appropriately reflect operating performance or results in employee remuneration? v 1. Employee benefit : Please refer to page 57.
2. The Company's "Articles of Incorporation" specify the allocation ratio for employee compensation in the event of profits, to share the operational results.
3. The Company has established "Salary Management Regulations," "Performance Bonus Issuance Regulations," "Year-End Bonus Issuance Regulations," "Performance Assessment and Promotion Management Regulations," and "Reward and Discipline Management Regulations" to provide reasonable and competitive compensation to attract, retain, and motivate talent, facilitating the company's long-term development.
4. The Company has established an Employee Stock Ownership Plan, implementing a stock trust incentive.
5. The Company has a Labor Welfare Committee that organizes various employee welfare activities and subsidies. None
(3) Does the company provide a healthy and safe working environment and organize training on health and safety for its employees on a regular basis? v In 2025, the Company continued to promote zero-accident safety management measures and health promotion activities to provide employees with a safe and healthy working environment:
1. Zero Accidents
(1). Preparation of OPL materials and implementation of safety education for steel coil in/out operations
-A total of OPL training materials and programs were completed for 8 units, achieving a 100% completion rate.
(2). Industrial safety experiential training activities (for new employees without prior training)
-A total of 3 sessions involving 45 participants were completed, achieving a 100% completion rate.
(3). One plant-wide fire drill
-Conducted on May 22 with a 100% completion rate.
2. Implementation of Safety Management Measures
(1). Audit of self-inspection implementation - A total of 24 audits were required and completed in 2025, achieving a 100% completion rate.
(2). Fit testing for noise protection equipment - A total of 82 tests were conducted, achieving a 100% completion rate.
3. Health Promotion
(1). Implementation rate of supervisor health care: 100% target achieved; 557 cases required, 542 completed, with an overall implementation rate of 97.3%.
(2). Reduction in the number of individuals with hypertension, hyperglycemia, and hyperlipidemia by more than 3%: target improvement of 15 individuals (3%), with actual improvement of 21 individuals, achieving a cumulative reduction rate of 4.3%.
(3). Mental health promotion activities (100% completion rate for planning and execution): “2025 Emotional Navigation Journey” health promotion program conducted from May 2 to October 31 (6 months). As of October 31, a total of 18 employees received on-site counseling services from psychologists between May and October, achieving a 100% target completion rate.
(4). Health promotion courses:
1). “Relief from Musculoskeletal Pain—Self-Care for Office Workers”: held on June 20 (Fri) and June 24 (Tue), with 57 participants and an average satisfaction rate of 97.97%.
2). “Exercise for Stress Relief” (every Tuesday): conducted from July 1 to August 26, with a total of 106 participants.
3). “Mind-Body Relaxation Experience—Restoring Autonomic Nervous System Balance”: held on July 11 (Fri), with 20 participants and a satisfaction rate of 94.43%.
4). “Workplace Interpersonal Relationships and Communication”: held on July 22 (Tue), with 39 participants and an average satisfaction rate of 94.78%.
Certifications obtained by the Company and their scopes:
1. Sheng Yu's acquisition of ISO 45001 certification:
(1) Management boundaries and scope: Covers all company products and related service activities, including outsourced processing and packaging manpower, with the management system's physical boundaries set at the None
  • 31 -

Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
company’s location at No. 11, Zhonglin Rd., Xiaogang Dist., Kaohsiung City.
(2) Applicable scope: Manufacture of cold-rolled steel coils, galvanized steel coils, aluminum-zinc coated steel coils, and painted steel coils.
(3) Certifying body: DNV GL, Netherlands.
(4) Certificate number: 00001-2020-AS-TWN-TAF
(5) Validity date: March 7, 2026
  1. Sheng Yu's acquisition of TOSHMS certification:
    (1) Applicable scope: The implemented occupational health and safety management system meets the requirements of CNS 45001: 2018.
    (2) Certifying body: DNV GL, Netherlands.
    (3) Certificate number: CB13-98004-05
    (4) Validity date: March 7, 2026

Annual Statistics and improvement measures for employee occupational accidents :
Number of incidents and individuals affected by temporary total disability in 2025, 1 cases involving, 1 individuals, accounting for 0.20% of the total number of employees at the end of 2025, with a disability injury frequency of 0.93.

Occupational Accident Prevention Management Measures:
(1) Continuously strengthen safety education and awareness, including zero-accident courses, industrial safety experiential training, and OPL training for critical hazard points.
(2) Regularly conduct fit testing for noise and respiratory protective equipment, and perform periodic inspections of their usage to ensure proper compliance.
(3) Strengthen overall corporate culture (including communication practices, quality awareness, personal discipline, and accountability), thereby establishing employees’ core values and enhancing overall team competitiveness.

Annual Fire incidents, casualties, and casualty rates as a percentage of total employee numbers, along with related improvement measures:
In 2025, there was one fire incident, with zero casualties, and the casualty rate accounted for 0% of the total number of employees.

Fire-related improvement measures:
1. Fire prevention management measures:
(1). Designate responsibility areas with fire safety officers and assign individuals responsible for fire sources to regularly inspect fire protection equipment and maintain fire prevention measures.
(2). Establish a hot work permit application system to ensure fire prevention management during operations involving open flames.
(3). Control personnel entry and exit in the plant area, organize and remove combustible materials from the premises, and enhance inspections of blind spots and patrols during holidays and nighttime.

  1. Preventive management strategies:
    (1). Ensure maintenance of fire safety equipment by contracting professional fire protection engineers or a professional maintenance organization to inspect the fire safety equipment annually, with inspection results reported to local fire authorities as required.
    (2). Plan and establish an in-house firefighting team and regularly conduct disaster response drills to ensure minimal damage and loss in case of fires or other disasters.
    (3). Regularly conduct disaster response training to improve all employees’ knowledge of fire prevention and disaster response capabilities. | |

  2. 32 -


Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
(4) Does the company provide its employees with career development and training sessions? v The Company values employees' knowledge learning and career development, designing courses and training plans based on organizational needs and competency gaps. We hold hierarchical, occupational safety and environmental protection, TQM, and skill improvement training, encouraging employees to participate in relevant training courses outside the company. We also provide employee tuition assistance for further studies, expecting employees to "enhance themselves through work challenges" in line with the company's management philosophy. We actively promote the policy that human resources are the company's essential assets, comprehensively improving employee performance and potential to meet the company's sustainable development needs.

2025 Career Competency Development Training Program:
1. General Training: Comprehensive Career Development Training System | | None |
| | | | Training Program Name | Description | |
| | | | Industry Trends Program | Title: Steel Industry Trends, Outlook, and Challenges
Target Participants: Department heads and above
Total Training Hours in 2025: 141 hours
Development Focus: To understand changes in global and domestic steel markets and future trends, respond to the competitive landscape of the steel industry, identify opportunities, and adjust strategies accordingly. | |
| | | | Team Consensus Camp | Title: Deepening Corporate Culture – Accountability, Execution, Workplace Communication (Reporting, Communication, Consultation), and Professional Competency
Target Participants: Supervisory-level personnel and above up to department heads
Total Training Hours in 2025: 687 hours
Development Focus: To deepen corporate culture (accountability and communication practices), cultivate professional workplace competencies, enhance understanding of organizational communication and management, improve communication efficiency, and foster workplace etiquette and professionalism. | |
| | | | Human Rights Policy Advocacy | Title: Prevention of Workplace Sexual Harassment and Other Illegal Infringements for Supervisory Personnel
Target Participants: Section chiefs and above
Total Training Hours in 2025: 246 hours
Development Focus: To correctly identify common forms of workplace misconduct, assist the Company in implementing preventive measures, reduce workplace risk factors, and establish a harmonious and high-quality working environment. | |

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Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
2. New Employee Training: Training System for New Hires
Training Program Name Description
Zero-Accident Hazard Prediction Training Target Participants: New employees
Total Training Hours in 2025: 292.5 hours
Development Focus: To instill the concept of zero-accident operations, establish safety awareness and hazard prediction capabilities, proactively develop improvement measures, eliminate unsafe behaviors and conditions, and prevent accidents.
Industrial Safety Experiential Training Target Participants: New employees
Total Training Hours in 2025: 292.5 hours
Development Focus: To instill the concept of zero-accident operations, establish safety awareness and hazard prediction capabilities, proactively develop improvement measures, eliminate unsafe behaviors and conditions, and prevent accidents.
QC Activity Process Practical Workshop Target Participants: New employees
Total Training Hours in 2025: 210 hours
Development Focus: Through practical exercises based on Company cases, to familiarize new employees with the key steps and operational principles of Quality Control Circle (QCC) activities, combined with the application of improvement techniques, enabling them to quickly understand the operation of SJK activities.
Corporate Communication – “Reporting, Communication, Consultation” Target Participants: New employees
Total Training Hours in 2025: 105 hours
Development Focus: To promote effective organizational communication through “reporting, communication, and consultation” across all levels—from supervisors to colleagues and subordinates—facilitating idea exchange, information sharing, and collaborative decision-making to build a successful corporate model.
(5) Does the Company comply with relevant regulations and international standards on customer health and safety, customer privacy, marketing and labeling, etc. of its products and services, and has it formulated relevant policies and complaint procedures to protect consumer or customer rights? v 1. Upon receipt of an order, the Company will arrange the production process in accordance with the relevant product specifications and guidelines as required by domestic and foreign customers. After the products are produced, they will be sold and marketed domestically in full compliance with the "Fair Trade Act", and they will also comply with the local laws and regulations of each country when they are exported abroad.
2. Over the process of Company product being produced and delivered to end-users, in case of any dissatisfaction with the products, there is a complete set of customer complaint or complaint handling standards. Once a customer complains about or files a claim against the Company's products, it will protect the rights and interests of consumers with the principle of quick handling and in accordance with the above procedures. Furthermore, to secure the stability and reliability of product quality, it has continuously obtained JIS, CNS, MS MARK , BCI etc. product certifications. According to the Company's quality policy "Keeping up with customer expectations," it has purchased related items that are up to standard. In terms of after-sales service, the Company has drawn up the operating procedures of the "Guidelines for Handling Claims and Complaints" to ensure the rights and None
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Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
interests of consumers.
In terms of after-sales service, the Company has a standard operating procedure, which can be referred to the "F10-CIS-2. Claims and Complaints Handling" standard document, which is regularly updated with the current situation to ensure consumer rights.
3. To establish a sustainable business relationship between customers and the company, a Customer Satisfaction Committee operates, conducting at least one satisfaction survey and senior management visits to assess customer needs (including HSF green products) annually. During this process, customer issues are resolved, leading to the company's continued growth.
4. The Company has established a "Prohibition of Restricted Competition and Unfair Competition Conduct Regulation."
(6) Does the Company have a supplier management policy that requires suppliers to comply with relevant regulations on environmental protection, occupational safety and health, or labor human rights, and how is it implemented? v 1. Supplier management is carried out in accordance with the “Procurement and Contracting Management Regulations” of Sheng Yu Company.
Specific management policies include:
(1). Suppliers and contractors shall comply with Sheng Yu’s corporate social responsibility policy, and suspend their rights to trading until improvement is made in the event of infringement of environmental protection, industrial safety, labor human rights, integrity and labor-related laws and regulations.
(2). The contractors are required to pay attention to improving the environmental impact of the production or construction process and to comply with the requirements of laws and regulations, including proper procedural control of waste disposal, in order to achieve the purpose of environmental protection and energy performance management.
(3). Sheng Yu has established an inspection process for qualified suppliers of HSF green products without harmful substances. Every year, Sheng Yu conducts an inspection based on the quality of the supplier’s products, related documents and third-party testing results, and announces the results as a basis for procurement.
(4). Sheng Yu’s waste removal and disposal contractors are strictly selected. Before signing a contract, we must examine the government-issued permits, the records of relevant violations in the past three years, and visit the contractor’s factory to conduct on-site inspections, and then sign a contract after passing the evaluation. During the contract period, the waste removal and disposal procedures shall be in accordance with the environmental protection regulations and shall be regularly inspected every year.
(5). In terms of labor safety protection, the contractors are required to attend safety training and hazard warnings prior to operation, and the contractors’ employers are required to designate dedicated safety and health management personnel to manage and comply with all safety and health management regulations set by Sheng Yu, and any violation will result in fines to the employers in order to improve the safety of the contractors’ operators.
(6). In terms of labor rights protection, employers of contractors are required to insure their workers take out insurance in accordance with government regulations, and to take out additional accident insurance of at least $5 million per person to enhance the protection of workers in case of accidents, and to comply with the requirements of labor-related laws and regulations in terms of attendance and wages.
(7). When evaluating whether to bring in a new contractor, we must fill out a survey form and submit relevant information such as registered business scopes, and whether the contractor has passed ISO 45001 and ISO 14001 certification for inspection to confirm that it is a legally registered company, and to report whether there have been no major safety, health, and environmental incidents in the past three years. If necessary, on-site inspections will be arranged.
Sheng Yu’s production base is located in Taiwan, and it is part of our corporate social responsibility to enhance local supply optimization to protect the rights and interests of local grassroots workers, reduce carbon pollution from transportation and improve environmental and social issues, and establish long-term relationships with local suppliers to enhance supply chain stability.
(8). The procurement of foreign equipment and raw materials will be adjusted based on the human rights status of the country of origin, and the procurement documents and contract terms will stipulate that no bribery and no infringement of rights will be allowed.
(9). Support the advocacy of the Global e-Sustainability Initiative (GeSI) by purchasing non-conflict materials and not purchasing conflict metals from conflict areas in the Democratic Republic of Congo and surrounding countries, and all zinc and aluminum ingots purchased in 2025 complied with the conflict minerals policy.
2. The specific implementation status are as follows:
(1). Follow the requirements of ISO 9001, QC080000, ISO45001 and ISO14001 management systems, and conduct None
  • 35 -

