Skip to main content

AI assistant

Sign in to chat with this filing

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

SZS AGM Information 2025

Aug 8, 2025

52319_rns_2025-08-08_f3a2dc77-1b25-4e5f-b44a-7eab6ee91b4f.pdf

AGM Information

Open in viewer

Opens in your device viewer

SHIN ZU SHING CO., LTD. 2025 Annual Shareholders' Meeting Minutes (Translation)

Type of Meeting: Physical Meeting

Time and Date: 9 a.m., June 10, 2025

Place: No. 1, Sanjun Street, Shulin District, New Taipei City (Shuang Yan Wedding Restaurant)

Quorum: 151,378,402 shares were represented by the shareholders and proxies present, which amounted to 77.32% of the Company’s 195,763,822 issued and outstanding shares.

Directors and Independent Director present:

Chao-Tsung Juan (Director), You-Qi Lu (Director), Cheng-Han Hsieh (Director), Ying-Fu Mao (Director)

Chi-Fa Cheng (Independent Director), Mei-Hui Li (Independent Director),

Chairman: Sheng-Nan Lu, the chairman of the Board of Directors

Recorder: Ya-Fen Fan

The aggregate shareholding of the shareholders present in person or by proxy constituted a quorum. The Chairman called the meeting to order.

A. Chairman’s speech (omitted)

B. Report Items

  • I. 2024 Business report.( Please refer to Attachment I)

  • II. 2024 Audit Committee's Review Report. (Please refer to Attachment II)

  • III. Report on 2024 distribution of remuneration to employees and directors.

  • IV. 2024 Report of Related Party Transactions

  • V. The company issued the third domestic unsecured convertible corporate bond Report. (Please refer to Attachment VI)

C. Approval Items

  • I. To accept 2024 Business Report and Financial Statements (Proposed by the Board of Directors) Explanatory Notes:

  • (I) The Company has completed formulation of the 2024 consolidated financial statements and individual financial statements. Audit has been completed by CPAs Hsieh,Ming-Chung and Hsu,Chi-Ming of Deloitte Taiwan and sent to the Audit Committee for review along with the business report. and a review report has been issued.

  • (II) For the business report, independent auditor's report and the above-mentioned financial statements, please refer to Attachment 1, Attachment 3 and Attachment 4 of this Manual.

Voting Results: Shares represented at the time of voting: 151,378,402

Voting Results: Shares represented at
151,378,402
the time of voting:
Voting Results* % of the total represented
sharepresent
Votes in favor:
124,829,876 votes
(61,655,197votes)
82.46%
Votes in against:
32,315 votes
(32,315 votes)
0.02%
Votesinvalid:
0 vote
0.00%
Votes abstained:
26,516,211 votes
(26,513,211 votes)
17.51%
  • *including votes casted electronically (number in brackets)

RESOLVED, that the 2024 financial statements and business report be and hereby were accepted as submitted

  • II. To ratify the 2024 earnings distribution proposal. (Proposed by the Board of Directors) Explanatory Notes:

  • (I) The Company's 2024 net profit after tax is NT$1,359,331,877. For the proposed surplus distribution table, please refer to Attachment 5.

  • (II) Shareholders' cash dividends are calculated up to the dollar, rounded up to the dollar, and the total amount of fractional amounts less than one dollar shall be adjusted

in order of sequence from the largest to the smallest decimal number and from the first to last account number until consistent with the total amount of cash dividend distributed.

  • (III) For subsequent changes in the number of outstanding shares due to the buyback of the Company's shares, the transfer of treasury stocks, the execution of employee stock options, and the issuance of new shares for cash capital increase, etc., resulting in changes to the shareholder's dividend ratio, the chairman of the board is authorized to handle such matters.

  • (IV) Upon the approval of the Annual Shareholders' Meeting, it is proposed that the chairman of the board be authorized to resolve the ex-dividend date and other relevant issues.

Voting Results: Shares represented at the time of voting: 151,378,402

Voting Results: Shares represented at
151,378,402
the time of voting:
Voting Results* % of the total represented
sharepresent
Votes in favor:
125,251,948 votes
(62,077,269 votes)
82.74%
Votes in against:
32,334 votes
(32,334votes)
0.02%
Votesinvalid:
0 vote
0.00%
Votes abstained:
26,094,120 votes
(26,091,120votes)
17.23%

*including votes casted electronically (number in brackets)

RESOLVED, that the above proposal be and hereby were accepted as submitted

  • D. Discussion Item

  • I. Distribution of cash dividends from capital surplus. (Proposed by the Board of Directors) Explanatory Notes:

    • (I) The Company intends to set aside NT$587,291,466

from the capital surplus arising from paid-in capital in excess of par value on issuance of ordinary shares. Each share is distributed cash dividends of NT$3.0 with all amounts rounded up to the dollar, and the total amount of fractional amounts less than one dollar shall be adjusted in order of sequence from the largest to the smallest decimal number and from the first to last account number until consistent with the total amount of cash distributed.

  • (II) For subsequent changes in the dividend amount distributed per share due to the buyback of the Company's shares, the transfer of treasury stocks, the execution of employee stock options, and the issuance of new shares for cash capital increase, etc., resulting in changes to the shareholder's cash distribution ratio, the chairman of the board is authorized to handle such matters.

  • (III) Upon the approval of the Annual Shareholders' Meeting, it is proposed that the chairman of the board be authorized to resolve the payment date and other relevant issues.

Voting Results: Shares represented at the time of voting: 151,378,402

Voting Results: Shares represented at
151,378,402
the time of voting:
Voting Results* % of the total represented
sharepresent
Votes in favor:
125,247,925 votes
(62,073,246 votes)
82.73%
Votes in against:
36,377 votes
(36,377 votes)
0.02%
Votesinvalid:
0 vote
0.00%
Votes abstained:
26,094,100 votes
(26,091,100votes)
17.23%

*including votes casted electronically (number in brackets)

RESOLVED, that the above proposal be and hereby were accepted as submitted

  • II. Amendment to the Articles of Incorporation (Proposed by the Board of Directors) Explanatory Notes:

  • (I) Pursuant to the Financial Supervisory Commission's Order No. 1130385442 issued on November 8, 2024, the Company amended some provisions of its Articles of Incorporation to supplement the provisions that companies whose stocks are listed on the stock exchange or over-the-counter securities exchange shall stipulate in their articles of incorporation that they shall use a certain percentage of their annual profits to adjust the salaries or distribute remuneration to grassroots employees.

  • (II) In order to meet the company's operational needs, it is proposed to increase the registered capital stipulated in the Company's "Articles of Association" and increase the number of directors' seats.

  • (III)Comparison Table of Amendments to the “Articles of Incorporation” (Please refer to Attachment VII.)

Voting Results: Shares represented at the time of voting: 151,378,402

151,378,402
Voting Results* % of the total represented
sharepresent
Votes in favor:
125,238,539 votes
(62,063,860 votes)
82.73%
Votes in against:
44,226 votes
(44,226 votes)
0.02%
Votesinvalid:
0 vote
0.00%
Votes abstained:
26,095,637 votes
(26,092,637votes)
17.23%

*including votes casted electronically (number in brackets)

RESOLVED, that the above proposal be and hereby were accepted as submitted

E. Directors election

  • I .Directors Election To elect nine Directors(including three Independent Directors)

  • (Proposed by the Board of Directors)

  • Explanatory Notes:

    • (I) The term of office of the current directors (including independent directors) of the company will expire on June 15, 2025, the Board of Directors resolved that nine Directors (including three Independent Directors) will be elected at this Annual Shareholders’ Meeting.

