DAIOKU

Stock Code: 1521

TA YIH INDUSTRIAL CO.,LTD

2026 Annual Shareholders’ Meeting Meeting Agenda

Time : 9:00 a.m., June 11, 2026 (Thursday)

Venue: 2F Meeting Room of Hotel Chateau (Anping)
(No. 47, Xinjian Rd, South Dist., Tainan City)

This Shareholders’ Meeting will be held in form of :
Physical Shareholders’ Meeting

I. Meeting Procedure ... 1
II. Meeting Agenda ... 2
1. Announcing Meeting in Session ... 3
2. Words from the Chair ... 3
3. Reported Matters ... 3
4. Acknowledged matters ... 4
5. Election matters ...
6. Other Proposals ... 5
7. Extemporey Motions ... 6
8. Adjournment ... 6

III. Attachments
1. Business Report of 2025 ... 7
2. Audit Committee Review Report ... 10
3. Auditors’ Report and Financial Statements of 2025 ... 11
4. Statement of Earning Distribution of 2025 ... 35
5. List of candidates for directors (including independent directors) ... 36

IV. Appendices
1. Articles of Incorporation ... 38
2. Rules for Shareholders’ Meetings ... 43
3. Regulations Governing Election of Directors ... 45
4. Shareholdings of All Directors ... 47

Ta Yih Industrial Co., Ltd.

Annual Shareholders’ Meeting Meeting Agenda

Announcing Meeting in Session
Words from the Chair
Reported Matters
Acknowledged matters
Election matters
Other Motions
Extempore Motions
Adjournment

Ta Yih Industrial Co., Ltd.

2026 Annual Shareholders’ Meeting Meeting Agenda

Time: 9:00 a.m., June 11, 2026 (Thursday)
Venue: 2F Meeting Room of Hotel Chateau (Anping)
(No. 47, Xinjian Rd, South Dist., Tainan City)

The number of shares hold by the shareholders present is reported and the chair declares the meeting open.

Words from the Chair
Reported Matters
(1) 2025 Business Report.
(2) The 2025 Audit Committee's Review Report.
(3) Report on 2025 employees' remuneration.
(4) Distribution of Cash Dividends for 2025.
Acknowledged matters
(1) Acknowledgment of the 2025 Business Report and Financial Statements.
(2) Acknowledgment of the 2025 Earnings Distribution.
Election matters
Proposal for re-election for all nine directors (including three independent directors) of the company.
Other Motions
Discussion to approve the lifting of non-competition restrictions for newly-elected directors and their representatives.
Extempore Motions
Adjournment

Meeting Agenda

The number of shares hold by the shareholders present is reported and the chair declares the meeting open.
Words from the Chair
Reported Matters

Motion 1

Subject: 2025 Business Report.

Explanations: The business report has been attached. Please refer to Attachment 1. on pages 7~9 of this handbook.

Motion 2

Subject: The 2025 Audit Committee's Review Report.

Explanations: Audit Committee Review Report has been attached. Please refer to Attachment 2. on page 10 of this handbook.

Motion 3

Subject: Report on 2025 employees' remuneration.

Explanations:
1. Subject to Article 30-1 of the Articles of Incorporation, The Company’s annual net profit before deducting employee and director remuneration shall be distributed as follows; Not less than 1% shall be allocated for employee remuneration. Of the aforementioned amount, no less than 1% shall be allocated as compensation for frontline employees. If there are accumulated losses, the amount of loses compensation shall be reserved distribution according.
2. By resolution of the Board of Directors, NT$840,325 has been allocated for employee compensation, The entire sum of NT$840,325 was used as compensation for frontline employees, with the full amount to be distributed in cash.

Motion 4

Subject: Distribution of Cash Dividends for 2025.

Explanations:
1. According to Article 31 of the Company's Articles of Incorporation, when the distribution of earnings is in the form of cash, the Board of Directors is authorized to make a resolution with more than two-thirds of the directors present and the consensus of at least half of the present directors, and reported to the Shareholders’ Meeting.
2. The 17th meeting of the 21th Board of Directors of the

Company approved the 2025 annual cash dividend of NT$0.75 per share on March 13, 2026, and the total amount of cash dividends distributed was NT$57,172,500.

For the distribution of cash dividends, the Board authorizes the Chairman to determine the ex-dividend date and the payment date. Subsequently, If revisions to fluctuations in the company's capital affecting the number of outstanding shares and consequently the dividend distribution rate, the Chairman is authorized to make the necessary adjustments to the dividend payout ratio accordingly.
Acknowledged matters

Motion 1 (Proposed by the Board)

Subject: Acknowledgment of the 2025 Business Report and Financial Statements.