Promotion Item Implementation situation Deviations from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, and reasons for such deviations
Yes No Abstract Explanation
annual supplier management audits; there was no deficiency in 2025.
(2). Risk assessment of environmental aspects will be conducted annually to implement enterprise operation risk management and maintain normal operation. In 2025, the results of the indirect environmental assessment of suppliers in the procurement process are below moderate risk.
(3). Qualified suppliers of HSF green products without harmful substances in 2025 have been reviewed and the results announced.
(4). The contractor for waste removal and treatment has signed a contract for waste removal and treatment in compliance with environmental regulations in 2025, and no negative impact concerns were identified during the 2025 plant visit.
(5). Suppliers and contractors of outsourced processing, coating (baking), grinding, transportation, air conditioning maintenance, forklift maintenance, and other outsourced processing work, as well as contractors who are stationed at the site, are required to report the “Environmental Management System Contractor Compliance Survey Form” annually to understand the contractors’ compliance with regulations and to manage them. In 2025, no supplier with negative impact is found in the environmental management compliance survey of suppliers.
(6). Supplier evaluation and assessment: The scope includes the delivery performance of suppliers of raw materials, materials and packaging materials directly related to the production of finished goods, and the annual evaluation was carried out in 2025.
(7). Contractor evaluation and assessment: The scope includes the evaluation of restricted space operations, roofing operations, plant construction or repair operations, excavation operations, erection of construction racks over 5 meters, and outsourcing of additional work, etc. The evaluation was carried out at the time of completion and acceptance in 2025 as scheduled.
5. Does the Company make reference to international standards or guidelines for the preparation of sustainability reports and other reports that disclose non-financial information about the Company? Does the previous report obtain a third-party verification unit's opinion of confirmation or assurance? v The 2024 Sustainability Report was approved by the Board of Directors on May 8, 2025, that was compiled in accordance with the "Global Reporting Initiative" (GRI) standards and verified by "GREAT Certification." A statement of independent assurance was obtained on June 10, 2025, to ensure the accuracy of the data on economic, social, environmental, and corporate governance reported.
The 2024 Sustainability Report was published in Chinese on Aug. 29, 2025 and disclosed on the Market Observation Post System and company website, english version published on Nov. 21, 2025. None
6. If the Company has established the corporate sustainable development principles based on the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, please describe any discrepancy between the Principles and their implementation:
The Company has formulated its "Sustainable Development Best Practice Principles" in accordance with the "Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies" and disclosed these on the Market Observation Post System and the company's website, ensuring compliance with the Company's "Sustainable Development Best Practice Principles."
7. Other important information to facilitate better understanding of the company’s corporate sustainable development practices:
Corporate sustainable development is not only detailed in the annual report, but also published on the Company’s website (http://shengyusteel.com), including information on corporate governance, environmental performance development, and the promotion of social welfare.
Can reference to "Sheng Yu Corporate Sustainability Report 2024" on the company website.

(5)-2 Climate-Related Information of TWSE/TPEx Listed Company
1. Implementation of Climate-Related Information

Item Implementation status
1. Describe the board of directors' and management's oversight and governance of climate-related risks and opportunities. 1. The board has established a “Sustainability Committee”, with the Director and President serving as the convener. It lays out actual tasks involving environmental sustainability, CSR, corporate governance, ethical management, risk management, talent development, intellectual property and information security. The ESG Sustainability Executive Committee is responsible for reporting the annual plans and implementation results to the Sustainability Committee, which then reports to the board.
2. Describe how the identified climate risks and opportunities affect the business, strategy, and finances of the business (short, medium, and long term). 2. Sales: The supply and demand structure changes the product and service practices, and the ways of affecting the market are intricate.
Strategy: Limit any adverse impacts that may contribute to climate change and promote climate change adaptation.
Financials: Increased operating costs (such as compliance costs and insurance premium increases), and policy changes leading to write-offs and early scrapping of existing assets.
3. Describe the financial impact of extreme weather events and transformative actions. 3. Extreme weather events: Property damage or supply chain disruption.
Transition Actions: The Company is gradually shifting toward low-carbon, high-efficiency technological improvements and innovations, which may influence its competitiveness, as well as production and distribution costs.
4. Describe how climate risk identification, assessment, and management processes are integrated into the overall risk management system. 4. The purpose of identifying climate change is not to make accurate predictions, but to strengthen risk identification and measurement through regular monitoring of relevant laws and regulations, guidelines and literature for the completeness of identification and explore and understand potential material risks, which can be used as reference for the company's decision-making. The “Compliance Risk Management Committee” and the “Energy and Resources Management Committee” meet every quarter, and regularly report the progress to the “ESG Sustainability Executive Committee”.
5. If scenario analysis is used to assess resilience to climate change risks, the scenarios, parameters, assumptions, analysis factors and major financial impacts used should be described. 5. The scenario explains that 2°C is mild. Low emissions scenario for warming not exceeding 2°C. The warming is controlled, and the physical risk is lower. 4°C is severe, and a high emissions scenario. By 2100, global warming will be close to 4°C. Warming cannot be controlled in time, and extreme weather leads to a higher risk of disasters. Carbon-related charges are the main factor impacting the finances.
6. If there is a transition plan for managing climate-related risks, describe the content of the plan, and the indicators and targets used to identify and manage physical risks and transition risks. 6. Actions: In terms of transition risks, there are construction of the product carbon footprint management platform; added heat shielding function of Colorstrong products; add VOCs reduction equipment (zeolite runner concentration equipment) to CC2; establish carbon footprint verification for critical materials and find supply sources of low-carbon products; collaborate with MIRDC on carbon reduction process technology. In terms of physical risks, there are completing flood control preparations by the end of May every year; each unit formulates appropriate emergency response plans separately according to the risk level; each responsible unit conducts preparations, response measures and patrol inspection in accordance with the status of typhoon.
7. If internal carbon pricing is used as a planning tool, the basis for setting the price should be stated. 7. In March 2025, with reference to the Environmental Protection Administration’s Regulations Governing the Collection of Carbon Fees, the Company established a carbon fee mechanism based on standard product costs and set an internal carbon pricing (ICP) range of NT$10 to NT$80 per metric ton. This mechanism is applied to energy-saving and carbon reduction projects as well as renewable energy electricity usage. A total of 14 projects were proposed, including energy efficiency improvement of CPL edge trimming scrap conveyor belts, power-saving solutions for CR2 rolling oil tank heaters, energy-saving improvements for UTL cooling water supply pumps, and the installation of a solar photovoltaic power generation system at the Pingnan plant. These initiatives are expected to reduce emissions by 5,308 metric tons of CO2e annually.
8. If climate-related targets have been set, the activities covered, the scope of greenhouse gas emissions, the planning horizon, and the progress achieved each year should be specified. If carbon credits or renewable energy certificates (RECs) are used to achieve relevant targets, the source and quantity of carbon credits or RECs to be offset should be specified. 8. Short-term: GHG emissions in 2026 reduced by 8% compared with 2018.
Intermediate-term: GHG emissions in 2030 reduced by 13% compared with 2018.
Long-term: Achieve net zero emissions by 2050.
We have completed 1950 kWp of solar power generation system. In order to meet the reduction goals of the Greenhouse Gas Reduction and Management Act, we have continued to plan the installation of solar power generation equipment, operation testing and on-grid connection, inspection for completion and the acquisition of electricity business license.
9. Greenhouse gas inventory and assurance status and reduction targets, strategy, and concrete action plan (separately fill out in points 1-1 and 1-2 below). 9. Please refer to 1-1 and 1-2 for details.
  • 37 -

1-1 Greenhouse Gas Inventory and Assurance Status for the Most Recent 2 Fiscal Years

1-1-1 Greenhouse Gas Inventory Information

Describe the emission volume (metric tons CO2e), intensity (metric tons CO2e/NT$ million), and data coverage of greenhouse gases in the most recent 2 fiscal years.

  1. In 2024, the greenhouse gas emissions were 82,454 tons CO2e (Scope 1 and Scope 2), with a revenue of NT$13,045 billion, and an emission intensity of 6.32 tons CO2e per million NT$. Scope 3 Other indirect emissions 1,130,950 tons CO2e. The emission information of the company and its consolidated subsidiaries is as follows:
  2. In 2025, the greenhouse gas emissions were 83,026 tons CO2e (Scope 1 and Scope 2), with a revenue of NT$12,473 billion, resulting in an emission intensity of 6.66 tons CO2e per million NT$. Scope 3 other indirect emissions 1,077,203 tons CO2e.
Scope 2024 2025
Emissions tons CO2e Emission Intensity tons CO2e / million NT$ Emissions tons CO2e Emission intensity tons CO2e / million NT$
The Company Scope 1 Direct greenhouse gas emissions 33,145 6.32 34,707 6.66
Scope 2 Indirect Greenhouse Gas Emissions 49,309 48,319
Subtotal 82,454 83,026
Scope 3 Other indirect emissions 1,130,950 - 1,077,203 -
subsidiaries in the consolidated financial statements Scope 1 Direct greenhouse gas emissions 66 0.23 68 0.17
Scope 2 Indirect Greenhouse Gas Emissions 84 66
Subtotal 150 134
Scope 3 Other indirect emissions 3,624 - 10,787 -
Combined emissions Scope 1 and Scope 2 82,604 6.03 83,160 6.27
TOTAL Scope 1, Scope 2 and Scope 3 1,217,178 - 1,171,150 -

Note 1: Direct emissions (scope 1, i.e., emissions directly from sources owned or controlled by the Company), indirect energy emissions (scope 2, i.e., indirect greenhouse gas emissions from electricity, heat, or steam) and other indirect emissions (scope 3, i.e., emissions from company activities that are not indirect energy emissions, but originate from sources owned or controlled by other companies).
Note 2: The data coverage scope for direct emissions and indirect energy emissions shall comply with the schedule prescribed in the order issued under Article 10, paragraph 2 of "Regulations Governing Information to be Published in Annual Reports of Public Companies" (the Regulations). Other indirect emissions information may be voluntarily disclosed.
Note 3: Greenhouse gas inventory standards: Greenhouse Gas Protocol (GHG Protocol) or ISO 14064-1 issued by the International Organization for Standardization (ISO).
Note 4: The intensity of greenhouse gas emissions may be calculated per unit of product/service or revenue, but at least the data calculated in terms of revenue (NT$ 1 million) shall be disclosed.

1-1-2 Greenhouse Gas Assurance Information

Describe the status of assurance for the most recent 2 fiscal years as of the printing date of the annual report, including the scope of assurance, assurance institutions, assurance standards, and assurance opinion.

  1. The greenhouse gas emissions inventory for 2024 was audited by Taiwan Inspection Technology Corporation SGS in June 2024. The assurance scope was at No. 11, Chung Lin Rd., Hsiao Kang Dist., Kaohsiung City, covering the period from January 1, 2024, to December 31, 2024. The audit was conducted according to the ISO 14064-3:2006 guidelines, and the results met the current regulations and reasonable assurance levels set by the relevant authorities.
  2. The greenhouse gas emissions inventory for 2025 is scheduled to be audited by Taiwan Inspection Technology Corporation SGS in March 2025. The assurance scope is also at No. 11, Chung Lin Rd., Hsiao Kang Dist., Kaohsiung City, for the period from January 1, 2025, to December 31, 2025, and will be conducted according to the Ministry of Environmental Protection's Greenhouse Gas Emissions Verification Operation Guidelines (2024 Edition) and the Ministry of Environmental Protection's Greenhouse Gas Emissions Verification Registration and Inspection Management Measures (2023.09.14).

(Complete assurance information will be disclosed in the sustainability report.)

Note 1: This information shall be disclosed in compliance with the schedule prescribed in the order issued under Article 10, paragraph 2 of the Regulations. If the Company has not obtained a complete greenhouse gas assurance opinion by the date of printing of the annual report, it shall note that "Complete assurance information will be disclosed in the sustainability report." If the Company does not prepare a sustainability report, it shall note that "Complete assurance information will be disclosed on the Market Observation Post System (MOPS)," and shall disclose the complete assurance information in the annual report of the following fiscal year.


Note 2: The assurance institutions shall meet the directions regarding assurance of sustainability reports prescribed by the TWSE and the TPEx.

Note 3: When preparing the disclosure content, the Company may refer to the best practice reference examples on the TWSE Corporate Governance Center website.