    • (II) The terms of office of the Directors to be elected shall be three years, commencing on June 10, 2025 and expiring on June 9, 2028. The term of office of the original director expired at the completion of this general meeting of shareholders

    • (III) The 18th meeting of the 20th Board of Directors on April 28, 2025 resolved that according to Article 13 of the company's articles of association, the Board of Directors resolved that nine Directors (including three Independent Directors) will be elected at this Annual Shareholders’ Meeting. The list of candidates for directors (including independent directors) as following.

==> picture [788 x 407] intentionally omitted <==

----- Start of picture text -----

Title Name Education & Professional Qualifications Major Past Positions & Current Positions Shareholding(
shares)
Director Lu,Sheng-Nan Songshan high school of Commerce and Home Founding Chairman of Spring Association 17,545,346
Economics Founding Chairman of Spring Association
Director Juan,Chao-Tsung Dep. of Industrial Management, Taiwan Institute of Branch Manager of Asia East Securities 447,642
Technology National Chengchi University
Entrepreneurship Management Research Course Branch
Manager of Asia East Securities
Director Lu,Yu-Chi Master of Mechanical Engineering, University of General Manager, Jun Yu Plastics Co., Ltd. 0
California, San Diego Special Assistant, SZS Co., Ltd.
Chairman, Golden Point Management Co., Ltd.
Director Mao,Ying-Fu National Chung Hsing University Lawyer at Mao Law Office 0
Bachelor of Arts 、 Arbitrator Of Chinese Arbitration Association, Taipei
Fu Jen Catholic University Procurement Consults Committee
Master of Arts Member, Public Construction Commission, Executive Yuan,
Complaint Review Board
Director Hsieh,Cheng-Han National Cheng Kung University / B.S Michael Baker Jr. Inc. U.S. / Engineer 0
Carnegie Mellon University / M.S. Taiwan Life Insurance Co., Ltd., V.C. Dept. / Account Officer
Chartered Financial Analyst (CFA) Global Investment Holdings Co., Ltd. / Analyst / Assistant Manager
Aqua Asia Asset Management Co., Ltd. / Vice President
Director Cheng,Chi-Fa Department of Accounting, Zhongxing University Director of Jingxing United Certified Public 0
Independent Darren Shih Bachelor of Mechanical Engineering, National Taiwan Audit Manager, Deloitte & Touché 0
University C.F.O., Chi Cheng Enterprise Co., Ltd.
Director MBA, National Taiwan University Senior Director, Taiwan Mobile Co., Ltd.
Independent Chang,Yuan-Lung Department of Accounting, Tamkang University CHINCHENG CPA & CO.CPA 0
ARCOA COMMUNICATION CO., LTD
Director SENIOR MANAGER
Independent Li,Mei-Hui National Chengchi University Entrepreneur Class CFO,Feijie Technology Co., Ltd. Vice President 5,159
EMBA, Department of Business Administration, Supervisor, Feimao Electronics Shanghai
Director National Taipei University Supervisor,Berry AI Inc.
Director ,Flytech Foundation
Director ,POINDUS SYSTEMS CORP.
Supervisor,IRUGGY SYSTEMS CO, LTD
----- End of picture text -----

Election Results: The list of the newly elected directors with indication of votes received is as follows:

Lu,Sheng-Nan, 194,008,640 votes,

Juan,Chao-Tsung, 105,342,755 votes,

Lu,Yu-Chi, 101,125,958 votes,

Mao,Ying-Fu, 99,487,316 votes,

Hsieh,Cheng-Han, 99,379,443 votes,

Cheng,Chi-Fa, 98,007,090 votes,

List of newly elected independent directors with indication of votes received is as follows:

Darren Shih, 96,750,915 votes, Chang,Yuan-Lung, 96,711,199 votes, Li,Mei-Hui, 95,697,693 votes

F. Other Proposals

I. Discussion of the release of the prohibition on newly-elected directors and their corporate representatives from participation in competitive business. (proposed by the Board of Directors) Explanatory Notes:

  • (1) According to Article 209 of the Company Act, a director who conducts business within the business scope of the company for himself or others shall explain at the shareholders' meeting the essential contents of such conduct and obtain the shareholders’ approval.

  • (2) In order to draw on the expertise and relevant experience of the directors of the company, in accordance with the provisions of Article 209 of the Company Act, it is proposed to request the shareholders' meeting to agree to lift the restriction on competition for directors. The list of the restriction on competition for new directors to be lifted is as follows:

==> picture [541 x 392] intentionally omitted <==

----- Start of picture text -----

Title Name Current Positions (Note )
Director Juan,Chao-Tsung Director, JOCHU Technology Co., Ltd.
Director Lu,Yu-Chi Director, Ezfly International Travel Agent Co., Ltd. Director,
JOCHU Technology Co., Ltd.
Director, Teamphon Energy Co., LTD.
Director, TAIWAN TRUEWIN TECHNOLOGY CO., LTD
Director, FORESIGHT ENERGY TECHNOLOGIES CO.,
LTD.
Director,TRAVEL TO BUY CO., LTD.
Director Mao,Ying-Fu Lawyer at Mao Law Office
Supervisor, Fuxing Wood Company
Independent Director ,ANCANG CONSTRUCTION CO., LTD
Director Hsieh,Cheng-Han TopPro International Investment Co. Ltd. / President
Director Cheng,Chi-Fa CPA, Jing-Hsing United Accounting Firm
Chairman, Golden Point Management Ltd. Director,
Chairman ,Sen Berger Investment Co.Ltd.
Chairman,Yuan Fu Tai Development Ltd.
Director ,CoreMax Corporation
Coremax Corporation., Ltd. Director,
Shih Her Technologies Inc. Independent Director,
GSD TECHNOLOGIES CO.,LTD.
Ezfly International Travel Agent Co., Ltd. Director,
Independent Chang,Yuan-Lung CHINCHENG CPA & CO.
Director
Independent Director ,GSD Techmologies Co.,Ltd.
Independent Director ,CoreMax Corporation
Director ,JOHNSON FINE CHEMICAL CO.,LTD
Independent Li,Mei-Hui Vice President ,ADTEK ELECTRONICS CO., LTD.
Director
----- End of picture text -----

Voting Results: Shares represented at the time of voting: 151,378,402

Voting Results: Shares represented at
151,378,402
the time of voting:
Voting Results* % of the total represented
sharepresent
Votes in favor:
115,798,157 votes
(52,623,478 votes)
76.49%
Votes in against:
60,163votes
(60,163 votes)
0.03%
Votesinvalid:
0 vote
0.00%
Votes abstained:
35,520,082 votes
(35,517,082votes)
23.46%

*including votes casted electronically (number in brackets)

RESOLVED, that the above proposal be and hereby were accepted as submitted

  • G. Extempore Motions

There being no other business and special motion duly made and seconded, the meeting was adjourned at 9:26 a.m

Attachment 1

SHIN ZU SHING CO., LTD. 2024 Business Report

Implementation achievements of the 2024 business plan

In 2024, with the continuous expansion of AI applications, the global commodity trade recovered; however, the recovery pace differs from industry to industry, and the global economy grew slowly. However, the rising demand for electronic products and the expanded demand for HPC, AI, and other emerging technology applications resulted in an increase in the sales of hinge products. In particular, earphones steadily occupy the leading position in the global wearable device market. In addition, despite international political and economic uncertainties and geopolitical risks, SZS constantly adjusts its business strategic directions in the face of various risk environments and grasps various potential opportunities while minimizing relevant risks. Due to the slowdown of inflation and the recovery of consumer power, the Company's revenue in 2024 was better than expected. However, the continued strengthening of process automation and the development and deployment of new products have resulted in a slight excess of relevant expenditures. Nonetheless, we recorded favorable profitability performance with the joint efforts of all employees. In the future, SZS will continue to focus on developing the hinge industry, developing new technologies and materials (low-carbon), strengthening process automation, and innovating and developing in different industrial fields. Adhering to the corporate core value of “sustainable management,” we will actively promote corporate social responsibility and actively disclose our efforts and achievements in terms of environment, society, and corporate governance (ESG). With the joint efforts of all employees, SZS further won the “Sustainability Report Silver Award” in 2024, after winning the “Sustainability Report Bronze Award” in 2023, verifying the determination of SZS in continuous progress in sustainable development.