Explanations:
1. The Company’s 2025 business report, consolidated financial statements, and individual financial statements have been approved by the resolution of its Board of Directors. These financial statements have been audited and certified by CPAs Yeh Fang-Ting and Lin Hsiu-shan of PwC Taiwan. Pursuant to Article 228 of the Company Act, the aforementioned reports have been submitted to the Audit Committee for review and signed.
2. For the Company’s 2025 business report, please refer to Attachment 1 on pages 7~9 of this handbook. For auditor’s report and the aforementioned financial statements, please refer to Attachment 3 on pages 11~34.

Resolution:

Motion 2 (Proposed by the Board)

Subject: Acknowledgment of the 2025 Earnings Distribution.

Explanations:
1. The Company’s earnings for 2025 are proposed to be distributed as cash dividends totaling NT$57,172,500, representing NT$0.75 per share. Please see Appendix 4 on page 35 of this handbook.
2. This cash dividend shall be calculated to the nearest NT dollar (with any fractional amounts below one dollar rounded down). The aggregate of such fractional amounts shall be recognized as other incomes of the Company.
3. For the distribution of cash dividends, the Board authorizes

the Chairman to determine the record date for dividend distribution and the cash dividend payment date, as well as other related matters. When this distribution proposal is amended by the competent authority, or due to the company's capital affecting the number of outstanding shares and thereby requiring an adjustment to the dividend payout ratio, it is proposed that the shareholders' Meeting authorize the Chairman to handle all such matters.

Resolution:

Election matters
Motion (Proposed by the Board)
Subject: Proposal for re-election for all nine directors (including three independent directors) of the company.
Explanations: 1. The term of office of the Company’s 17th Board of Directors will expired on June 12, 2026, and the re-election shall be conducted according to Article 192-1 of the Company Act and the company’s articles of incorporation.
The present election shall elect 9 directors (including 3 independent directors), and adopt the candidate nomination system. The term of office is three years, and re-election is permitted. The newly elected directors shall assume their office immediately following the conclusion of this Annual shareholders’ meeting, with a term from June 11, 2026 to June 10, 2029.
Directors (including independent directors) candidate list and the matters explained to shareholders, please refer to Attachment 5 on pages 36-37 of this handbook.
Please proceed with the election.

Resolution:

Other Motions
Motion (Proposed by the Board)
Subject: Discussion to approve the lifting of non-competition restrictions for newly-elected directors and their representatives.
Explanations: 1. Pursuant to Article 209 of the Company Act, when a director engages in acts on behalf of himself/herself or others that fall within the scope of the company's business, the director shall report the material details of such acts to the Shareholders’ meeting and obtain approval.

As some newly elected directors at this Shareholders’ meeting have invested in or are managing other companies that engage in the same or similar business as the Company and serve as directors therein, it is proposed, in consideration of business and investment needs and without prejudice to the company’s interests, to request the Shareholders’ Meeting to approve the waiver of the non-competition restrictions for such directors and their representatives in accordance of the law.
For the status on concurrent positions held by newly elected directors, please refer to the job positions described in Attachment 5, “Concurrent Positions,” of Elections on pages 36-37 of this Meeting Handbook.

Resolution:

Extempore Motions
Adjournment

Attachment 1.

Ta Yih Industrial Co., Ltd.

Business Report

Business results for 2025:

(1)Business Result:

The all-year Net Operating Revenue of the Company in 2025 was NT$3,629,959 thousand, decreased by NT$66,261 thousand compared to that of 2024 at NT$3,696,220 thousand; in addition, the Pre-tax Income in 2025 was NT$83,192 thousand, increased by NT$292 thousand compared to that of 2024 at NT$82,900 thousand.

Comparison table of revenue and net profit after tax for the years 2025 and 2024:

Unit: NT$ Thousands

Year	2025	2024	Increase/Decrease by		Increase/Decrease by %
Net Operating Revenue	3,629,959	3,696,220	(-)	66,261	(-)	1.79
Operating Income	106,911	42,603	(+)	64,308	(+)	150.95
Pre-tax Income	83,192	82,900	(+)	292	(+)	0.35
Net Income	66,409	87,428	(-)	21,019	(-)	24.04
EPS (NT$/Share)	0.87	1.15	(-)	0.28	(-)	24.35

(2) Budget implementation: no financial forecast was released for 2025.

(3) Analysis of financial revenue and expenditure and profitability :

(3-1)Financial structure

Debt to assets ratio : 37.66%

Long-term capital accounted for real estate, plant and equipment ratio : 224.86%

(3-2)Profitability

Return on Assets : 2.31%

Return on Equity : 3.56%

Net Profit Margin : 1.83%

Earnings per share : NT$0.87

(4) Status of research and development

(4-1)Research and development expenses for the past 2 years

In 2024, the expenses amounted to NT$159,896 thousand, which accounted for 4.33% of the net operating income.