1-2 Greenhouse Gas Reduction Targets, Strategy, and Concrete Action Plan

Specify the greenhouse gas reduction base year and its data, the reduction targets, strategy and concrete action plan, and the status of achievement of the reduction targets.
To formulate greenhouse gas (GHG) reduction strategies, the Company completed its GHG inventory in 2023 using the consolidated financial statements as the boundary. Accordingly, 2023 was established as the base year, with Scope 1 and Scope 2 emissions of 27,179 metric tons CO2e and 47,485 metric tons CO2e, respectively. Sheng Yu Steel Co., Ltd. has set the reduction of energy consumption and carbon emissions as its primary GHG management objective. In addition to voluntarily participating in government-promoted GHG reduction programs and committing to carbon reduction targets, the Company has established an “Energy and Resource Management Committee” to continuously manage plant-wide energy usage, improve energy efficiency, and formulate short-, medium-, and long-term goals. The strategies and action plans are outlined as follows: Short-term target: Reduce GHG emissions by 8% by 2026 compared to 2018 levels Medium-term target: Reduce GHG emissions by 13% by 2030 compared to 2018 levels
2030 Carbon Reduction Targets Strategies Action Plans
1. Improve energy efficiency 1-1. Upgrade obsolete equipment
1-2. Recover waste heat from equipment
1-3. Improve energy losses and leakage
1-4. Energy dispatch management (evaluation and implementation of energy storage systems and EMS)
1-5. Improve combustion systems in production lines
2. Develop and utilize renewable energy 2-1. Continue installation of solar power systems on available factory rooftops
2-2. Research and evaluate renewable energy development and utilization technologies
3. Substitute products and raw materials 3-1. Develop and introduce low-carbon products and raw materials
In 2025, the Company planned a total of 14 environmental protection initiatives, including energy efficiency improvement of CPL edge trimming scrap conveyor belts, power-saving improvements for CR2 rolling oil tank heaters, energy-saving improvements for UTL cooling water supply pumps, and installation of a solar photovoltaic system at the Pingnan plant. These initiatives are expected to reduce emissions by 5,308 metric tons of CO2e annually. As of Q4, cumulative emission reductions reached 113.12 metric tons of CO2e. Long-term target: Achieve net-zero emissions by 2050.

Note 1: This information shall be disclosed in compliance with the schedule prescribed in the order issued under Article 10, paragraph 2 of the Regulations.
Note 2: The base year shall be the fiscal year in which the greenhouse gas inventory is completed based on the consolidated financial reporting boundary. For example, under the order issued under Article 10, paragraph 2 of the Regulations, a company with capital of NT$10 billion shall complete the inventory for its fiscal 2024 annual consolidated financial report in 2025, so the base year will be 2024. If a company has disclosed its inventory in its consolidated financial report in an earlier year, it may take the earlier fiscal year as its base year. Also, the data for the base year may be calculated based on a single fiscal year or the average of multiple fiscal years.
Note 3: When preparing the disclosure content, the Company may refer to the best practice reference examples on the TWSE Corporate Governance Center website.


(6) Corporate integrity practices, Differences from the "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies" and the Reasons

Evaluation Item Implementation Status^{1} Deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons
Yes No Abstract Illustration
1. Establishment of ethical corporate management policies and programs
(1) Does the Company have an ethical corporate management policy that has been approved by the Board of Directors and expresses its policies and practices on ethical corporate management in its regulations and external documents, as well as the Board of Directors' and management's commitment to actively implement the policy? v (1) 1). The Company's board of directors has approved the "Ethical Corporate Management Best Practice Principles," and according to this code, the "Procedures for Ethical Management and Guidelines for Conduct" have been established. These guidelines specifically regulate matters that all employees should be aware of when conducting business. The ethical management policy is also stated in Article 5 of the "Ethical Corporate Management Best Practice Principles."
2). Through internal publications, the promotion of moral conduct, adherence to discipline, and company regulations are emphasized to implement the corporate image of ethical management. The code of conduct for practitioners is set out in Article 4 of the work rules, requiring employees to be honest and clean. The Company has also established "Shengyu's Gift Property and Banquet Entertainment Management Measures" and "Prohibition of Bribery to Public Sector and Personnel Management Measures," ensuring employees understand and commit to not providing, accepting, promising, or requesting any improper benefits, either directly or indirectly, or engaging in other violations of integrity, illegal, or breach of fiduciary obligations.
3). The ethical management policy is publicized on the company's website, promotional materials, or external activities, enabling managers, employees, suppliers, customers, and other business-related organizations and personnel to understand the company's ethical management concepts and norms.
4). The Company discloses the "Ethical Corporate Management Best Practice Principles," "Procedures for Ethical Management and Guidelines for Conduct," and "Codes of Ethical Conduct" on the company's website and the Market Observation Post System. This helps employees understand the ethical norms and related policies of ethical management. The Company regularly promotes ethical management concepts and moral conduct through internal websites, meetings, or educational training. None
(2) Has the Company established an assessment mechanism for the risk of unethical conduct and regularly analyzed and evaluated the business activities within its business scope with a higher risk of unethical conduct, and formulated a plan to prevent unethical conduct, covering at least the preventive measures under Article 7, Paragraph 2 of the "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies"? v (2) 1). The Company has established an "Regulatory Compliance and Risk Management Committee" within its internal organization. The Committee is responsible for identifying and responding to various risks within the scope of business, including promoting and communicating anti-corruption policies, committing to and complying with the laws and ethical standards of the countries where the business operates, and planning various regulatory compliance and promotion activities.
2). The Company has established the "Codes of Ethical Conduct," which timely promotes moral concepts within the company and encourages employees to report any suspected or discovered violations of laws, regulations, or the Moral Behavior Code to the appropriate personnel. The Company also provides enough information to handle subsequent matters properly. None
  • 40 -

Evaluation Item Implementation Status^{1} Deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons
Yes No Abstract Illustration
3).The Company has established "Shengyu's Gift Property and Banquet Entertainment Management Measures" and "Prohibition of Bribery to Public Sector and Personnel Management Measures" to implement a high-quality corporate culture, maintain the company's image, and provide guidelines for employees to handle gifted property, banquet entertainment, and lobbying. When encountering a gift from someone with a vested interest in their job, the gift should be refused or returned unless otherwise specified. If it cannot be returned, employees should complete a "Gifted Property Handling Report," submit it to their department supervisor for approval, and send the gifted property to the "Regulatory Compliance and Risk Management Committee" office for processing.
(3) Has the Company defined and implemented the operating procedures, conduct guidelines, disciplinary and complaint systems for non-compliance in its unethical conduct prevention program, and regularly reviewed and revised the preceding program? v (3) The Company's "Codes of Ethical Conduct," "Ethical Corporate Management Best Practice Principles," and "Procedures for Ethical Management and Guidelines for Conduct" all have provisions for preventing dishonest behavior and are reviewed and revised in accordance with regulatory amendments. Additionally, a complaint system is in place to implement the complaint system and disciplinary actions for violations. None
2.Fulfill operations integrity policy
(1) Does the company evaluate business partners' ethical records and include ethics-related clauses in business contracts? v (1) The Company periodically audits and interviews suppliers, including clauses prohibiting bribery or accepting kickbacks in various engineering, procurement, and cooperative contracts. The Company's "Procurement and Engineering Contract Management Measures" stipulate that suppliers and contractors must adhere to the Company's corporate social responsibility policies, including ethical conduct. If any violation occurs, the company will suspend transactions until improvements are made. None
(2) Does the Company have a dedicated unit under the Board of Directors to promote ethical corporate management and report to the Board of Directors on a regular basis (at least once a year) on its ethical corporate management policy and program to prevent unethical conduct and monitor its implementation? v (2) To strengthen the management of ethical operation, the Company established the "Sustainable Development Committee" at the board of directors meeting. One of its responsibilities is to promote and implement ethical management-related work and report the execution status of ethical management to the board of directors annually. None
(3) Does the company establish policies to prevent conflicts of interest and provide appropriate communication channels, and implement it? v (3) The Company's Code of Ethical Conduct and Code of Integrity Management, have established a conflict of interest prevention policy, provided appropriate representation channels and implemented them. None
(4) Has the Company established an effective accounting system and internal control system for the implementation of ethical corporate management, and has the internal audit unit drawn up an audit plan based on the results of the assessment of the risk of unethical conduct, in order to verify compliance with the plan to prevent unethical conduct, or has it engaged an accountant to perform the audit? v (4) The Company has established an effective accounting system and internal control system for the implementation of integrity management, which will be regularly checked by the internal audit unit. None
(5) Does the company regularly hold internal and external educational trainings on operational integrity? v (5) 1).The Company's Code of Integrity Management is promoted through its internal website and quarterly publications. None
  • 41 -

Evaluation Item Implementation Status^{1} Deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons
Yes No Abstract Illustration
2). The Sustainable Development Committee held two meetings on February 25 and October 29, 2025, and reported on the implementation of integrity management to the Board of Directors on November 5, 2025.
3). In October 2025, voice-based training materials on the Human Rights Policy, Personal Data Protection, and Prevention of Unethical Conduct were revised and provided to all departments for OJT (on-the-job training) educational promotion.
4). On August 19, 2024, a campaign was conducted to promote the principle that “employees shall comply with confidentiality regulations to protect trade secrets,” resulting in the collection of 510 signed acknowledgments from employees, achieving a 100% return rate.
5). In January, April, July, and October 2025, the Company conducted training on “violations related to the reporting of insider shareholding changes.” Additionally, in February, April, July, and October 2025, the Company conducted advocacy on “prohibiting insiders from trading securities using non-public information obtained from the market.”
3. Operation of the integrity channel
(1) Does the company establish both a reward/punishment system and an integrity hotline? Can the accused be reached by an appropriate person for follow-up? v (1) The Company has established "Procedures for Ethical Management and Guidelines for Conduct" to regulate the ethical guidelines and moral standards for employees when conducting business. The Company has also set up a dedicated anti-corruption hotline (SYSCO Hot Line) at 07-8715252 and a dedicated email address: [email protected], as well as a General Manager's dedicated email: [email protected]. For illegal (including corrupt) and unethical behavior, the Company has specifically set up an independent anti-corruption hotline for internal and external personnel. The hotline is handled confidentially and endeavors to protect the safety of the informants. The reporting window for the hotline is the "Regulatory Compliance and Risk Management Committee." Additionally, the General Manager's dedicated email provides a channel for reporting illegal activities, with the contents of the report directly sent to the General Manager. None
(2) Does the company have a standard operating procedure for the investigation of the matters to be investigated, follow-up measures to be taken after the completion of the investigation, and relevant confidentiality mechanisms? v (2) The Company’s Code ofIntegrity Management prescribes standard operating procedures for the investigation of complaints and relevant confidentiality mechanisms. None
(3) Does the company provide proper whistleblower protection? v (3) The Company takes measures to protect those making a complaint from retaliatory actions. None
4.Strengthening information disclosure None
Does the company disclose its ethical corporate management policies and the results of its implementation on the company’s website and MOPS? v The Company’s website https://www.shengyusteel.com, under the "Sustainable Development" section, in the "Corporate Governance" subsection, and under "Corporate Governance-related Regulations," discloses information about the "Ethical Corporate Management Best Practice Principles," "Codes of Ethical Conduct," and "Procedures for Ethical Management and Guidelines for Conduct" and other related policy requirements and regulations for colleagues and the public to inquire. The Company’s progress in ethical management is disclosed on its website, the Market Observation Post System, annual reports, or Sustainability Reports etc.
  • 42 -

Evaluation Item Implementation Status^{1} Deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons
Yes No Abstract Illustration
5.If the company has established the ethical corporate management policies based on the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies, please describe any discrepancy between the policies and their implementation:
The Company has established "Ethical Corporate Management Best Practice Principles" and "Procedures for Ethical Management and Guidelines for Conduct." All directors, managers, employees, appointed personnel, or those with substantial control of the Company must comply with these guidelines and related regulations. The Company's ethical management operations and regulatory content show no significant differences.
6.Other important information to facilitate a better understanding of the company’s ethical corporate management policies:
(1). The Company adheres to the Company Act, Securities and Exchange Act, listing-related regulations, and other relevant laws as the basis for implementing ethical management. The Company prohibits any dishonest behavior in external business dealings with counterparties.
(2). The Company has already amended the "Codes of Ethical Conduct" at the board of directors meeting on November 6, 2020, and revised the "Ethical Corporate Management Best Practice Principles" and established "Procedures for Ethical Management and Guidelines for Conduct" at the board of directors meeting on November 11, 2022.
  • 43 -

(7) Other important information to facilitate better understanding of the Company's corporate governance activities :

1). The company's finance and accounting and auditing personnel obtained the license: Internal auditor (International license) 1 person
2). The Company has amended Corporate Governance Best-Practice Principles and implemented it upon the approval of the Board of Directors.

(8) The following information relating to implementation of the internal control system shall be disclosed :

1). The Declaration of the Internal Control System : Refer to p.68
2). Any CPA commissioned to conduct a project review of the ICS shall disclose the CPA's audit report : None

(9) Significant resolutions made in/by the Shareholders' Meeting and the Board of Directors in the most recent fiscal year up to the date of publication of this Annual Report :

1). Shareholders' Meeting :

A total of 1 Shareholders' Meeting was held in 2025 up to the date of publication of this Annual Report. Major Resolutions of Shareholders' Meeting :

a. Approval of the 2024 business report and financial statements : Passed by vote.
b. Approval of Distribution of 2024 Profit :

Implementation : The Company paid a cash dividend of NT$1.25 per share and set July 21, 2025 as the allocation base date and August 15, 2025 as the payment date.