(I) Operating income and expenditure, and budgets

Unit: NTD thousands

==> picture [422 x 107] intentionally omitted <==

----- Start of picture text -----

Item Budget for 2024 Amount in 2024 Achievement rate %
Net operating income 12,125,069 13,327,345 109.92%
Operating cost 9,273,187 10,865,271 117.17%
Gross operating profit 2,851,882 2,462,074 86.33%
Operating expenses 1,059,511 1,208,723 114.08%
Operating net profit 1,792,371 1,253,351 69.93%
Net profit before tax 2,047,820 1,875,483 91.58%
Net profit for the period 1,601,847 1,359,332 84.86%
----- End of picture text -----

(II) Profitability Analysis

==> picture [420 x 172] intentionally omitted <==

----- Start of picture text -----

Item 2024(%) 2023(%)
Liabilities to assets ratio (%) 22.78 27.83
Financial
Long-term capital to property, plant and
structure 337.94 298.69
equipment ratio (%)
Current ratio (%) 336.78 227.83
Solvency Quick ratio (%) 283.67 194.90
Times interest earned (times) 6,556.05 5,081.46
Return on assets (%) 6.17 3.84
Return on equity (%) 8.11 5.14
Ratio of income before tax to paid-in
Profitability 95.81 61.95
capital (%)
Net profit margin (%) 10.20 8.02
Earnings per share (NTD) 7.15 4.30
----- End of picture text -----

  • 1 -

Benefiting from the growth of the hinge industry, the Company's shipments of notebook pivots in 2024 were approximately 48,905 thousand pcs, an increase of approximately 24% compared to the previous year. The shipments of LCD pivots were approximately 6,055 thousand pcs, approximately 25% less than the previous year. In the main revenue ratio in 2024, the NB hinge was approximately 20%, the LCD hinge was approximately 13%, and the wearable and accessory hinge was approximately 53%. In 2024, the consolidated revenue of the Company was NT$13.327 billion, representing an increase of approximately 32% from NT$10.067 billion in the preceding year. The consolidated gross margin was 18%, and the net profit margin was 9%, the same as the preceding year. Net profit after tax was NT$1.3579 billion, representing an increase of approximately 68% from NT$807 million in the preceding year. Basic earnings per share after tax were NT$7.15, representing an increase of approximately 66% from NT$4.30 in the preceding year.

Summary of the 2025 business plan

Looking forward, global economic development is full of uncertainties. In addition, the policy content of the new U.S. government is to be observed. Although the Chinese government has released favorable policies, the new U.S. government may take a more stringent stance on China, which will suppress consumer confidence in China and result in weak domestic demand. The Russo-Ukrainian war has not yet stopped, and the effects of geopolitical risks on industries have not eased. Facing the risks of such uncertainties, the management team of SZS will adopt Taiwan as the base for innovation and development to expand its scale, improve R&D and product innovation capacity, accelerate the operations of the production base in Bac Giang (Vietnam) and Suzhou (China), and provide real-time services and manufacturing quality to customers. On the other hand, with the continuous investment in technology development, SZS recorded favorable development in the foldable products of different applications in 2025 while duly utilizing its working capital to set foot in new industries through technological integration or strategic cooperation (i.e., bicycles, AI-related, and (humanoid) robots) so as to constantly explore and grasp new market opportunities and initiate the next-stage development of the industry.

In a rapidly changing environment, talent is critical to value creation and enhancement for companies. Therefore, SZS is committed to establishing stable employee relations in order to provide an environment where the right person is placed in the right position. We also offer complete education and training to achieve talent retention and cultivation. At the same time, the Company is also recruiting a wide range of talent and hiring talent with great vision, creativity, and execution skills. We hope that our employees will gain insights into various industries with a forward-looking lens, give full play to their expertise, and grow together with SZS with technical skills and stable management capacity to achieve a win-win situation.

In terms of overall future development, in addition to the pursuit of operational excellence, to cope with the environmental impact brought about by climate change, SZS is determined to continuously develop more competitive products that are conducive to environmental development, introduce low-carbon production processes step by step, and restore the value of waste through recycling for sustainable development. With the vision of people orientation, environmental symbiosis, and social prosperity, we integrate the ultimate goal of various ESG promotion actions into our business operations, and we have also formed alliances with partners in the supply chain to strengthen supply chain management, achieving mutual benefits and sustainability.

In the end, I would like to express my sincere appreciation to all our shareholders, customers, and partners for their support of SZS. In the future, we will continue to commit to corporate innovation and growth, care for comprehensive corporate governance, and adhere to ethical corporate management in the hope of stepping toward a sustainable future at a stable pace.

Good wishes to you all

Good health and all the best

Shin Zu Shing Co., Ltd. Chairman : Sheng-Nan Lu CEO : Chao-Tsong Yuan Head of accounting : Ya-Fen Fan

  • 2 -

Attachment 2

SHIN ZU SHING CO., LTD.

Audit Committee's Review Report

The board of directors has prepared the company's 2024 financial statements as well as the business report and the surplus distribution proposal. Among them, the financial statements were verified by CPAs Hsieh,Ming-Chung and Hsu,Chi-Ming of Deloitte Taiwan, and an independent auditor's report has been issued. The above documents have been reviewed by the Audit Committee as correctly portraying the Company's business activities. In accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, this report is compiled and presented for shareholder's examination.

To

SHIN ZU SHING CO., LTD. 2025 Annual Shareholders' Meeting

Audit Committee convener: Yuan-Long Chang

March 13, 2025

  • 3 -

Attachment 3

Independent Auditor's Report

The Board of Directors and Shareholders Shin Zu Shing Co., Ltd.

Opinion

We have audited the accompanying consolidated financial statements of Shin Zu Shing Co., Ltd. and its subsidiaries (collectively referred to as the “Group”), which comprise the consolidated balance sheets as of December 31, 2024 and 2023, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2024 and 2023, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Assessment of Revenue Recognition

Shin Zu Shing Co., Ltd. and its subsidiaries mainly engaged in the research and development, production and sales of notebook computers, liquid crystal display hubs and

4

MIM (Metal injection molding). Considering that there are significant risks in the revenue recognition of the audit standards, and the revenue of wearable products has grown significantly this year. Therefore, the authenticity of revenue from the wearable products sales of Shin Zu Shing Co., Ltd. is considered actually occurred is as the key audit matter.

The audit procedures performed by the accountant in response to the above key audits are summarized as follows:

  1. Understand the internal control of sales revenue of wearable products and its implementation effectiveness.

  2. Conduct a detailed sales revenue test for wearable products to check if a sales revenue transaction has actually occurred.

  3. For customers selling wearable products, obtain the details of revenue recognized by accountants, and check whether the revenue recognition has been approved by relevant personnel after evaluating the transaction conditions.