In 2025, the expenses amounted to NT$145,671 thousand, which accounted for 4.01% of the net operating income.

(4-2)Projects in development stage :

As both vehicle and motorcycle industries advance toward greater intelligence, personalization, and visual distinction, automotive lighting systems are no longer confined to basic illumination. Instead, they have evolved into a core element of vehicle design, playing a critical role in shaping brand identity.

The R&D roadmap for Fiscal Year 2025 focused on bi-functional modular optical technologies, technological aesthetic designs, and brand-oriented lighting applications. By implementing modular generation upgrades and optimizing optical structures, the Company aimed to enhance product functionality and performance while strengthening market competitiveness.

This year's R&D initiatives encompassed multi-lens headlamps, slim and ultra-thin bi-functional modules, concealed and semi-coated illuminated marking technologies, with a strong emphasis on styling and technological aesthetics. These developments not only address automakers' demands for differentiated design and functional integration but also anticipate future regulatory trends and support diverse applications. The overall R&D strategy emphasized modularization, generational upgrades, and high value-added design, establishing a solid technological foundation for subsequent product launches and mass production.

(A) Multi-Lens Bi-Functional Headlight Modules

This project focuses on developing bi-functional headlight modules for four-wheeled vehicles, featuring a multi-lens design. Dual LED switching mechanisms enable variable illumination patterns tailored to different driving conditions. By integrating optical modules with electronic control systems, the solution enhances

lighting flexibility and driving safety, making it well-suited for premium vehicle models and advanced intelligent lighting applications.

(B) Concealed Illuminated Marking Lamp

Centered on the concept of "invisible lighting," this project employs optical structures and material design to allow the light to blend seamlessly into the vehicle exterior when not activated, while providing clear and uniform illumination when turned on. The technology can be applied to front, rear, or brand-identification areas, enhancing overall styling quality and aligning with automakers' trends toward simplified exterior design.

This R&D program focuses on the optical expression of technological aesthetics. By leveraging specialized optical structures, surface treatments, and innovative illumination designs, the lighting systems deliver a futuristic appearance with strong visual recognition. These systems can be adapted to various vehicle designs and serve as key components of brand identity, enhancing market differentiation.

(D) Slim Bi-Functional Module Gen. 2

This project represents a generational upgrade of the bi-functional module, featuring optical and structural optimizations focused on a slim profile. While maintaining lighting performance, the Gen. 2 module further reduces height and width, enhancing design flexibility for vehicle lamps and supporting streamlined front-end styling and next-generation vehicle designs.

(E) Semi-Coated Emblem Lamps

This project utilizes semi-coating technology in emblem lamps, enabling the emblem to display a metallic or dark appearance when inactive, while delivering uniform, soft illumination when activated. The technology balances premium exterior aesthetics with nighttime visibility, supporting brand-focused and modular vehicle design requirements.

(F) Miniaturized dual convex lens BIPES (Bi-Projection Enhanced System) Gen. 3

Building on the existing bi-functional module technology platform, this project advances toward higher efficiency, greater integration, and broader application flexibility. The Gen. 3 module improves optical efficiency and module commonality, reducing overall system costs and enhancing adaptability across various vehicle models, positioning it as one of the Company's key next-generation platform modules.

(G) Ultra-Thin Bi-Functional Headlight Module Platform

This project focuses on an ultra-narrow design to meet automakers' demand for thin-profile, sharply styled headlamps. By reconfiguring optical layouts and structural design, the module maintains bi-functional lighting performance within a constrained space, enhancing overall headlamp design flexibility and product competitiveness.

Business Plan Overview for 2026:

(1) Management Guidelines

(1-1) To fulfill customer needs, expand revenue, and enhance corporate profitability.

(1-2) To stay abreast of technological trends, cultivate talent, and strengthen design and development capabilities.

(1-3) To establish a lean and automated manufacturing environment with visualized and real-time management systems, thereby enhancing overall manufacturing competitiveness.

(1-4) To improve defect control and incoming material quality management processes, and to reinforce employees' quality awareness.

(1-5) Perfecting talent incubation, and cultivating successor echelons.

(1-6) Adhering to regulatory requirements, rigorously enforce security and disaster prevention measures, actively promote energy conservation and carbon reduction, and fulfill social responsibilities.

(2) Expected Sales Volume and Its Basis:

(2-1) Expected Sales Volume: Domestic automobile sales are estimated at approximately 430,000–440,000 units.