2). Board meeting :

A total of 7 Board Meetings were held in 2025 up to the date of publication of this Annual Report. Major Resolutions of Board Meetings :

Major resolutions of Board Meetings
Date of Board Meetings Proposal Resolutions
Mar. 7, 2025 (1). Acknowledgment of the 2024 business report and financial statements. Approved by all Directors presented without any objection.
(2). Acknowledgment of the declaration of 2024 Internal Control System of the Company. Approved by all Directors presented without any objection.
(3). Discussion of the 2024 employees' and directors' remuneration Except for directors with a conflict of interest who recused themselves from discussions and voting, approved by remaining directors presented without any objection.
(4). Discussion of 2024 Profit Distribution. Approved by all Directors presented without any objection.
(5). Discussion of the 2024 earnings distribution in cash dividends Approved by all Directors presented without any objection.
(6). Discussion of 2024 remuneration to Remuneration Committee and Sustainable Development Committee members Except for directors with a conflict of interest who recused themselves from discussions and voting, approved by remaining directors presented without any objection.
(7). Discussion of the 2025 Directors and Important Staff Liability Insurance. Approved by all Directors presented without any objection.
(8). Discussion of signed a land and plant lease contract for 2025 Except for directors with a conflict of interest who recused themselves from discussions and voting, approved by remaining directors presented without any objection.
(9). Discussion of set up the scope of the company's grassroots employees Approved by all Directors presented without any objection.
(10). Discussion of amendments to the company's "Articles of Incorporation". Approved by all Directors presented without any objection.
(11). Resolution of 2025 Shareholders' Meeting Approved by all Directors presented without any objection.
May 8, 2025 (1). Acknowledgment of the 1st quarter of 2025 Consolidated Financial Statements Approved by all Directors presented without any objection.
(2). Discussion the distribution of the 2024 Employees', Directors', Remuneration Committee members' and Sustainable Development Committee members' Remuneration Approved by all Directors presented without any objection.
(3). Approval of the company's 2024 Sustainability Report Approved by all Directors presented without any objection.
(4). Discussion of amendment to the Scope of Frontline Employees of This Company Approved by all Directors presented without any objection.
(5). Discussion of Amendment to Article 25, Paragraph 2 of the Company's "Articles of Association" Approved by all Directors presented without any objection.
(6). Ratification of the Acquisition of Shares in Yodoko International Ltd. Approved by all Directors presented without any objection.

Major resolutions of Board Meetings
Date of Board Meetings Proposal Resolutions
Jun. 13, 2025 (1). Discussion of loaning of funds for Yodoko International Ltd. Except for directors with a conflict of interest who recused themselves from discussions and voting, approved by remaining directors presented without any objection.
(2). Discussion of loaning of funds for SHENG-SHING WORLDWIDE CORP. Except for directors with a conflict of interest who recused themselves from discussions and voting, approved by remaining directors presented without any objection.
(3). Ratification of Organizational changes and personnel changes Approved by all Directors presented without any objection.
Aug. 8, 2025 (1). Acknowledgment of the 2nd quarter of 2025 Consolidated Financial Statements Approved by all Directors presented without any objection.
(2). Acknowledgment of the 2025 Budget revision Approved by all Directors presented without any objection.
(3). Discussion of amendments to the Company's "Authorization Standards" Approved by all Directors presented without any objection.
Nov. 5, 2025 (1). Acknowledgment of the 3rd quarter of 2025 Consolidated Financial Statements Approved by all Directors presented without any objection.
(2). Acknowledgment of Assessment of independence and competency of CPAs Approved by all Directors presented without any objection.
(3). Acknowledgment of the 2026 CPAs Appointment and Service fee Approved by all Directors presented without any objection.
(4). Acknowledgment of the structure of directors and managers' compensation Approved by all Directors presented without any objection.
(5). Acknowledgment of the 2025 bonus payment policy for managers Approved by all Directors presented without any objection.
(6). Acknowledgment of 2026 Internal Audit Plan Approved by all Directors presented without any objection.
(7). Acknowledgment of the technical support contract signed between our company and YODOKO, Ltd. Except for directors with a conflict of interest who recused themselves from discussions and voting, approved by remaining directors presented without any objection.
(8). Discussion of amendments to the company's "Rules of Procedure for Board Meetings" Approved by all Directors presented without any objection.
Jan. 28, 2026 The signing and recognition of the MOU for the equity transfer of Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd. Approved by all Directors presented without any objection.
Mar. 6, 2026 (1). Acknowledgment of the 2025 business report and financial statements. Approved by all Directors presented without any objection.
(2). Acknowledgment of the declaration of 2025 Internal Control System of the Company. Approved by all Directors presented without any objection.
(3). Discussion of the 2025 employees' and directors' remuneration Except for directors with a conflict of interest who recused themselves from discussions and voting, approved by remaining directors presented without any objection.
(4). Discussion of 2025 Profit Distribution. Approved by all Directors presented without any objection.
(5). Discussion of the 2025 earnings distribution in cash dividends Approved by all Directors presented without any objection.
(6). Discussion of 2025 remuneration to Remuneration Committee members and Sustainable Development Committee members Except for directors with a conflict of interest who recused themselves from discussions and voting, approved by remaining directors presented without any objection.
(7). Acknowledgment of the 2026 Directors and Important Staff Liability Insurance. Approved by all Directors presented without any objection.
(8). Discussion of signed a land and plant lease contract for 2026 Except for directors with a conflict of interest who recused themselves from discussions and voting, approved by remaining directors presented without any objection.
(9). Discussion of amendments to the company's "Articles of Incorporation". Approved by all Directors presented without any objection.
(10). Discussion of amendments to the company's " Operational Procedures for Acquisition and Disposal of Assets" Approved by all Directors presented without any objection.
(11). Election of new directors Approved by all Directors presented without any objection.
(12). Nomination of Director Candidates Approved by all Directors presented without any objection.
(13). Proposal of remove the restrictions of newly-elected directors' and representatives' non-competition clauses. Approved by all Directors presented without any objection.
(14). Resolution of 2026 Shareholders' Meeting Approved by all Directors presented without any objection.

(10) Any dissenting opinions on record or stated in a written statement made by directors or audit committee regarding key resolutions of the board of directors in the most recent year up to the publication date of this report : None


D. Information on CPA professional fees

Unit: NT$ thousands

Accounting Firm Name of CPA Audit Period Audit Fee Non-audit Fee Total Remark
Deloitte & Touche
Taiwan Xiu-Wen Chen 2025 3,150 1038 4,188
Lee-Yuan Kuo

Note: Non-Audit Service Items
(1). In 2025, the tax payment for income tax and the temporary payment of business tax amounted to NT$50,000, and the investment in smart machinery deducted NT$60,000 from the service expenses.
(2). Certificates of foreign income for 2024 were issued for 3 individuals, totaling NT$54,000.
(3). The service fee for applying for investment in domestic public institutions is NT$40,000.
(4). The cost of planning and consulting services for the war room was NT$384,000.

E. Information on replacement of CPA: None

F. The company's chairman, chief executive officer, chief financial officer, and managers in charge of its finance and accounting operations did not hold any positions in the company's independent auditing firm or its associates during the latest fiscal year: None

G. Transfer or pledge of shares by the company's directors, managers and stockholders with more than 10% of the company's shares:

(1) Changes in Shareholding of Directors, Managers and Major Shareholders

Unit: Shares

Title Name 2025 As of Apr.14, 2026
Holding Increase (Decrease) Pledged Holding Increase (Decrease) Holding Increase (Decrease) Pledged Holding Increase (Decrease)
Director YODOKO, Ltd. (Note 1) 36,734,988 0 0 0
Director Toyota Tsusho Corporation (Note 2) (36,734,988) 0 NA NA
Director Yung Chi Paint & Varnish Mfg. Co., Ltd. (Note 3) 0 0 0 0
Director Fujiden International Corporation (Note 4) 0 0 0 0
Independent director Ying-Fang Huang 0 0 0 0
Independent director Simon C. S. Liu 0 0 0 0
Independent director Fang-Yih Hsu 0 0 0 0
Independent director Lian-Hwei Hsu 0 0 0 0
CEO Koichi Tarumiya 0 0 0 0
President Shih-Chiang Hung 0 0 0 0
Executive Vice President Tung-Chih Lin 0 0 0 0
Vice President Tsun-Hung Wang 0 0 0 0
Assistant Vice President Kuang-He Chen 0 0 0 0
Assistant Vice President Ming-Hung Wu 0 0 0 0
Financial officer Jing-Si Chen 0 0 0 0
Accounting officer Pei-Yu Kuo 0 0 0 0
Corporate governance officer Shun-Liang Chen 0 0 0 0
Major Shareholders YODOKO, Ltd. 36,734,988 0 0 0
Major Shareholders Toyota Tsusho Corporation (36,734,988) 0 NA NA

Note 1: Representative are Koichi Tarumiya, Shih-Chiang Hung, Tung-Chih Lin and Tetsuhiro Yamamoto
Note 2: Representative is Hidekazu Sugahara, Toyota Tsusho Corporation transferred its shares on March 24, 2025..
Note 3: Representative is Te-Hsiung Chang
Note 4: Representative is Hideaki Arashima

(2) Equity transfer information: On March 24, 2025, Toyota Tsusho Corporation, the major shareholder of the Company holding 11.44% of the shares, disposed of all its shares to the director, YODOKO, Ltd.

| Name
N (Note 1) | Reasons for equity transfer
(Note 2) | Transaction Date | Transaction counterparty | Transaction counterparties, companies and directors, Supervisors, Managers and Shareholding Ratio Relationship of shareholders with more than 10% | Number of shares | Transaction Price |
| --- | --- | --- | --- | --- | --- | --- |
| Toyota/Tsusho Corporation | Disposal | March 24, 2025 | YODOKO, Ltd. | Directors of the Company and shareholders holding more than 10% of the shares | 36,734,988 | 27.2403 |

Note 1: The name of the company's directors, supervisors, managers and shareholders holding more than 10% of the shares shall be filled in.
Note 2: Fill in the acquisition or disposal -

(3) Equity pledge information: Not applicable.


H. Information on the top 10 holders of the company's shares who are identified as related parties, spouse or relative within second-degree of kinship :

Relationship information between 10 largest shareholders

Date : 2026/04/14

Name Current Shareholding Spouse's/minor's Shareholding Shareholding by Nominee Arrangement Name and Relationship Between the Company's Top Ten Shareholders, or Spouses or Relatives Within Two Degrees Remarks
Shares % Shares % Shares % Name Relationship
YODOKO, Ltd. Representative : Koichi Tarumiya, Shih-Chiang Hung, Tung-Chih Lin and Tetsuhiro Yamamoto 204,181,843 63.57% 0 0 0 0 Fujiden International Corporation YODOKO, Ltd. Holding 33% and acted as its supervisor. -
Yung Chi Paint & Varnish Mfg. Co., Ltd. Representative : Te-Hsiung Chang 3,668,477 1.14% 0 0 0 0 None None -
Fujiden International Corporation Representative : Hideaki Arashima 3,370,195 1.05% 0 0 0 0 YODOKO, Ltd. Aacted as supervisor of Fujiden International Corporation -
SYSCO Entrusts China Trust Bank With The Custody of Staff Shares. 2,628,878 0.82% 0 0 0 0 None None -
Kuo-Chin Cheng, 2,257,000 0.70% 0 0 0 0 None None -
Ching-Lin Chang 1,331,000 0.41%
HSBC Bank (Taiwan) Limited is entrusted with the custody of Morgan Stanley investment account 1,301,151 0.41% 0 0 0 0 None None -
Emerging Markets Core Equity 2 Portfolio of DFA Investment Dimensions Group Inc. 930,000 0.29% 0 0 0 0 None None -
Rong-Jie Lai 874,000 0.27% 0 0 0 0 None None -
Ta-Yeh Lo 872,000 0.27% 0 0 0 0 None None -

I. Information on the number of shares of the company invested by the company, any of the company's directors and executive officers or a company directly or indirectly controlled by the company and consolidated percentage of shareholding :

Unit : shares/ % ; Date : 2026/04/14

Affiliated Enterprises (Note) Ownership by the Company Direct or Indirect Ownership by Directors, Managers Total Ownership
Shares % Shares % Shares %
Yodoko International Ltd. 2,045,750 81.83% 250,000 10.00% 2,295,750 91.83%
Sheng-Shing Worldwide Corp. 2,705,000 54.10% 0 0.00% 2,705,000 54.10%

Note : Investments Accounted for Using Equity Method


III. Capital Overview

A. Capital and shares

(1) Source of capital

Date: 2026/04/14

Year. month Issuance Price (NT$) Authorized Capital Paid-in Capital Remark
Shares Amount (NT$ thousand) Shares Amount (NT$ thousand) Sources of Capital (NT$) Capital Increased by Assets Other than Cash Other
1985.01 1,000 198,000 198,000 198,000 198,000 Issuance of common stocks - -
1986.03 1,000 1,500,000 1,500,000 1,500,000 1,500,000 Issuance of common stocks NT$1,302,000,000 - -
1987.05 1,000 1,510,000 1,510,000 1,510,000 1,510,000 Capitalization of Merge Sheng-Yi Company NT$10,000,000 - -
1989.12 1,000 2,000,000 2,000,000 2,000,000 2,000,000 Issuance of common stocks NT$490,000,000 - -
1990.10 10 250,000,000 2,500,000 250,000,000 2,500,000 Issuance of common stocks NT$500,000,000 - -
1997.09 10 450,000,000 4,500,000 300,000,000 3,000,000 Issuance of common stocks NT$500,000,000 - July 21, 1997 TDCC (1) No.52521
1998.07 10 450,000,000 4,500,000 318,000,000 3,180,000 Capitalization of Capital Surplus NT$ 180,000,000 - June 12, 1998 TDCC (1) No.51151
2003.09 10 450,000,000 4,500,000 321,180,000 3,211,800 Capitalization of Earnings NT$ 31,800,000 - July 4, 2003 TDCC (1) No. 0920129809
Share Type Authorized Capital Remarks
--- --- --- --- ---
Issued Shares(Note) Un-issued Shares Total Shares
Registered Shares 321,180,000 128,820,000 450,000,000 Shares of publicly-listed Company
Special Shares None None - -

(2) List of major shareholders :

Date: 2026/04/14

Shares Shareholding
Major Shareholders Shares Percentage
1 YODOKO, Ltd. 204,181,843 63.57%
2 Yung Chi Paint & Varnish Mfg. Co., Ltd. 3,668,477 1.14%
3 Fujiden International Corporation 3,370,195 1.05%
4 SYSCO Entrusts China Trust Bank With The Custody of Staff Shares. 2,628,878 0.82%
5 Kuo-Chin Cheng, 2,257,000 0.70%
6 Ching-Lin Chang 1,331,000 0.41%
7 HSBC Bank (Taiwan) Limited is entrusted with the custody of Morgan Stanley investment account 1,301,151 0.41%
8 Emerging Markets Core Equity 2 Portfolio of DFA Investment Dimensions Group Inc. 930,000 0.29%
9 Rong-Jie Lai 874,000 0.27%
10 Ta-Yeh Lo 872,000 0.27%

(3) Dividend Policy and Implementation Status

1). Dividend Policy in the Company's Articles of Incorporation :

The Company's current net income before tax and estimated to be credited of employee and director remuneration shall be appropriated as the employee remuneration with no less than 2% and appropriated as the director remuneration with no higher than 3%. However, if the Company still has accumulated losses (including the adjustment of undistributed earnings), the amount for off-setting shall be retained beforehand.