Other Matter

We have audited the separate financial statements of Shin Zu Shing Co., Ltd. as of and for the years ended December 31, 2024 and 2023 on which we have issued an unmodified opinion.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance, including the audit committee, are responsible for overseeing the Group’s financial reporting process.

5

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

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

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

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

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

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

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

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for our audit opinion.

6

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

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

7

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2024 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Ming-Chung Hsieh and Chin-Ming Hsu.

Deloitte & Touche Taipei, Taiwan Republic of China

March 13, 2025

8

Notice to Readers

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

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

9

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars)

SHIN ZU SHING CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2024 AND 2023
(In Thousands of New Taiwan Dollars)
ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)
Financial assets at fair value through profit or loss - current (Notes 7 and 31)
Financial assets at amortized cost - current (Note 9)
Notes receivable (Note 10)
Accounts receivable (Note 10 and 24)
Accounts receivable from related parties (Notes 10 and 32)
Other receivables (Note 10)
Inventories (Note 11)
Other current assets
Total current assets
NON-CURRENT ASSETS
Financial assets at fair value through other comprehensive income - non-current (Note
8)
Investments accounted for using the equity method (Note 13)
Property, plant and equipment (Note 14)
Right-of-use assets (Note 15)
Investment properties, net (Note 16)
Deferred tax assets (Note 26)
Refundable deposits
Other non-current assets (Notes 17 and 22)
Total non-current assets
TOTAL
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term loans (Note 18)
Financial liabilities at fair value through profit or loss - current (Notes 7 and 31)
Notes payable, net
Accounts payable, net (Note 20)
Accounts payable to related parties, net (Note 32)
Other payables (Note 21)
Other payables to related parties (Note 32)
Current tax liabilities (Note 26)
Lease liabilities - current (Note 15)
Other current liabilities (Note 24)
Total current liabilities
NON-CURRENT LIABILITIES
Financial liabilities at fair value through profit or loss - non-current (Notes 7 and 31)
Bonds payable (Note 19)
Deferred tax liabilities (Note 26)
Lease liabilities - non-current (Note 15)
Guarantee deposits received
Total non-current liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE PARENT (Note 23)
Share capital
Ordinary shares
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Total retained earnings
Other equity
Total equity
TOTAL
2024
Amount
%
$ 2,107,388
9
182,133
1
3,869,500
17
97,434
-
5,271,462
23
6,615
-
69,172
-
1,946,468
8
234,122

1
13,784,294
59
753,316
3
165,229
1
5,674,161
25
178,137
1
2,403,465
10
30,715
-
21,801
-
257,167

1
9,483,991
41
$ 23,268,285
100
$ -
-
-
-
17
-
2,555,315
11
341,908
1
823,784
4
924
-
218,497
1
38,071
-
114,510

1
4,093,026
18
4,640
-
731,448
3
429,239
2
21,034
-
20,357

-
1,206,718

5
5,299,744
23
1,957,483

9
3,078,250
13
2,104,524
9
346,330
1
10,665,480
46
13,116,334
56
(183,526)
(1)
17,968,541
77
$ 23,268,285
100
2023




































Amount
%
$ 2,619,354
12
195,695
1
3,764,118
17
41,891
-
4,066,896
19
1,394
-
80,721
-
1,621,791
8
208,442

1
12,600,302
58
756,380
4
172,081
1
5,363,886
25
67,631
-
2,422,671
11
87,226
1
15,632
-
66,259

-
8,951,766
42
$ 21,552,068
100
$ 1,819,740
9
1,052
-
31
-
2,234,118
10
359,953
2
690,121
3
2,280
-
22,828
-
30,464
-
369,872

2
5,530,459
26
-
-
-
-
414,456
2
31,206
-
22,689

-
468,351

2
5,998,810
28
1,877,483

9
1,807,450

8
2,021,998
9
320,399
2
9,872,258
46
12,214,655
57
(346,330)
(2)
15,553,258
72
$ 21,552,068
100

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

  • 10 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

NET REVENUE (Note 24 and 32)
OPERATING COGS (Note 11 and 32)
GROSS PROFIT
OPERATING EXPENSES
Selling expenses
Administrative expenses
Research and development expenses
Expected credit reversal on account receivables
Total operating expenses
INCOME FROM OPERATIONS
NON-OPERATING INCOME AND EXPENSES
Interest income (Note 25)
Other income (Note 25 and 32)
Other gains and losses, net (Note 25)
Finance costs (Note 25)
Share of profits of associates (Note 13)
Total non-operating income and expenses
INCOME BEFORE INCOME TAX
INCOME TAX EXPENSE (Note 26)
NET INCOME
OTHER COMPREHENSIVE INCOME (LOSS)
Item that will not be reclassified subsequently to
profit or loss:
Remeasurement of defined benefit plans
Unrealized gain on investments in equity
instruments at fair value through other
comprehensive income
Item that may be reclassified subsequently to
profit or loss:
Exchange differences on translating the
financial statements of foreign operations
2024
Amount
%
$ 13,327,345
100
10,865,271
82
2,462,074
18
155,408
1
537,612
4
516,960
4
(1,257)

-
1,208,723

9
1,253,351

9
129,802
1
258,746
2
276,344
2
(29,050)
-
(13,710)

-
622,132

5
1,875,483
14
516,151

4
1,359,332
10
4,493
-
2,563
-
168,078

2
2023




















Amount
%
$ 10,067,747
100
8,262,923
82
1,804,824
18
134,363
1
461,454
5
313,902
3
(13,779)

-
895,940

9
908,884

9
136,605
2
133,717
1
6,828
-
(23,350)
-
486

-
254,286

3
1,163,170
12
355,766

4
807,404

8
471
-
56,760
1
(65,303)
(1)
(Continued)
  • 11 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Other comprehensive income (loss) for the
year
TOTAL COMPREHENSIVE INCOME
NET INCOME ATTRIBUTABLE TO:
Shareholders of the parent
Non-controlling interests
TOTAL COMPREHENSIVE INCOME
ATTRIBUTABLE TO:
Shareholders of the parent
Non-controlling interests
EARNINGS PER SHARE (Note 27)
Basic
Diluted
2024
Amount
%
$ 175,134

2
$ 1,534,466
12
$ 1,359,332
10
-

-
$ 1,359,332
10
$ 1,534,466
12
-

-
$ 1,534,466
12
$ 7.15
$ 7.11
2023














Amount
%
$ (8,072)

-
$ 799,332
8
$ 807,404
8
-

-
$ 807,404
8
$ 799,332
8
-

-
$ 799,332
8
$ 4.30
$ 4.29



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

  • 12 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2023
Appropriation of 2022 earnings
Legal reserve
Cash dividends to shareholders
Special reserve
Issuance of shares dividends from capital surplus
Net income for the year ended December 31, 2023
Other comprehensive income (loss) for the year ended
December 31, 2023, net of income tax
Total comprehensive income (loss) for the year ended
December 31, 2023
Disposal of the investment in equity instruments designed
as at fair value through other comprehensive income
BALANCE AT DECEMBER 31, 2023
Appropriation of 2023 earnings
Legal reserve
Special reserve
Cash dividends to shareholders
Equity component of convertible bonds issued by the
Company
Issuance of shares dividends from capital surplus
Net income for the year ended December 31, 2024
Other comprehensive income (loss) for the year ended
December 31, 2024, net of income tax
Total comprehensive income (loss) for the year ended
December 31, 2024
Issuance of ordinary shares for cash
Disposal of subsidiary (Note 12)
Equity Attributable to Owners of the Company Equity Attributable to Owners of the Company
Ordinary Shares
Capital Surplus
$ 1,877,483
$ 2,370,695
-
-
-
-
-
-
-
(563,245)
-
-