The aforementioned employee remuneration amount, no less than forty percent (40%) shall be set aside for distribution of remuneration to grassroots employees.

The employee remuneration may be distributed with stocks or cash. The director remuneration can only be distributed with cash.

The employee and director remuneration shall be distributed after being resolved by the board and


shall be reported to the shareholders’ meeting.

If the final accounts of the Company in each year show a net income after tax, then payments for off-setting the previous losses shall be allocated. 10% shall then be set aside as the legal reserve in accordance with laws, unless the legal reserve already reaches the total paid-in capital of the Company. Secondly, appropriate or reverse the special reserve in accordance with the laws or the regulations of the competent authority. If there are earnings, the board shall propose a motion for earnings distribution, along with the beginning balance of the unappropriated earnings (including the adjusted unappropriated earnings amount), to submit to the shareholders’ meeting for resolution on distributing the shareholder bonuses.

The Board of Directors of the Company reach a resolution based on the attendance of more than 2/3 of all of the directors and the approval of a majority of the attending directors, in order to distribute dividends and bonuses, all or a portion of the capital surplus and legal reserve in the form of cash, and report to the shareholders’ meeting, such that the requirement for the resolution of shareholders’ meeting as specified in the preceding paragraph is not applicable.

The Company’s dividend policy is as follows :

a. The environment faced by the Company still has growing ability. The Company will follow the trend of the economic environment to pursue sustainable operation. Besides, the Company’s dividend policy is made based on future and actual operational conditions and focuses on the stability and growth of dividends.

b. The shareholder bonuses are appropriated from accumulated distributable earnings, and shall not be lower than 50% of the distributable earnings of the current year.

c. The shareholder bonuses may be distributed with cash or shares. Cash dividends shall not be lower than 90% of the total amount of shareholder bonuses.

2). Proposed Distribution of Dividend

The proposal for a cash dividend of NT$ 0.6 per share will report to the annual shareholders’ meeting.

3). Material change in dividend policy is expected : None

(4) Effect upon Business Performance and Earnings per Share of any Stock Dividend

Distribution Proposed or Adopted at the Most Recent Shareholders’ Meeting : Not applicable.

(5) Employee Bonus and Directors’ Remuneration

1). Information Relating to Employee and Directors’ Remuneration in the Articles of Incorporation

Article 25 The Company’s current net income before tax and estimated to be credited of employee and director remuneration shall be appropriated as the employee remuneration with no less than 2% and appropriated as the director remuneration with no higher than 3%. However, if the Company still has accumulated losses (including the adjustment of undistributed earnings), the amount for off-setting shall be retained beforehand. The aforementioned employee remuneration amount, no less than forty percent (40%) shall be set aside for distribution of remuneration to grassroots employees.

The employee remuneration may be distributed with stocks or cash. The director remuneration can only be distributed with cash.

The employee and director remuneration shall be distributed after being resolved by the board and shall be reported to the shareholders’ meeting.

If the final accounts of the Company in each year show a net income after tax, then payments for off-setting the previous losses shall be allocated. 10% shall then be set aside as the legal reserve in accordance with laws, unless the legal reserve already reaches the total paid-in capital of the Company. Secondly, appropriate or reverse the special reserve in accordance with the laws or the regulations of the competent authority. If there are earnings, the board shall propose a motion for earnings distribution, along with the beginning balance of the unappropriated earnings (including the adjusted unappropriated earnings amount), to submit to the shareholders’ meeting for resolution on distributing the shareholder bonuses.

The Board of Directors of the Company reach a resolution based on the attendance of more than 2/3 of all of the directors and the approval of a majority of the attending directors, in order to distribute dividends and bonuses, all or a portion of the capital surplus and legal reserve in the form of cash, and report to the shareholders’ meeting, such that the requirement for the resolution of shareholders’ meeting as specified in the preceding paragraph is not applicable.

  • 49 -

2). The basis for estimating the amount of employee and directors' compensation, for calculating the number of shares to be distributed as employee compensation, and the accounting treatment of the discrepancy, if any, between the actual distributed amount and the estimated figure, for the current period :

There is no difference between the estimated amount for this period (2025) and the resolution passed by the Board of Directors on March 6, 2026.

3). Information on any approval by the Board of Directors of 2025 distribution of compensation:

a. Compensation of employees, directors in the forms of cash or shares.

① Approved by the Board of Directors on March 6, 2026
② Type and amount of distribution :

②-1. Proposed compensation of employee : NT$6,850,000 (cash)
②-2. Proposed compensation of directors : NT$1,840,000 (cash)

b. The amount of any employee compensation distributed in stocks, and the size of that amount as a percentage of the sum of the after-tax net income stated in the parent company only financial reports or individual financial reports for the current period and total employee compensation : Not applicable (2025 employee compensation distributed in cash).

4). The actual distribution of employee, directors' compensation for the previous fiscal year(2024) :

a. Distribution of compensation of Employee : NT$17,420,000(cash)
b. Distribution of compensation of directors : NT$3,200,000(cash)
c. There is no difference between Actual distribution and Estimated amount for 2024

(6) Share repurchases : None

B. Issuance of corporate bonds : None
C. Issuance of preferred shares : None
D. Issuance of global depository receipts : None
E. Employee subscription warrants : None
F. New restricted employee shares : None
G. Issuance of new shares in connection with mergers or acquisitions or with acquisitions of shares of other companies : None
H. Implementation of the capital utilization plan : None

  • 50 -

IV. Overview of Business Operations

A. Description of the business :

(1) Scope of business

1). The company's major Content of business

a. Iron and Steel Refining
b. Iron and Steel Rolls over Extends and Crowding
c. Iron and Steel Casting
d. Iron and Steel Rolling, Drawing, and Extruding
e. Metal forging
f. Other Fabricated Metal Products Manufacturing Not Elsewhere Classified
g. Heat treatment
h. Metal Surface Treating
i. Other Wholesale Trade
j. International Trade
k. Other consultancy services

l. All business items that are not prohibited or restricted by the law, except those that are subject to special approval.

2). Relative weight of business:

Major products 2025 Sales Ratio (%)
Galvanized steel coils 47.84 %
Prepainted steel coils 49.88 %
Cold rolled steel coils 0.00 %
Hot rolled steel coils & Others 2.28 %
Total 100.00%

3). Current products (services) :

Mainly engaged in the manufacturing, processing and selling of cold rolled steel coils, galvanized steel coils, and prepainted steel coils.

4). New products (services) planned for development :

Development of matte-finish pre-painted steel sheets for home appliances; development of fluorine-modified, high weather-resistant pre-painted steel sheets; and development of antibacterial (USDA non-food-contact grade) pre-painted steel sheets.

(2) Overview of the industry :

1). The current status and development of the industry :

In recent years, major global economies such as the United States, China, and Europe experienced a short-lived rebound following the pandemic. However, this recovery was quickly constrained by high inflationary pressures, interest rate hikes by major economies, and geopolitical conflicts, resulting in a noticeable slowdown in overall economic growth momentum. In particular, supply chain restructuring and energy price volatility triggered by the Russia-Ukraine war and tensions between the United States and China have further heightened global economic uncertainty.

As the world's largest producer and consumer of steel, China's economic performance plays a critical role in the global steel market. However, in recent years, China has faced challenges such as a weak real estate market, declining export momentum, and insufficient domestic demand, leading to a slowdown in steel demand growth. In addition, China is undergoing economic structural transformation, shifting its development focus from traditional infrastructure and heavy industry to high-tech industries and domestic consumption. This transition has altered the demand structure for raw materials, resulting in less robust demand compared to the rapid expansion period in the past.

Overall, the global steel industry is transitioning from a phase of "high growth and high demand" to a new normal characterized by "structural adjustment and quality-driven competition."

2). The links between the upstream, midstream, and downstream segments of the industry supply chain :

The steel industry occupies a midstream position within the overall supply chain, and its development is closely linked to both upstream and downstream industries.


(1) Upstream Industry

Steel production primarily relies on raw materials such as iron ore, coking coal, and scrap steel. Significant fluctuations in international raw material prices directly affect production costs and profit margins of steel manufacturers. Therefore, ensuring stable raw material supply and effective procurement strategies are critical aspects of operational management.

(2) Downstream Industry

Steel products are widely used in construction, automotive manufacturing, home appliances, energy equipment, and machinery processing. The performance of downstream industries directly influences steel demand and product mix. For example, increased infrastructure investment drives demand for long products, while growth in the automotive and home appliance industries supports the development of cold-rolled and coated steel markets.

(3) Supply Chain Integration Trends

With the acceleration of global net-zero carbon and green transformation trends, demand for high value-added and low-carbon steel products is steadily increasing. In addition to securing stable raw material supply, steel companies must strengthen strategic alliances and technological collaboration with downstream customers to enhance product differentiation. At the same time, through digital management and process optimization, companies can reduce energy consumption and carbon emissions, thereby enhancing overall competitiveness and meeting increasingly stringent environmental regulations.

3). Development trends and competition for the company's product :

In terms of export markets, the Company currently focuses on the United States and Canada, prioritizing markets with higher quality requirements or stronger emphasis on quality. It continues to strengthen cost control to increase sales opportunities in the U.S., enhance overseas brand visibility, and evaluate cross-industry collaboration opportunities abroad, while actively expanding into Europe and other emerging markets. In the domestic market, the Company aims to increase sales volume and market share in high-margin segments, develop new markets that meet customer needs, and strengthen sales of domestic engineering projects, thereby further expanding profitability and driving revenue growth.

(3) Overview of technologies and R&D :

1). Research and development expenditures during the most recent fiscal year and during the current fiscal year up to the date of publication of the annual report :

The Company spends an annual budget to buy a variety of precision instruments and equipment for the analysis of metallurgical properties, materials, coating properties and various chemical analyses. A total of NT$87,261 thousand R&D expenditures in 2025, and NT$20,608 thousand up to the date of publication of the annual report in 2026.

2). Acquisition of intellectual property list

As of the end of December 2025, the Company has obtained the following intellectual property list and achievements :

Patents : The Company has 4 valid invention patents, and 12 design patents (Including 1 new item added in 2025) in Taiwan.

Trademarks : The Company has 35 valid trademark applications in Taiwan, Six new applications were submitted in 2025 (currently pending).

3). The test research equipment purchased during 2025 was as follows :

Device Equipment Quantity Price(NT$)
1. Datacolor Spectro 700UV 2 set 1,739,566
2. Corrosion Testing Machine VLM – Electronic Anemometer for Airflow Control (VLM GmbH CC-1000FL VLM-2) 1 set 42,600
Total 1.782.166

4). Technologies and/or products successfully developed : During 2025 and up to the date of publication of the annual report

Items Projects Completion date Description
1 Water-Based Pre-Painted Steel Sheet Development DEC. 2025 Water-based pre-painted steel sheets replace organic solvents with water, significantly reducing volatile organic compound (VOC) emissions. They feature low odor and low toxicity, effectively improving the working environment and enhancing employee health and safety. At the same time, they balance environmental friendliness, employee safety, and product quality, aligning with ESG core values and delivering both environmental protection and carbon reduction benefits. The optimized water-based coating formulation provides stable adhesion and excellent performance, making it suitable for a wide range of high-quality steel applications in the construction materials sector.
2 Development of New Pattern for Printed Pre-Painted Steel Sheets (Deep Rock Texture) DEC. 2025 This printed pre-painted steel sheet features a deep rock texture, simulating the intricate patterns and colors of natural stone. The design presents clear and natural layering, delivering a realistic stone-like visual effect. The pattern obtained a Taiwan design patent certificate (Patent No. 240985) in October 2025. Combined with a highly weather-resistant coating system, the product offers excellent UV resistance and good formability, balancing aesthetics, durability, and manufacturability, and is suitable for diverse applications such as indoor and outdoor building materials.
3 Development of Ultra Weather-Resistant Neo Matt Low-Gloss Warranty-Type Pre-Painted Steel Sheets DEC. 2025 In response to market demand for matte finishes and high weather resistance in construction materials, ultra weather-resistant Neo Matt low-gloss warranty-type pre-painted steel sheets have been developed. Utilizing modified Neo Matt high weather-resistant resins, the product offers advantages over traditional low-gloss products, including resistance to fading and chalking, as well as stable gloss levels, presenting a refined and uniform matte visual texture. The product combines excellent weather resistance with good formability to meet practical construction requirements. It is suitable for harsh environments such as high temperature and high humidity and can provide clearly defined coating warranty periods, making it applicable to a wide range of outdoor building materials.
4 Development of Water-Based Back-Coated Pre-Painted Steel Sheets for Foaming Applications DEC. 2025 Water-based back-coated pre-painted steel sheets for foaming applications have been developed to effectively replace conventional solvent-based back-coating systems. The water-based coating features low VOC emissions, is environmentally friendly, reduces carbon emissions, and aligns with ESG green manufacturing principles, while improving the working environment and enhancing employee health and safety. The coating quality and performance are stable, with excellent adhesion to polyurethane (PU) foam, ensuring strong interfacial bonding and minimizing defects such as delamination and bubbling after foaming. The product can be applied to various building materials and home appliance products requiring foamed structures, integrating innovative technology with sustainability to deliver environmentally friendly, safe, and competitive products.

(4) Long- and short-term business development plans:

1). Short-term goal :

Enhance the functionality of domestic pull-forming pre-painted products to increase sales volume.

Expand sales of coated products into a wider variety of application categories.

Deeply rooted in architects and downstream engineering clients and increase project-based paint coating orders.

Develop and promote high value-added products; Participate in domestic and international architecture exhibitions

Conduct foreign trade market research to establish a database of steel market conditions and trade restrictions in various countries and identify target markets for further development and strengthen client connectivity.

Analyze competitors' sales performance for the Company's niche products to seek opportunities for expanding overseas market share.

Together with subsidiaries, we will develop customers and create customized products to strengthen long-term relationships and explore new cooperation opportunities.

2). Long-term development :

Consolidate the image of a leading domestic brand.

Increase diversified brand marketing activities, strengthen connections with end customers, including hosting regional product briefings.

Produce promotional videos for Sheng Yu Steel's brand and continue managing the SYSCO Facebook community and YouTube channel to enhance brand awareness.

Proactively target developing countries with high steel demand growth potential to increase SYSCO's brand recognition in those regions.


B. Overview of market, production and sales :

(1) Market analysis :

1). Sales (Service) Region:

Year & % Area 2025 Sales Ratio (%)
Domestic 74.69%
Export Europe and America 25.31%
Asia
Others
TOTAL 100.00%

2). Market share(KPI) :

Major products 2025 Domestic surface Consumption (Ton) 2025 Domestic Sales (Ton) Market share(%)
Galvanized steel sheets (GI & GL) 781,000 196,437 25.2%
Prepainted steel sheets (PPGI & PPGL) 229,000 95,184 41.61%

3). Market supply and demand situation and growth in the future :

The future development of the global steel market will gradually shift from a growth model driven by "volume expansion" to a structural transformation focused on "quality enhancement" and "high value-added applications." With global industrial upgrading, the advancement of carbon reduction policies, and improvements in end-use application technologies, demand for high-strength steel, lightweight materials, and green steel products will continue to increase, driving product mix optimization and higher value-added. According to forecasts by World Steel Dynamics (WSD), global steel demand is expected to grow moderately in the coming years, with an average annual growth rate of approximately $1.5\%$ . Total global steel demand was approximately 1.93 billion tons in 2024 and is projected to reach 2.08 billion tons by 2030, indicating that while the market is no longer experiencing rapid expansion, it continues to maintain stable growth momentum.

4). Competitive niche :

a. Diversified product portfolio.
b. Enthusiastic service attitude.
c. Integrity and service team
d. Strong financial structure and brand image.
e. Sound management systems.
f. Flexible domestic and international sales channels.

5). Positive and negative factors for future development :

a. Positive factors :

① Production flexibility and diversification.
② High-performance R&D team driven by market demand.
③Dedicated high-quality customer base.
④ Brand leadership in the industry.
⑤ Expansion into emerging markets and geographically diversified operations.

b. Negative factors :

① Impact of low-priced imported steel products on the market.
② Trade barriers imposed by various countries.
③ Volatile prices of hot-rolled raw materials.
④ Rising costs of carbon emission reduction and increasing environmental pressure.
⑤ High freight costs in overseas regions.

c. Response to such factors :

① Product upgrades and a focus on high value-added direction.
② Strengthen regional markets and domestic demand layout to diversify market risks.
③ Increase the sales ratio of niche products and improve product quality.
④ Consolidate the domestic market and increase the proportion of price-based orders.
⑤ Develop new differentiated products and explore new markets.


6). Industry-specific key performance indicators :
2025 Average CGL Machine Operating Rate performance as below

Budget Actual Achieving rate
94.56% 93.78% 99.18%

(2) Usage and manufacturing processes for the main products :

1). Main usage:

Products Main usage
Pickled steel coils For use in Air conditioning equipment, Business furniture, Electrical appliances, and motor cars, industrial machinery, etc.
Cold rolled steel coils For use in Air conditioning equipment, Business furniture, electrical appliances, and motor cars, industrial machinery, etc.
Galvanized steel coils For use in Computer shells, Building & construction, Electrical appliances, Hardware, and motor cars, industrial machinery, etc.
Prepainted steel coils For use in Building & construction, Electrical appliances, Hardware, and motor cars, industrial machinery, etc.

2). Manufacturing process :

img-0.jpeg

(3) The Supply Status of the Major Raw Materials (2025) :

Major Raw Materials Supply by domestic suppliers Supply by foreign suppliers
Hot roll 82.24% 17.76%
Zinc / Aluminum 0.49% 99.51%
Paint 100.00% 0.00%

(4) A list of any suppliers and clients accounting for 10 percent or more of the company's total procurement (sales) amount in either of the 2 most recent fiscal years, the amounts bought from (sold to) each, the percentage of total procurement (sales) accounted for by each, and an explanation of the reason for increases or decreases in the above figures.

1). Major Clients in the Last Two Calendar Years :

Unit: NT$ thousands

2025 2024
Item Company Name Amount Percent (%) Relation With Issuer Company Name Amount Percent (%) Relation With Issuer
1 A Company 1,734,042 13.90 None A Company 1,776,458 13.62 None
2 Others 10,738,779 86.10 None Others 11,268,809 86.38 None
3 None None
Net Total Sales 12,472,821 100.00 - Net Total Sales 13,045,267 100.00 -

Note : Others have not reached 10% or more of net total sales.
Reason for the change : There was no significant difference between the two years.


2). Major Suppliers in the Last Two Calendar Years :

Unit: NTS thousands

2025 2024
Item Company Name Amount Percent (%) Relation With Issuer Company Name Amount Percent (%) Relation With Issuer
1 China Steel Corp. 2,699,804 26.07 None China Steel Corp. 3,111,691 26.70 None
2 Chung Hung Steel Corp. 2,567,717 24.80 None Chung Hung Steel Corp. 3,085,015 26.47 None
3 Others 5,086,735 49.13 - Others 5,458,819 46.83 -
Net Total Procurement 10,354,256 100.00 - Net Total Procurement 11,655,525 100.00 -

Note : Others have not reached 10% or more of net total procurement.
Reason for the change : Cooperate with business needs.

C. Employee information :

The employees information for the 2 most recent fiscal years, and during the current fiscal year up to the date of publication of the annual report.

Date: 2026/04/14

Year 2024 2025 January 1, 2026 to April 14, 2026
Number of Employees Direct Unit 212 207 204
Indirect Unit 292 292 294
Total 504 499 498
Average Age 45 45 45
Average Years of Service 18.52 18.05 18.08
Education Levels Ph.D. 1 (0.20%) 1 (0.20%) 1 (0.20%)
Masters 74 (14.68%) 79 (15.83%) 79 (15.86%)
Bachelor’s Degree 301 (59.72%) 297 (59.52%) 297 (59.64%)
Senior High School 122 (24.21%) 115 (23.05%) 114 (22.89%)
Below Senior High School 6 (1.19%) 7 (1.40%) 7 (1.41%)

D. Disbursements for environmental protection :

(1) Total losses (including damage awards) and fines for environmental pollution for the 2 most recent fiscal years, and during the current fiscal year up to the date of publication of the annual report :

Year 2024 2025 2026/01/01~2026/04/14
Pollution (type, extent) None None None
Compensation recipient or unit imposing the punishment None None None
Compensation amount or punishment None None None

(2) Estimated amounts and possible responses currently and in the future :

The Company has always been committed to environmental protection businesses, such as air pollution control, industrial waste reduction, and greenhouse gas emission reduction, adhering to the spirit of "pursuing perfection without stopping at perfection".

In the future, we plan to invest resources in improvements and investments, such as green electricity use, volatile organic compound reduction, upgrading wastewater treatment units, using non-toxic chemicals, and reducing water resource consumption to build corporate resilience. Relevant details are as follows :


Unit: NT$'000

Environmental protection category Planned implementation Expected benefits Expenditure amount
Greenhouse gas reduction CPL/AIR consumption optimization Reduction of CO_{2} emissions by 0.37 metric tons/year 50
CR1 / Rolling oil control system power-saving improvement Reduction of CO_{2} emissions by 2.04 metric tons/year 10
CR2 / Reduction of idle power consumption during short shutdowns Under evaluation NA
CC1 / Conversion of coating room supply fan from fixed-speed to variable-frequency control Reduction of CO_{2} emissions by 103.82 metric tons/year 900
UTL / Energy-saving improvement of cooling water supply pumps Reduction of CO_{2} emissions by 190.39 metric tons/year 8,000
UTL / Energy-saving improvement of C505 air compressor Reduction of CO_{2} emissions by 205.59 metric tons/year 6,090
UTL / Energy-saving improvement of C506 air compressor Reduction of CO_{2} emissions by 276.72 metric tons/year 5,600
EMD / Energy-saving upgrade project for plant street lighting Reduction of CO_{2} emissions by 2.77 metric tons/year NA
PED / Installation of solar photovoltaic power generation system at the Pingnan plant Reduction of CO_{2} emissions by 4,600 metric tons/year 355,000
Air pollutant reduction CC2 / Installation of zeolite rotor VOC treatment equipment Reduction of VOC emissions by 2.5 metric tons/year 35,000
Upgrading wastewater treatment equipment None
Waste reduction Weight reduction measures for waste solvent packaging materials Reduction of waste solvent generation by 26 metric tons/year NA

(3) In response to the EU Restriction of Hazardous Substances (RoHS): The Company has complied with the RoHS standard and only slightly increased the cost, which has no significant impact on the financial and business of the Company.

E. Labor relations :

(1) List any loss sustained as a result of labor disputes in the most recent fiscal year, and during the current fiscal year up to the date of publication of the annual report: None

(2) Employee benefit :

The company offers its employees a safe and pleasant working environment. In addition to the various benefits, the Company works closely with the labor union and welfare committee to host a range of activities. These activities aim to promote interaction between the Company's employees and their families and develop solidarity in the company.

The Company has been nominated by the City of Kaohsiung for excellence in employee care. This is the best testimony to the company's care for its employees.

a. Sheng Yu provides each of its employees a group insurance package and a comprehensive health program. The company clinic is staffed with a nurse and visited by a physician of both western and Chinese medicine every week. The company provides its employees an annual health check-up package and follows up with health and fitness seminars/evaluations.

The company clinic also offers free blood sugar and blood pressure check-ups. It is also committed to promoting the activities of tobacco prevention and health promotion in the workplace, actively implementing smoke-free and health promotion measures, and establishing a healthy work environment.

b. In order to enhance the health of staff and control the deterioration of chronic diseases, and achieve the goal of "losing weight and not gaining weight," health promotion activities and physical fitness exercises have been staged recently. And to reach the ultimate goal of weight loss, it also worked with the medical institutions to conduct the "Eat healthy, move healthy, and live a healthy life" activities. In addition to the individuals, all departments are all encouraged to group weight loss mode, stimulating a virtuous cycle of health management.


c. The Company organizes training courses and professional programs for employees of different ranks, as well as subsidizing on-the-job training programs for employees. In order to enhance the ability of colleagues to internationalize, we also provide foreign language study subsidies.

d. Organizing networking events through the clubs of company organizes large-scale recreational activities for employees and their families, including hiking, ball games and travel events, art classes, and more.

e. The company provides emergency relief loans and subsidies for employees' children's education, etc.; the company also has a cultural and recreational center with fitness facilities, a leisure classroom and an indoor stadium, and provides a variety of ball equipment, and holds various ball games, club activities and community events from time to time.