-

-

-

-

-

-
1,877,483
1,807,450
-
-
-
-
-
-
-
233,543
-
(281,623)
-
-

-

-

-

-
$ 80,000
$ 1,280,000
-
-
Retained Earnings
Legal Reserve
Special Reserve
Unappropriated
Earnings
$ 1,886,935
$ 393,011
$ 9,672,691
135,063
-
(135,063)
-
-
(563,245)
-
(72,612)
72,612
-
-
-
-
-
807,404

-

-

471

-

-

807,875

-

-

17,388
2,021,998
320,399
9,872,258
82,526
-
(82,526)
-
25,931
(25,931)
-
-
(469,371)
-
-
-
-
-
-
-
-
1,359,332

-

-

4,493

-

-

1,363,825
$ -
$ -
$ -
-
-
-
Others
Exchange
Differences on
Translating
Unrealized Gain
(Loss) on
Financial Assets
the Financial
Statements of
at Fair Value
Through Other
Equity
Attributable to
Foreign
Operations
Comprehensive
Income
Owners of the
Company
$ (227,649)
$ (92,750)
$ 15,880,416

-
-
-
-
-
(563,245)
-
-
-
-
-
(563,245)
-
-
807,404

(65,303)

56,760

(8,072)


(65,303)

56,760

799,332


-

(17,388)

-

(292,952)
(53,378)
15,553,258
-
-
-
-
-
-
-
-
(469,371)
-
-
233,543
-
-
(281,623)
-
-
1,359,332

168,078

2,563

175,134


168,078

2,563

1,534,466

$ -
$ -
$ 1,360,000

(612)
-
(612)
Total Equity
$ 15,880,416
-
(563,245)
-
(563,245)
807,404

(8,072)

799,332

-
15,553,258
-
-
(469,371)
233,543
(281,623)
1,359,332

175,134

1,534,466
$ 1,360,000
(612)






  • 13 -
Share-based payment
Disposal of the investment in equity instruments designed
as at fair value through other comprehensive income

BALANCE AT DECEMBER 31, 2024
-

-

$ 1,957,483
38,880

-

$ 3,078,250
-

-

$ 2,104,524
-

-

$ 346,330
-

7,225

$ 10,665,480
-

-

$ (125,486)
-

(7,225)

$ (58,040)
38,880

-

$ 17,968,541
38,880

-
$ 17,968,541

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

  • 14 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for:
Depreciation expense
Expected credit recognized reversal
Net loss on fair value change of financial assets and liabilities
at fair value through profit or loss
Finance costs
Interest income
Dividend income
Compensation cost of employee share options
Share of loss (profit) of associates
(Gain) loss on disposal of property, plant and equipment, net
(Gain)~~Ll~~oss on disposal of subsidiaries
Gain on disposal of financial assets, net
Write-down of inventories
Reversal of write-downs of inventories
Gain on modification of lease
Changes in operating assets and liabilities
Notes receivable
Accounts receivable

Accounts receivable from related parties
Other receivables
Inventories
Other current assets
Notes payable
Accounts payable
Accounts payable to related parties
Other payables
Other payables to related parties
Other current liabilities

Cash generated from operations
Interest received
Dividends received
Interest paid
Income tax paid

Net cash generated from operating activities

NET CASH FLOWS FROM INVESTING ACTIVITIES
Acquisitions of financial assets at fair value through other
comprehensive income
Proceeds from disposal of financial assets at fair value through
other comprehensive income
Increase in financial assets at amortized cost
2024
2023
$ 1,875,483
$ 1,163,170
541,920
596,864
(1,257)
(13,779)
40,098
62,350
29,050
23,350
(129,802)
(136,605)
(15,280)
(18,748)
38,880
-
13,710
(486)
(138,889)
(1,603)
(612)
13,885
(1,596)
(9,929)
1,269
-
-
(39,198)
(74)
(539)
(55,543)
(30,643)
(1,203,366)
299,907
(5,221)
(1,359)
9,387
(18,332)
(326,327)
83,275
(26,247)
(114,819)
553
12
321,197
733,072
(18,405)
173,018
81,082
(24,578)
(1,356)
1,705
(255,362)

(104,891)
773,652
2,635,099
132,979
122,074
15,280
18,748
(31,514)
(19,300)
(248,767)

(646,610)
641,630
2,110,011
(3,000)
(511,440)
9,190
7,658
(105,382)
(770,162)
(Continued)
  • 15 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars)

Acquisitions of financial assets at fair value through profit or loss
Proceeds from disposal of financial assets at fair value through
profit or loss
Payments for disposal of investments accounted for using the
equity method
Acquisitions for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in refundable deposits
Proceeds from expropriation of land
Increase in other non-current assets

Net cash used in investing activities

NET CASH FLOWS FROM FINANCING ACTIVITIES
(Decrease) increase in short-term loans

Proceeds from issuance of bonds
(Decrease) increase in guarantee deposits received
Repayment of the principal portion of lease liabilities
Cash dividends
Issuance of ordinary shares for cash

Net cash used in financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON CASH AND
CASH EQUIVALENTS

NET DECREASE IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF
THE YEAR

CASH AND CASH EQUIVALENTS AT THE END OF THE
YEAR
2024
$ (26,788)

1,596
-
(666,198)
182,875
(5,949)
(116,343)
(375,895)

(1,105,894)

(1,819,740)
963,841
(2,698)
(43,982)
(750,994)

1,360,000

(293,573)

245,871

(511,966)
2,619,354

$ 2,107,388
2023
$ (83,369)
24,495
(80,275)
(117,867)
19,209
(171)
-
(80,178)
(1,592,100)
38,560
-
4,092
(51,491)
(1,126,490)
-
(1,135,329)
(45,341)
(662,759)
3,282,113
$ 2,619,354

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

  • 16 -

Attachment 4

Independent Auditor's Report

The Board of Directors and Shareholders Shin Zu Shing Co., Ltd.

Opinion

We have audited the accompanying financial statements of Shin Zu Shing Co., Ltd. (the “Company”), which comprise the balance sheets as of December 31, 2024 and 2023, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies (collectively referred to as the “financial statements”).

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Assessment of Revenue Recognition

Shin Zu Shing Co., Ltd. and its subsidiaries mainly engaged in the research and development, production and sales of notebook computers, liquid crystal display hubs and MIM (Metal injection molding). Considering that there are significant risks in the revenue recognition of the audit standards, and the revenue of wearable products has grown significantly this year. Therefore, the authenticity of revenue from the wearable products sales of Shin Zu Shing Co., Ltd. is considered actually occurred is as the key audit matter.

17

The audit procedures performed by the accountant in response to the above key audits are summarized as follows:

  1. Understand the internal control of sales revenue of wearable products and its implementation effectiveness.

  2. Conduct a detailed sales revenue test for wearable products to check if a sales revenue transaction has actually occurred.

  3. For customers selling wearable products, obtain the details of revenue recognized by accountants, and check whether the revenue recognition has been approved by relevant personnel after evaluating the transaction conditions.

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

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

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

Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.

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

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

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

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

18

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

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

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

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

  5. Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2024 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

19

The engagement partners on the audits resulting in this independent auditors’ report are Ming-Chung and Chin-Ming Hsu.

Deloitte & Touche Taipei, Taiwan Republic of China March 13, 2025

Notice to Readers

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

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

20

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD.