(3) Employee continuing education and training

The Company attaches great importance to the knowledge and career development of employees, carries out curriculum design and training planning according to the needs and functions of the organization, holds strata training, occupational safety and environmental protection, ESG, skills upgrading training, encourages employees to participate in relevant training courses outside the Company, and provides in-service refresher subsidy for employees, expecting employees to "personal development through challenging wok" The Company actively promotes the principle of human resources as an important asset of the Company, and comprehensively improves the performance and potential of employees as a response to the needs of its sustainable operation. In 2025, there were 14,098.19 man-hours in internal and external training, with an average of 28.25 hours per trainee

The results of 2025 annual education and training are as follows :

Training program Class number Total number of people Total hours Expense(NT$)
Group training 23 1,366 5,294.50 589,905
Off-company training 137 193 2,042.22 870,814
On job training (OJT) 1,016 6,320 6,761.47
Inservice education 10 10 54,328
TOTAL 1,186 7,889 14,098.19 1,515,047

(4) Employee Code of Ethics

In accordance with the "Regulations Governing Establishment of Internal Control Systems by Public Companies", the Company has adopted two provisions by the Board of Directors, the "Code of Ethical Conduct" and the "Integrity Management Operating Procedures and Behavior Guidelines". The Company also announced the regulations, so that employees would understand their contents and abide by the relevant norms. Employees are encouraged to take a positive, enterprising, conscientious and responsible attitude, abandon departmentalism, build team spirit, and abide by the principle of honesty and credibility. In the course of engaging in various business activities, employees shall not directly or indirectly provide, promise, demand or accept any unfair interests, or make other dishonest acts that violate honesty, the law or fiduciary obligations. It is hoped that everyone can establish a good corporate governance environment under the concept of honesty-based management, in an effort to maintain the sustainable operation and development of the Company.

The Company sets the highest standards for employee ethics. Employees of Sheng Yu pursue the "better than best". The standard of employee conduct is laid out in the Working rules, and the Company leads by example with its reputable corporate image.

(5) Work environment and employee personal safety protection measures

"Don't ever wish to learn from accidents" "We pursue absolute safety and hygiene." "Safety is the only way home." One of our management philosophies to provide "a safe and pleasant working environment". Under the leadership of the management, employees worked together to build a safe environment and actively participated in the acquisition of safe knowledge. Over the years, we have had significant achievements in accident prevention. The Company won the Five Star Award from the Council of Labor Affairs for excellence in labor safety and hygiene and was certified for the safety and hygiene self-management mark (three-year honorary mark). The Company is also certified for the ISO 45001 occupational safety and hygiene management system and the TOSHMS Taiwan Occupational Safety and Hygiene Management System. The awards and certification are the best testimony to our


efforts.

The Company has also set up a series of safety and hygiene guidelines for different workplaces to provide a set of standards for each of the operations. The Company launched a series of accident prevention training and SJK activities. Through the PDCA techniques, the Company set out to improve unsafe environments and conducts regular hazard identification risk assessments. Improving the safety and hygiene management system has been an on-going practice for us. In prevention, we have also launched hazard alert activities, aiming to identify unsafe factors in our workplace. The risk and hazard in the workplace can be effectively reduced through the implementation of on-site safety observation activities. We have also implemented regular fire prevention and emergency response drills to equip employees with better abilities to handle emergency situations. Employees are also trained to properly inspect and manage high-hazard machines and facilities to prevent accidents and maintain employee safety. The General Manager regularly leads senior executives to conduct work safety inspections, workplace safety reviews for female employees, environmental inspections, and plant safety inspections. These activities have yielded multiple effects on the safety of overall plant facilities. We strive to guard the health and well-being of employees by creating an environment of "zero accidents".

In addition, the Company has established a human rights policy applicable to itself and its related enterprises based on international human rights conventions such as the "United Nations Nine Core Human Rights Treaties", "United Nations Universal Declaration of Human Rights", "United Nations Global Compact", "International Human Rights Law", "International Labor Organization - Declaration on Fundamental Principles and Rights at Work", "United Nations Guiding Principles on Business and Human Rights (UNGPs)", "Organization for Economic Cooperation and Development Guidelines for Multinational Enterprises", and "United Nations Global Compact Ten Principles (UNGC)". We continue to improve working conditions and employee benefits for all employees and enhance and improve management of human rights-related issues. The "Human Rights Policy" is also promoted internally through education and disclosed on the company's website to demonstrate the company's commitment to gender equality and a friendly workplace.

(6) Retirement systems and implementation

1). Defined contribution plans

The Company and Yodoko International Co., Ltd. adopted a pension plan under the Labor Pension Act ("LPA"), which is a state-managed defined contribution plan. Under the LPA, the Company and YI make monthly contributions to employees' individual pension accounts at 6% of monthly salaries and wages.

Sheng-Yu Trading (Dongguan) Corp. adopted local legal which is also state-managed defined contribution plan. Entities make monthly employee insurance to government organization, in order to pay to employees when they retire.

2). Defined benefit plans

The defined benefit plan adopted by the Company and YI in accordance with the Labor Standards Law ("LSL") is operated by the government. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the six months before retirement. The Company and YI contribute amounts equal to certain percentage of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee's name. Before the end of each year, the Group assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Group is required to fund the difference in one appropriation that should be made before the end of March of the next year.

(7) Publication of the Sheng Yu Quarterly aims to promote harmonious labor relations. This quarterly publication informs employees of various activities, discloses the company's operating status and enhance the feelings of colleagues. For Love the earth through environmental protection, this publication has also been launched online to cut down on the use of paper, as well as expand readership to our shareholders, customers, employees, and their families. Through this publication, everyone in this circle is brought together to share in the joy of the company's growth and better understand the company's efforts to build a sustainable business. The Company also holds regular meetings with the labor union to communicate labor issues and achieve consensus on the Company's goals.

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(8) The status of labor-management agreements: The company is currently negotiating with the labor union, so a collective agreement has not yet been signed.

F. Cyber security management

The company's cyber security risk management framework includes the following contents:

(1) Information security policy and organization

The President is responsible for the approval, supervision and monitoring of the information security policy, while the policy specification and implementation are handled by the Information Systems Division, the information security requirements are proposed by the Information Systems Division and each unit, and the information security audit is handled by the internal audit office and the external audit organization with each unit.

The information security policy covers the following areas, and the relevant units and personnel set up relevant management regulations or implementation plans in accordance with their authority and responsibility, and regularly evaluate the effectiveness of the implementation.

  1. Personnel management and information security education and training
  2. Computer system security management
  3. Network system security management
  4. Information system access control
  5. Application system development security management
  6. Information asset security management
  7. Physical and environmental security management
  8. Planning and management of emergency response plans and notification mechanisms

(2) Information security management procedures

The Company's information security management procedures are implemented in accordance with the following standards and are subject to regular audits by internal and external auditors.

  1. Information Security Incident Response Management Regulations
  2. Internet Service Implementation Regulations
  3. Personal Information Management Regulations
  4. Information System Operation Management Regulations
  5. Information System Emergency Response and Recovery Plan

(3) Management plan and resources

In addition to conducting regular internal audits of general IT controls and information and communications security, the Company undergoes annual IT audits by an accounting firm and JSOX-ITGC (Japanese Sarbanes-Oxley Act – IT General Controls) assessments conducted by its Japanese parent company.

The Company has also developed information security awareness materials for employee training and regularly conducts "email social engineering simulation exercises" to enhance employees' cybersecurity awareness. System hosts are regularly updated for security. A total of 130 man-days have been invested in these measures. Investments in information security infrastructure and operations include the implementation of a managed detection and response (MDR) system, network malicious activity detection systems, expansion of write-once-read-many (WORM) storage, deployment of host log collection systems, introduction of privileged access management (PAM) systems, expansion of cloud and offline backup facilities, and implementation of document confidentiality software. Total expenditures for 2025 amounted to approximately NT$4,227,000.

(4) Losses, possible impacts, and responses to major information and communications security incidents in the latest year and up to the date of publication of the annual report: On March 30, 2025, the Company experienced a cyberattack in which files on servers and personal computers were encrypted, rendering certain systems and data temporarily inaccessible. After evaluation, the incident had no material impact on the Company's financial or operational activities. Regarding personal data protection, the Industrial Development Administration and the Preparatory Office of the Personal Data Protection Commission confirmed that no clear violations of personal data protection regulations were identified. In 2025, the Company strengthened its cybersecurity infrastructure in accordance with recommendations from cybersecurity firms and signed a Memorandum of Understanding on

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National Cybersecurity Joint Defense and Intelligence Sharing with the Investigation Bureau of the Ministry of Justice. These measures aim to establish a national cybersecurity defense mechanism and enhance cybersecurity protection capabilities.

G. Important contracts :

Date:2026/04/14

Nature Contracting Parties Contract start/end date Major Content Restrictive Clauses
Technical service agreement YODOKO, Ltd. 2026/01/01 ~ 2028/12/31 YODOKO, Ltd. provides technical support required for operation The technical information provided by YODOKO, Ltd. shall be kept confidential.

V. Review of Financial position, Financial performance, and Risk management

A. Financial position :

Analysis of Financial Position (Consolidated)
Unit : NT$ thousands

| Year
Item | 2025 | 2024 | Difference | |
| --- | --- | --- | --- | --- |
| | | | Amount | % |
| Current Assets | 8,161,293 | 8,233,940 | (72,647) | (0.9) |
| Property, plant, and equipment | 2,458,715 | 2,361,531 | 97,184 | 4.1 |
| Other Assets | 699,651 | 917,437 | (217,786) | (23.7) |
| Total Assets | 11,319,659 | 11,512,908 | (193,249) | (1.7) |
| Current Liabilities | 1,065,228 | 1,140,567 | (75,339) | (6.6) |
| Total Liabilities | 1,164,893 | 1,227,728 | (62,835) | (5.1) |
| Capital stock | 3,211,800 | 3,211,800 | 0 | 0.0 |
| Capital surplus | 1,557,969 | 1,557,364 | 605 | 0.0 |
| Retained Earnings | 5,298,480 | 5,437,058 | (138,578) | (2.5) |
| Total equity | 10,154,766 | 10,285,180 | (130,414) | (1.3) |
| Analysis of changes in financial ratios (Deviation over 20%) :
Other Assets : The decrease in amount was mainly due to the transfer of NT$233,700 thousand of Investments Accounted for
Using Equity Method to Non-current Assets Held for Sale. | | | | |

B. Financial performance :

(1) Analysis of Financial Performance :

Analysis of Financial Performance (Consolidated)
Unit : NT$ thousands

| Year
Item | 2025 | 2024 | Increases (decreases) Amount | Change Ratio (%) |
| --- | --- | --- | --- | --- |
| Operating Revenues | 13,270,890 | 13,690,701 | (419,811) | (3.1) |
| Operating Costs | 11,903,711 | 12,376,090 | (472,379) | (3.8) |
| Gross Profit | 1,367,179 | 1,314,611 | 52,568 | 4.0 |
| Operating Expenses | 1,073,188 | 689,460 | 383,728 | 55.7 |
| Profit from Operations | 293,991 | 625,151 | (331,160) | (53.0) |
| Non-operating Income and Expenses | 23,540 | 109,653 | (86,113) | (78.5) |
| Profit Before Income Tax | 317,531 | 734,804 | (417,273) | (56.8) |
| Income Tax Expense | 65,419 | 144,857 | (79,438) | (54.8) |
| Net Profit | 252,112 | 589,947 | (337,835) | (57.3) |
| Analysis of changes in financial ratios(Deviation over 20%) :
(1).Operating Expenses : The increase in Operating expenses was mainly due to an increase of NT$310,685 thousand (442.7%) in Selling expenses-customs duties compared to the previous year.
(2).Profit from Operations : The decrease in Profit from operations is mainly due to the increase in Operating expenses this year, as explained in (1).
(3).Non-operating Income and Expenses : The main reason for the change was that the Net foreign exchange gain or loss turned from a profit of NT$46,105 thousand to a loss of NT$33,034 thousand during the year, and the impairment loss of NT$28,801 thousand recognized for the expected sale of Investments accounted for using equity method.
(4). Profit Before Income Tax, Income Tax Expense and Net Profit : The decrease in amount is mainly due to the explanations in (1), (2) and (3). | | | | |

(2) Sales volume forecast and the basis therefor : Refer to page 3

C. Cash flow :

(1) Liquidity analysis for the 2 most recent fiscal years (Consolidated) :

| Year
Item | 2025 | 2024 | Variance (%) |
| --- | --- | --- | --- |
| Cash Flow Ratio (%) | 103.7 | 34.9 | 197.1 |
| Cash Flow Adequacy Ratio (%) | 78.9 | 90.1 | (12.4) |
| Cash Reinvestment Ratio (%) | 3.3 | 0.0 | - |
| Analysis of financial ratio change(Deviation over 20%) :
(1).Cash Flow Ratio : The ratio increased by 197.1%, mainly due to an increase of NT$706,289 thousand (177.5%) in Net cash flow from operating activities this year compared to the previous year.
(2).Cash Reinvestment Ratio : The ratio turned from negative to positive, mainly due to the explanation in (1). | | | |

(2) Cash Flow Analysis for the coming year (Standalone) :

Unit : NT$ thousands

Estimated Cash and Cash Equivalents, Beginning of Year (1) Estimated Net Cash Flow from Operating Activities (2) Estimated Cash Outflow (Inflow) (3) Cash Surplus (Deficit) (1)+(2)-(3) Leverage of Cash Surplus (Deficit)
Investment Plans Financing Plans
2,809,614 777,000 822,000 2,764,614 - -

D. The effect upon financial operations of any major capital expenditures during the most recent fiscal year :

(1) Major capital expenditure items and source of capital : None
(2) Expected benefits : None

E. 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 :

(1) The company's reinvestment policy for the most recent fiscal year :

With the promotion of the Company's main products and the extension of sales channels to reach the market and end users, we can better understand the market dynamics and expand customer service, in order to directly provide customers with better service quality and control channels.