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars)

2024
ASSETS
Amount
CURRENT ASSETS
Cash and cash equivalents (Notes 6 and 29)
$ 378,261
Financial assets at amortized cost - current (Notes 8 and 29)
2,775,645

Notes receivable, net (Notes 9 and 29)
4,453
Accounts receivable, net (Notes 9 and 29)
4,324,115

Accounts receivable from related parties, net (Notes 9, 29 and 30)
58,990
Other receivables (Note 29)
31,075
Inventories (Note 10)
1,366,302
Other current assets

129,725

Total current assets

9,068,566

NON-CURRENT ASSETS
Investments accounted for using equity method (Note 11)
5,496,058

Property, plant and equipment (Note 12)
5,028,991

Right-of-use assets (Note 13)
17,546
Investment properties, net (Note 14)
2,403,465

Deferred tax assets (Note 24)
30,715
Refundable deposits
7,399
Other non-current assets (Notes 15 and 20)

257,158

Total non-current assets

13,241,332

TOTAL
$ 22,309,898

LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term loans (Notes 16 and 29)
$ -
Financial liabilities at fair value through profit or loss - current (Notes 7 and 29)
-
Notes payable (Note 29)
17
Accounts payable (Notes 18 and 29)
775,197
Accounts payable to related parties (Notes 29 and 30)
1,454,168
Other payables (Notes 19 and 29)
608,481
Other payables to related parties (Note 30)
885
Current tax liabilities (Note 24)
186,524
Lease liabilities - current (Notes 13 and 29)
11,634
Other current liabilities

120,746

Total current liabilities

3,157,652

NON-CURRENT LIABILITIES
Financial liabilities at fair value through profit or loss - non-current (Notes 7 and 29)
4,640
Bonds payable (Note 17)
731,448
Deferred tax liabilities (Note 24)
429,239
Lease liabilities - non-current (Notes 13 and 29)
6,127
Guarantee deposits received (Notes 14 and 30)

12,251

Total non-current liabilities

1,183,705

Total liabilities

4,341,357

EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE PARENT (Note 21)
Share capital
Ordinary shares

1,957,483

Capital surplus

3,078,250

Retained earnings
Legal reserve
2,104,524
Special reserve
346,330
Unappropriated earnings

10,665,480

Total retained earnings

13,116,334

Other equity

(183,526)

Total equity

17,968,541

TOTAL
$ 22,309,898

The accompanying notes are an integral part of the parent company only financial statementss.
2024 %
2
13
-
19
-
-
6

1
41
25
22
-
11
-
-

1
59
100
-
-
-
3
6
3
-
1
-
1
14
-
3
2
-
-

5
19

9
14
9
2
48
59
(1)
81
100
2023


















Amount
%
$ 686,810
3
2,692,470
13
3,079
-
3,077,912
15
29,919
-
41,277
-
1,125,426
6
12,338

-
7,669,231
37
5,302,378
26
5,039,765
25
29,634
-
2,422,671
12
87,012
-
9,870
-
66,238

-
12,957,568
63
$ 20,626,799
100
$ 1,819,740
9
1,052
-
31
-
744,513
4
1,148,666
5
532,274
3
1,820
-
8,735
-
18,615
-
360,227

2
4,635,673
23
-
-
-
-
414,456
2
11,410
-
12,002

-
437,868

2
5,073,541
25
1,877,483

9
1,807,450

9
2,021,998
10
320,399
1
9,872,258
48
12,214,655
59
(346,330)
(2)
15,553,258
75
$ 20,626,799
100

21

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

NET REVENUE (Notes 22 and 30)
OPERATING COGS (Notes 10 and 30)
GROSS PROFIT
UNREALIZED GAIN ON THE
TRANSACTIONS WITH SUBSIDIARIES
REALIZED GAIN ON THE TRANSACTIONS
WITH SUBSIDIARIES
NET GROSS PROFIT
OPERATING EXPENSES (Note 30)
Selling expenses
Administrative expenses
Research and development expenses
Total operating expenses
INCOME FROM OPERATIONS
NON-OPERATING INCOME AND EXPENSES
Interest income (Note 23)
Other income (Notes 23 and 30)
Other gains and losses, net (Note 23)
Finance costs (Note 23)
Share of profit of subsidiaries
Total non-operating income and expenses
INCOME BEFORE INCOME TAX
INCOME TAX EXPENSE (Note 24)
NET INCOME
OTHER COMPREHENSIVE (LOSS) INCOME
Items that will not be reclassified subsequently
to profit or loss:
2024
Amount
%
$11,120,796
100
9,140,932
82
1,979,864
18
1,629
-
2,849

-
1,981,084
18
82,984
1
417,637
4
395,797

3
896,418

8
1,084,666
10
58,691
-
171,298
2
253,430
2
(26,847)
-
249,178

2
705,750

6
1,790,416
16
431,084

4
1,359,332
12
2023
























Amount
%
$ 7,478,880
100
6,207,298
83
1,271,582
17
4,158
-
1,379

-
1,268,803
17
68,340
1
342,446
4
269,725

4
680,511

9
588,292

8
54,105
1
106,083
1
(53,906)
(1)
(21,084)
-
383,036

5
468,234

6
1,056,526
14
249,122

3
807,404
11

(Continued)

22

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese)

SHIN ZU SHING CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Remeasurement of defined benefit plans (Note
20)
Unrealized loss on investments in equity
instruments at fair value through other
comprehensive income
Items that may be reclassified subsequently to
profit or loss:
Exchange differences on translating the
financial statements of foreign operations
Other comprehensive income (loss) for the
year
TOTAL COMPREHENSIVE INCOME
EARNINGS PER SHARE (Note 25)
Basic
Diluted
2024
Amount
%
$ 4,493
-
2,563
-
168,078

2
175,134

2
$ 1,534,466
14
$ 7.15
$ 7.11
2023






Amount
%
$ 471
-
56,760
1
(65,303)
(1)
(8,072)

-
$ 799,332
11
$ 4.30
$ 4.29
$




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

23

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars)

Ordinary Shares
Capital Surplus
BALANCE AT JANUARY 1, 2023
$ 1,877,483
$ 2,370,695
Appropriation of 2022 earnings
Legal reserve
-
-
Cash dividends to shareholders
-
-
Special reserve
-
-
Issuance of shares dividends from capital surplus
-
(563,245)
Net income for the year ended December 31, 2023
-
-
Other comprehensive income (loss) for the year ended December 31, 2023, net of income
tax

-

-
Total comprehensive income (loss) for the year ended December 31, 2023

-

-
Disposal of the investment in equity instruments designed as at fair value through other
comprehensive income

-

-
BALANCE AT DECEMBER 31, 2023
1,877,483
1,807,450
Appropriation of 2023 earnings
Legal reserve
-
-
Special reserve
-
-
Cash dividends to shareholders
-
-
Equity component of convertible bonds issued by the Company
-
233,543
Issuance of shares dividends from capital surplus
-
(281,623)
Net income for the year ended December 31, 2024
-
-
Other comprehensive income (loss) for the year ended December 31, 2024, net of income
tax

-

-
Total comprehensive income for the year ended December 31, 2024

-

-
Issuance of ordinary shares for cash
80,000
1,280,000
Disposal of subsidiary
-
-
Share-based payment
-
38,880
Disposal of the investment in equity instruments designed as at fair value through other
comprehensive income

-

-
BALANCE AT DECEMBER 31, 2024
$ 1,957,483
$ 3,078,250
Retained Earnings
Legal Reserve
Special Reserve
Unappropriated
Earnings
$ 1,886,935
$ 393,011
$ 9,672,691
135,063
-
(135,063)
-
-
(563,245)
-
(72,612)
72,612
-
-
-
-
-
807,404

-

-

471

-

-

807,875

-

-

17,388
2,021,998
320,399
9,872,258
82,526
-
(82,526)
-
25,931
(25,931)
-
-
(469,371)
-
-
-
-
-
-
-
-
1,359,332

-

-

4,493

-

-

1,363,825
-
-
-
-
-
-
-
-
-

-

-

7,225
$ 2,104,524
$ 346,330
$ 10,665,480
Others
Exchange
Differences on
Translating the
Financial
Unrealized Gain
(Loss) on Financial
Assets at Fair Value
Through Other
Statements of
Foreign Operations
Comprehensive
Income
$ (227,649)
$ (92,750)

-
-
-
-
-
-
-
-
-
-

(65,303)

56,760


(65,303)

56,760


-

(17,388)

(292,952)
(53,378)

-
-
-
-
-
-
-
-
-
-
-
-

168,078

2,563


168,078

2,563

-
-
(612)
-
-
-

-

(7,225)

$ (125,486)
$ (58,040)
Total Equity
$ 15,880,416
-
(563,245)
-
(563,245)
807,404

(8,072)

799,332

-
15,553,258
-
-
(469,371)
233,543
(281,623)
1,359,332

175,134

1,534,466
1,360,000
(612)
38,880

-
$ 17,968,541

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

24

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for:
Depreciation expense
Net (gain) loss on fair value change of financial assets and
liabilities at fair value through profit or loss
Finance costs
Interest income
Compensation cost of employee share options
Share of profit of subsidiaries
Gain on disposal of property, plant and equipment, net
Gain on disposal of subsidiaries
Reversal of write-downs of inventories
Unrealized gain on the transactions with associates
Realized gain on the transactions with associates
Gain on modification of lease
Changes in operating assets and liabilities:
Notes receivable
Accounts receivable

Accounts receivable from related parties
Other receivables
Inventories
Other current assets
Notes payable
Accounts payable
Accounts payable to related parties
Other payables
Other payables to related parties
Other current liabilities

Cash generated from operations
Interest received
Interest paid
Income tax paid

Net cash generated from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Increase in financial assets at amortized cost
Acquisitions of investments accounted for using the equity
method
Net Cash Proceeds from Disposal of Subsidiary
Proceeds from capital reduction of associates
Acquisitions for property, plant and equipment
Proceeds from disposal of property, plant and equipment
2024
$ 1,790,416

415,796
(252)
26,847
(58,691)
38,880
(249,178)
(140,157)
(518)
-
1,629
(2,849)
(74)
(1,374)
(1,246,203)
(29,071)
11,535
(240,876)
(117,387)
(14)
30,684
305,502
54,084
(935)
(239,481)

348,313

57,358
(19,885)
(159,523)

226,263

(83,175)
-
344
-
(180,989)
160,681
2023
$ 1,056,526
466,049
100,689
21,084
(54,105)
-
(383,036)
(3,050)
-
(33,113)
4,158
(1,379)
-
3,297
381,002
(5,949)
(14,920)
24,079
5,578
12
208,572
337,722
(38,601)
1,597
(113,763)
1,962,449
53,042
(19,255)
(445,406)
1,550,830
(767,225)
(760,890)
-
395,785
(67,004)
17,872

(Continued)

25

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) SHIN ZU SHING CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023 (In Thousands of New Taiwan Dollars)

Decrease (increase) in refundable deposit

Dividends received from subsidiaries
Increase in other non-current assets

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
(Decrease) increase in short-term loans

Proceeds from issuance of bonds
Increase in guarantee deposits received
Repayment of the principal portion of lease liabilities
Cash dividends
Issuance of ordinary shares for cash

Net cash used in financing activities

NET DECREASE IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF
THE YEAR

CASH AND CASH EQUIVALENTS AT THE END OF THE
YEAR
2024
$ 2,471

204,229
(375,905)

(272,344)

(1,819,740)
963,841
249
(15,824)
(750,994)

1,360,000

(262,468)

(308,549)
686,810

$ 378,261
2023
$ (604)
782,147
(80,202)
(480,121)
38,560
-
2,910
(21,122)
(1,126,490)
-
(1,106,142)
(35,433)
722,243
$ 686,810

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

26

Attachment 5

SHIN ZU SHING CO., LTD. 2024 Earnings Distribution Statement

Unit: NT$

==> picture [471 x 389] intentionally omitted <==

----- Start of picture text -----

Item Subtotal Total
Undistributed earnings at the beginning of the period 9,294,429,405
Net Income of 2024 1,359,331,877
Treasury stock retired
Defined benefit plan remeasurement amount 4,491,907
recognized as retained earnings
The total amount of after-tax net income for the period 7,226,016
and other items adjusted to the current year’s
undistributed earnings other than after-tax net income
for the period
The amount of net profit after tax for the period plus
items other than net profit for the period included in 1,371,049,800
the 2024's undistributed earnings
Legal Reserve (10%) (137,104,980)
special reserve 162,804,357
Items for distribution: 10,691,178,582
Dividends to shareholders -- cash -- [email protected] (587,291,466) (587,291,466)
Undistributed earnings at the end of the period 10,103,887,116
----- End of picture text -----

Note 1: In the current earnings distribution, priority is given to the current year's earnings.

  • 2: The distributed amount of cash dividend per share is calculated on the basis of the 195,763,822 issued shares for which change registration has been completed on March 31, 2025

Chairman: Lu, Sheng-Nan CEO: Juan,Chao-Tsung Head of accounting: Fan, Ya-Fen

27

Attachment 6

The company issued the third domestic unsecured convertible corporate bond Report

On March 1, 2024 the Board of Directors resolved to issue the third domestic unsecured convertible corporate bonds, which were approved by the Financial Supervisory Commission of the Executive Yuan on May 15, 2024, with the letter of Financial Supervisory Certificate No. 11303416551. The Taiwan Securities Exchange Corporation approved the listing of the bonds on August 23, 2024, with the letter of Securities and OTC Bond No. 11300084972.

==> picture [527 x 147] intentionally omitted <==

----- Start of picture text -----

Types of corporate bonds The company issued the third domestic unsecured convertible corporate bond
Release date August 23, 2024
Par Value NT$100,000
price of issue 120.85% of the Par Value (issued at a premium, auctioned)
Total amount NT$ 800 million
interest rate 0%
deadline August 23,2029(Five-year term)
----- End of picture text -----

SHIN ZU SHING CO., LTD.

cash capital issuance of new shares and the third domestic unsecured convertible bond case Evaluation opinions of the securities underwriters for each season 2024Q4

==> picture [524 x 370] intentionally omitted <==

----- Start of picture text -----

Evaluate the content opinions of the securities
Release date CB : August 23,2024
Cash capital issuance of new shares : September 25,2024
Plan the project Repay bank loans
Funding execution The company's 2024 cash capital increase and new shares issuance and the third
progress as domestic unsecured convertible corporate bond plan raised a total of
of the 2024/Q4 NT$2,326,829,000. The company completed the third domestic unsecured
convertible corporate bond raising of NT$966,829,000 and cash capital increase
of NT$1,360,000,000 on August 23 and September 25, 2024, respectively. Of
this, NT$1,276,500,000 was used to repay bank loans, and it is expected to be
completed in the fourth quarter of 2014. After reviewing the relevant subpoenas
and bank statements provided by the company, the company's cumulative
expenditures as of 2024/Q4 were NT$1,276,500,000, and the
actual cumulative capital utilization progress was 100.00%, which was consistent
with the original capital utilization progress and was reasonable.
Assessment of the The funds raised in this fundraising plan have been used to repay bank loans
difference between according to the planned progress, which has helped to reduce the actual
the intended benefit expenditure on interest expenses, and the effectiveness achieved is in line with
and the actual expectations.
achievement
Reasonableness of All the funds raised from the issuance of new shares in the 2024 cash capital
the use of unspent increase and the third domestic unsecured convertible corporate bonds used to
funds repay bank loans have been spent, so there is no unspent capital.
Whether there is a As of the fourth quarter of 2024, the company's actual progress in repaying bank
change in plan loans was 100.00%. After evaluation, its actual progress in utilizing funds was
involved consistent with the original progress, and there was no plan change involved.
----- End of picture text -----