(2) The main reasons for the profits/losses generated thereby, the plan for improving re-investment profitability, and investment plans for the coming year :

The consolidated financial statements show a net gain of NT$1,573 thousand on Equity method investments, a reversal from a loss of NT$24,757 thousand in the previous year. This was mainly due to the recognition of a NT$1,573 thousand net gain on the Equity method investment in Yodogawa-Shengyu (Hefei) High-Tech Steel Co., Ltd (YSS), representing a 20.91% equity method investment in the company.

The main reasons for the loss in 2025 :

Sales volume remained stable in the first half of the year, and the strong performance of the high-end color-coated steel sheet market contributed to the overall robust sales performance.

In the second half of the year, rumors regarding the transfer of the YSS business negatively impacted sales. Simultaneously, intensified competition for orders from Baosteel led to price fluctuations and compressed overall profit margins.

In addition, the company made every effort to reduce costs in all aspects, including the procurement of main raw materials, auxiliary raw materials, and various supplies, as well as energy conservation and labor cost reduction. Ultimately, the company achieved profitability in both the first half of the year and the full year.

The plan for improving : None

(3) Investment plans for the coming year : None


F. Risk Analysis and Assessment :

(1) Effects of changes in interest rates, foreign exchange rates and inflation on corporate finance, and future response measures:

1). Analysis of profit and loss of net interest income (expense) and net foreign exchange gain (loss) (Consolidated):

Unit: NT$ thousands;%

Item 2025
Net interest income (expense) 69,080
Net foreign exchange gain (loss) (33,034)
Net interest income (expense) accounted for operating revenues ratio 0.52%
Net interest income (expense) accounted for pre-tax net profit ratio 21.76%
Net foreign exchange gain (loss) accounted for operating revenues ratio (0.25%)
Net foreign exchange gain (loss) accounted for pre-tax net profit ratio (10.40%)

2). Financial risk assessment (Consolidated):

Unit: NT$ thousands; %

Risk item Factor Range of change Sensitivity analysis Future response measures
Interest rate The carrying amount of the Group’s financial assets and financial liabilities exposed to interest rates risk at the end of 2025. Financial assets : NT$3,589,894 thousand Financial liabilities : NT$187,285 thousand Rate +/- 1% Pre-tax profit +/- 34,026 The financial structure of the Group is strong, and the interest rate changes have no significant impact on the Group. The Group regularly evaluate the bank borrowing rates and closely contact with the banks to obtain preferential loan interest rates.
Foreign currency The Group had foreign currency sales and purchases, which exposed the Group to foreign currency risk. The Group was mainly exposed to the foreign currency USD. NTD against USD exchange rate weakened / strengthened by 1% Profit or loss +/- 1,290 The management’s assessment of the reasonably possible range of foreign currency exchange rates, exchange rate changes have no significant impact on the company.
Credit The Group will cause a financial loss due to failure of Counterparties to discharge an obligation. None None None
Liquidity The Group manages liquidity risk by maintaining a sufficient level of cash and cash equivalents to meet the Group’s operational demand and mitigate the effects of fluctuations in cash flows. None None None
Inflation CPI rises or falls, non-primary financial risks. Taiwan’s 2025 CPI annual growth rate +1.66%, it’s low and stable. None The Group will pay close attention to the inflation situation and appropriately adjust the product price and raw material inventory to reduce the impact of inflation on the Group.

(2) Policies, Main causes of gain or loss and future response measures with respect to high-risk, high-leveraged investments, lending or endorsement guarantees, and derivatives transactions : Funds loaning to others shall be handled in accordance with the act issued by the competent authority and the Operational Procedures for Loaning Funds to Others prescribed by the Company. No engagement in endorsements/guarantees and derivatives transactions.

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(3) Research and development work to be carried out in the future, and further expenditures expected for research and development work :

According to the Company's annual target, we will accelerate the development of high value-added products. The key items are as follows :

Unit : NT$

R&D project Current progress/results Estimated completion period Investment amount Major factors for success
1. Development of Matte-Finish Pre-Painted Steel Sheets for Home Appliances 1. Home appliance customers have selected target color samples for matte finishes.2. Initial evaluations indicate that formability and chemical resistance meet processing requirements.3. Ultra-low gloss samples exhibit excellent visual texture. Dec., 2026 450,000 1. Compliance of color matte mechanisms with target color samples.2. Control technology for metallic (sparkle/silver) effects in coatings.3. Corrosion resistance and chemical resistance of chromium-free steel must meet home appliance specifications.4. Coating appearance quality must meet stringent standards for appliance-grade steel sheets.
2. Development of Fluorine-Modified High Weather-Resistant Pre-Painted Steel Sheets 1. Preliminary formulation development of fluorine-modified coating resins.2. Initial quality performance evaluations and outdoor exposure testing results available.3. Estimated performance meets requirements for construction material applications. Dec., 2026 400,000 1. Coating application control technology for fluorine-modified coatings.2. Limitations of color ranges and color stability.3. Weather resistance performance must meet specifications for outdoor building materials.
3. Development of Antibacterial (USDA Non-Food-Contact Grade) Pre-Painted Steel Sheets 1. Selection of commonly used customer color ranges for coating color matching.2. Selection of antibacterial agents and preliminary formulation research.3. Initial physical and chemical performance testing completed. Dec., 2026 450,000 1. Selection of antibacterial agents, formulation compatibility, and environmental friendliness.2. Durability of antibacterial effectiveness and validation mechanisms.3. Stability of coating process operations.4. Coating weather resistance, adhesion, and product lifespan.5. Regulatory compliance, ESG requirements, and feasibility of mass production.

(4) Effects of and Response to Changes in Policies and Regulations Relating to Corporate Finance and Sales : None
(5) Effects of and Response to Changes in Technology and the Industry Relating to Corporate Finance and Sales : The Company always pays attention to the possible impact of technological changes and industrial changes on the Company, and timely invest resources to cope with the increasing information security risks. The technological changes in 2025 and up to the date of publication of the annual report have no significant impact on the Company's financial business.
(6) The Impact of Changes in Corporate Image on Corporate Risk Management, and the Company's Response Measures : “Ethical business conduct” is one of the Company's five Management Philosophies. Therefore, the Company has been actively participating in various social public welfare activities, giving back to society, and fulfilling its corporate citizenship responsibilities.
(7) Expected Benefits from, Risks Relating to and Response to Merger and Acquisition Plans : None
(8) Expected Benefits from, Risks Relating to and Response to Factory Expansion Plans : None
(9) Risks Relating to and Response to Excessive Concentration of Purchasing Sources and Excessive Customer Concentration : The Company pays close attention at any time to the


possible impact of concentration of purchases or sales on the Company. The main raw materials for its production are hot rolled coils, which mainly come from China Steel and Chung Hung Steel, the rest replaced by imports to avoid the risk of excessive concentration.

(10) Effects of, Risks Relating to and Response to Large Share Transfers or Changes in Shareholdings by Directors or Shareholders with Shareholdings of over 10%:
On March 24, 2025, Toyota Tsusho Corporation, the major shareholder of the Company holding 11.44% of the shares, disposed of all its shares to the director, YODOKO, Ltd. After the transfer, the shareholding ratio increased to 63.57%, and YODOKO, Ltd. still the largest shareholder of the Company. As the management rights have not changed, there is no significant impact on the shareholders' equity of the Company.

(11) Effects of, Risks Relating to and Response to the Changes in Management Rights: None

(12) Litigation or Non-litigation Matters: None

(13) Risk management organization:

1). The Company's risk management is divided into three levels:

First level: Each business execution unit is responsible for the initial risk awareness within their scope of work, and must take appropriate improvement measures and report to their superiors. They serve as the direct unit for risk assessment and control.

Second level: The ESG Sustainability Development Executive Committee (including various functional committees) is chaired by the General Manager. The committee promotes corporate governance, group medium and long-term development plans, and the implementation of company ESG sustainable development issues, including but not limited to risk management. It is responsible for submitting annual plans and execution results to the "Sustainable Development Committee."

Third level: The Sustainable Development Committee is responsible for reviewing, tracking, and revising the company's sustainable development execution and effectiveness, and regularly reporting to the Board of Directors.

2). In order to establish a sound risk management mechanism, the Board of Directors has approved the establishment of the "Risk Management Policy and Procedures," which clearly stipulates the risk management policy, management organization structure and business, risk scope, risk management procedures, risk management reporting, and information disclosure, in order to properly supervise and control related risks.

(14) Other important risks, and mitigation measures being or to be taken:

Cybersecurity Risk Assessment and Analysis: In recent years, the focus of cybersecurity enhancement has shifted from equipment to personnel, as hackers exploit human vulnerabilities to deceive employees, resulting in corporate losses. Therefore, in addition to continuing investments in various protective equipment and software, the Company has also intensified the provision of information security education and training courses for employees. These courses are mandatory for all staff and include assessments. Furthermore, we regularly conduct "Email Social Engineering Drills" to enhance employee vigilance and cybersecurity awareness, ensuring the safety of the Company's critical assets.

G. Other important matters: None


VI. Special Items

A. Information related to the company's associates :

(1). Consolidated Operating Report of Associates :
Index path " Market Observation Post System > Electronic Books > Shareholders meetings"
(URL: https://emops.twse.com.tw/server-java/t58query), enter company code and year before selecting relevant information.

(2) Consolidated financial statements of affiliated companies : No consolidated financial statements of related companies shall be prepared separately.

(3) Affiliation report :
Index path " Market Observation Post System > Electronic Books > Shareholders meetings"
(URL: https://emops.twse.com.tw/server-java/t58query), enter company code and year before selecting relevant information.

B. Private placement of securities : None

C. Other required disclosures : None

VII. 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 : None

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Sheng Yu Steel Co., Ltd.
Declaration of the Internal Control System
Date: March 6, 2026

The Company hereby makes the following declaration on the result of the self-evaluation conducted based on the 2025 internal control system.

I. The Company is fully aware that establishing, implementing, and maintaining the internal control system is the duty of the Board of Directors and executives. The Company has established a system of internal control, and this system aims to provide reasonable assurance of the reliability of the reported effects and efficiency (including profit, performance, and security of the assets) and financial reports, and compliance with the relevant regulations.

II. There are inherent limitations to the internal control system, regardless of the efforts invested in the pursuit of perfection. An effective internal control system only offers reasonable assurance of the three goals stated in the above paragraph, and the effectiveness of this internal control system may change along with changes in the environment and circumstances. Nonetheless, the Company's internal control system is designed with a self-monitoring mechanism, which identifies flaws and prompts the Company to take immediate action.

III. The Company determines the design and effectiveness of the internal control system based on the "Principles for Establishment of an Internal Control System in a Public Company (hereafter refers to as "the Principles")." The items provided in the Principles categorize the internal control system into five major elements based on the process of management control: 1. Control of the environment; 2. Risk assessment; 3. Operations of the control; 4. Information and communication; and 5. Monitoring. Each element contains several sub-items. For details, please refer to the text of the Principles.

IV. The Company has adopted the aforementioned internal control identification items to evaluate the design and effectiveness of its internal control system.

V. Based on the results of the evaluation mentioned in the above paragraph, the Company feels that the internal control system (including monitoring and management of the subsidiaries) implemented on December 31, 2025 (note 2) provides reasonable assurance of the achievement of the above goals, including the following content: the effectiveness of operations and achievement of the efficiency goal, reliability of the financial reports, and compliance with the regulations.

VI. This declaration will become part of the main text of the Company's annual report and prospectus, both of which will be made publicly available. Any false declaration or failure to disclose true and full information will be deemed a violation of Articles 20, 32, 171, and 174 of the Securities Trading Act.

VII. This declaration has been recognized by the Board of Directors on March 6, 2026. All ten members of the board voted in favor to recognize the content of this declaration and none voiced an objection.

Sheng Yu Steel Co., Ltd.

Chairman: Koichi Tarumiya
Signature

General Manager: Shih-Chiang Hung
Signature

Note 1: When major flaws are found in the design and implementation of the Public Company Internal Control System in a report year, the flaws should be disclosed in the additional section after paragraph four of the Internal Control System Declaration, including a description of the major flaws and the Company's response strategies to improve conditions before the balance day.

Note 2: The date of this declaration is the "final day of a fiscal year".

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SHENG YU STEEL CO., LTD.
Audit Committee's Review Report

The Board of Directors has prepared the Company's 2025 the Stand-alone
and the Consolidated Financial Reports, The Business Report and The
Proposal for Profit Distribution.
The Audit Committee has reviewed the aforementioned financial reports and
documents, and concluded all information is presented fairly.
We hereby submit this report pursuant to Article 14-4 of the Securities and
Exchange Act and Article 219 of the Company Act.

To :
2026 Annual Shareholders' Meeting

SHENG YU STEEL CO., LTD.
Convener of the Audit Committee
Ying-Fang Huang
March 6, 2026