28

SHIN ZU SHING CO., LTD. cash capital issuance of new shares and the third domestic unsecured convertible bond case Evaluation opinions of the securities underwriters for each season

2024Q4

==> picture [514 x 383] intentionally omitted <==

----- Start of picture text -----

Evaluate the content opinions of the securities
Release date CB : August 23,2024
Cash capital issuance of new shares : September 25,2024
Plan the project Supplement working capital
Funding execution The total amount raised by the 2024 cash capital increase and new shares
progress as issuance and the third domestic unsecured convertible corporate bond plan is
of the 2024/Q4 NT$2,326,829,000. The company completed the third domestic unsecured
convertible corporate bond fundraising of NT$966,829,000 and cash capital
increase of NT$1,360,000,000 on August 23 and September 25, 2024,
respectively. NT$1,050,329,000 was used to supplement working capital and is
expected to be completed in the fourth quarter of 2024. After reviewing the
relevant subpoenas and transaction vouchers provided by the company, the
company's cumulative expenditure as of the 2024/Q4was NT$1,050,329,000,
and the actual cumulative capital utilization progress was 100.00%, which is
consistent with the original capital utilization progress and is reasonable.
Assessment of the The funds raised in this fundraising plan have been used to support the capital
difference between needs for operations according to the planned progress, which has helped to
the intended benefit reduce the actual expenditure on interest expenses, and the benefits achieved
and the actual are in line with expectations.
achievement
Reasonableness of All the funds raised from the issuance of new shares in the 2024 cash capital
the use of unspent increase and the third domestic unsecured convertible corporate bonds used to
funds supplement working capital have been spent, so there is no unspent capital.
Whether there is a As of the fourth quarter of 2024, the company's actual execution progress for
change in plan replenishing working capital was 100.00%. After evaluation, its actual progress
involved in utilizing funds was consistent with the original progress, and there was no
plan change involved.
----- End of picture text -----

29

Attachment 7

Comparison Table for the Articles of Incorporation Before and After Revision

==> picture [766 x 39] intentionally omitted <==

----- Start of picture text -----

Article After amendment Before amendment Reason for
amendment
----- End of picture text -----

Article
5
The Company's authorized capital is set atNT$3.8 billion
divided into thirey-eight million shares, all of which are
ordinary shares, at ten New Taiwan dollars per share; the
board of directors is authorized to issue unissued shares in
installments.
NT$100 million is retained from the total capital in the first
paragraph and divided into 10 million shares each with a
denomination of NT$10, for the issuance of employee stock
options, and the board of directors is authorized to issue such
options in installments in accordance with the Company Act
and relevant laws and regulations.
The Company's authorized capital is set atNT$2.5 billion
divided into twenty-five million shares,all of which are
ordinary shares, at ten New Taiwan dollars per share; the
board of directors is authorized to issue unissued shares in
installments.
NT$100 million is retained from the total capital in the first
paragraph and divided into 10 million shares each with a
denomination of NT$10, for the issuance of employee stock
options, and the board of directors is authorized to issue
such options in installments in accordance with the
CompanyAct and relevant laws and regulations.
Increase the
registered capital
to meet the
company's
business
development
needs.

30

==> picture [766 x 346] intentionally omitted <==

----- Start of picture text -----

Article The Company has nine to Twelve directors (Independent The Company has seven to nine directors (no less than three Adjust the number
13 directors shall not account for less than one-third of the board independent directors), with a term of three years, who can of board seats in
seats), with a term of three years, who can be re-elected. The be re-elected. The election of directors adopts the accordance with
election of directors adopts the nomination system of nomination system of candidates, and the shareholders' the company's
candidates, and the shareholders' meeting elects director from meeting elects director from the list of candidates. operational needs.
the list of candidates.
The total number of shares of the Company's registered
The total number of shares of the Company's registered shares shares held by all directors shall be handled in accordance
held by all directors shall be handled in accordance with the with the "Rules and Review Procedures for Director and
"Rules and Review Procedures for Director and Supervisor Supervisor Share Ownership Ratios at Public Companies"
Share Ownership Ratios at Public Companies" issued by the issued by the competent authority.
competent authority. The professional qualifications, shareholding, restrictions
The professional qualifications, shareholding, restrictions on on concurrent positions, nomination and election methods
concurrent positions, nomination and election methods and and other compliance matters of independent directors shall
other compliance matters of independent directors shall be be handled in accordance with relevant laws and
handled in accordance with relevant laws and regulations. regulations.
Article After amendment Before amendment Reason for
amendment
----- End of picture text -----

31

Article
19
If the Company has profits for the year (the so-called profits
refer to profit before tax) before deduction of employee
remuneration and directors' remuneration, no less than 2%
shall be allocated for employee remuneration(No less than
60% of the employee remuneration amount under this item
shall be distributed to grassroots employees.)and no more
than 2% for director's remuneration. However, if the company
still has accumulated losses (including adjustments to the
amount of undistributed earnings), it shall reserve the amount
of compensation for accumulated losses in advance, and then
calculate the provisions based on the remaining balance.
Employees of subsidiaries of the company meeting certain
requirements may be entitled to receive the aforementioned
remuneration in the form of cash or shares. The remuneration
of the directors in the preceding paragraph can only be paid in
cash.
All matters related to the payment of employee remuneration
and directors' remuneration are handled in accordance with
relevant laws and regulations, determined by the board of
directors, and reported to the shareholders' meeting.
If the Company has profits for the year (the so-called profits
refer to profit before tax) before deduction of employee
remuneration and directors' remuneration, no less than 2%
shall be allocated for employee remuneration
and no more than 2% for director's remuneration. However,
if the company still has accumulated losses (including
adjustments to the amount of undistributed earnings), it
shall reserve the amount of compensation for accumulated
losses in advance, and then calculate the provisions based
on the remaining balance.
Employees of subsidiaries of the company meeting certain
requirements may be entitled to receive the aforementioned
remuneration in the form of cash or shares. The
remuneration of the directors in the preceding paragraph
can only be paid in cash.
All matters related to the payment of employee
remuneration and directors' remuneration are handled in
accordance with relevant laws and regulations, determined
by the board of directors, and reported to the shareholders'
meeting.
The paragraph 6
of Article 14 of
the Securities and
Exchange
Act stipulates

32

Article
22
These Articles of Incorporation were established on May 10,
1968
………
………
………
The thirty-fourth revision was on June 12, 2014
The thirty-fifth revision was on June 15, 2016
The thirty-sixth revision was on June 22, 2017
The thirty-seventh revision was on June 21, 2018
The thirty-eighth revision was on June 18, 2019
The thirty-nine revision was on June 10,2025
These Articles of Incorporation were established on May
10, 1968
………
………
………
The thirty-fourth revision was on June 12, 2014
The thirty-fifth revision was on June 15, 2016
The thirty-sixth revision was on June 22, 2017
The thirty-seventh revision was on June 21, 2018
The thirty-eighth revision was on June 18, 2019
Add the
amended date

33