(2-2) Basis: projected based on plans of automotive makers.

(3) Key Production and Sales Policies

(3-1) Ensure domestic four-wheeler orders while actively expanding the two-wheeler and export markets.

(3-2) Monitor raw material costs, logistics expenses, and exchange rate fluctuations, and adjust inventory in a timely manner.

(3-3) Promote the integration and optimization of processes and equipment utilization to build a manufacturing environment capable of flexible adjustments in response to production load fluctuations, while establishing a zero-waste production management system.

(3-4) Continue energy-saving, waste-reduction, and pollution-prevention initiatives, and ensure that no environmentally harmful restricted substances are used during design and manufacturing processes.

Future Development Strategies of the Company :

(1) By staying ahead of trends and specifications in vehicle lighting, the Company engages in early-stage technology development to proactively create customer demand.

(2) By adopting emerging information technologies and implementing digital tools such as IoT, Industry 4.0 systems, AI, and ERP, the Company is driving digital transformation to enhance operational efficiency and strengthen information security.

(3) Implement resource management mechanisms and promote sustainable resource use, embedding green and environmental concepts into product planning and manufacturing, while actively pursuing energy and carbon reduction and fulfilling social responsibilities.

Affected by External Competitive, Regulatory and Overall Business Environment :

In 2025, the Company was impacted by global political and economic uncertainties. In the domestic market, consumer demand remained subdued during the first half of the year. Market conditions gradually improved in the second half, supported by increased government incentives through additional vehicle commodity tax reductions on passenger cars, leading to a recovery in automobile sales. The total annual market volume reached approximately 414,000 units.

Nevertheless, Taiwan's automotive industry continues to face structural transformation, intensifying competition for talent, and labor shortages. These risks and challenges have posed adverse impacts on the operations of automotive parts manufacturers.

In the export market, the North American automotive sector was affected by tariff policies under the Trump administration, supply chain disruptions, and reductions in electric vehicle subsidies. Automakers shifted toward the production of hybrid vehicles to sustain new vehicle sales growth. However, rising vehicle prices resulting from tariff measures continued to create headwinds for overall vehicle sales performance.

Looking ahead to 2026, uncertainties in the global economy and geopolitical landscape are expected to sustain elevated supply chain risks, presenting ongoing challenges for the automotive industry. In the domestic market, supported by stabilizing economic conditions and the continuation of vehicle commodity tax reduction policies, total annual sales are projected to reach approximately 430,000 to 440,000 units.

With respect to exports, the Company will continue to expand its customer base in the North American market and actively conduct technical presentations for both domestic and international clients. The Company will endeavor to secure additional orders for automotive lighting systems and tooling projects for new vehicle models, with the objective of sustaining revenue growth. Furthermore, the Company has taken various cost rationalization improvements to improve production efficiency and reduce production costs.

In the near future, the Company will implement an austere corporate governance, promote sustainable development, fulfill corporate social responsibility and invest in research and development consistently. In addition, with the corporate philosophy of sincerity and sustainable development, the Company, supported by all shareholders and all-out effort by our employees in solidarity, guarantees its stable growth and will create reasonable gains and values for shareholders, employees and the society. We sincerely expect the support, encouragement and feedbacks from all the shareholders, with adherence to the original intention.

We wish all our shareholders, ladies and gentlemen, good health and all the best in everything!

Ta Yih Industrial Co., Ltd.
Chairman: Wu Chun-I
Manager: Jyh Chin-Juang
Accounting Manager: Cheng Ching-Hsiang

Attachment 2.

Ta Yih Industrial Co., Ltd.

Audit Committee Review Report

The financial statements of 2025 (including the consolidated financial statements) prepared by the Board of Directors have been audited and certified by CPAs Yeh Fang-Ting and Tien Chung-Yu of PwC Taiwan, which along with the Business Report and the proposals for earnings distribution have been reviewed by the Audit Committee, which has found no discrepancies. In accordance with Article 14-4 of Securities and Exchange Act and Article 219 of the Company Act, I hereby submit this report.

Ta Yih Industrial Co., Ltd. 2026 Annual Shareholders' Meeting

Ta Yih Industrial Co., Ltd.
Chairman of the Audit Committee: Chang Jui -Hui
March 13, 2026

Attachment 3.

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of Ta Yih Industrial Co., Ltd.

Opinion

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

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, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and 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 Group’s 2025 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Group’s 2025 consolidated financial statements are stated as follows:

Key audit matter: Cut-off of sales revenue from hub warehouse

Description

Please refer to Notes 4(22) and 6(12) to the consolidated financial statements for the accounting policy and the details of sales revenue relating to this key audit matter, respectively. The sales revenue generated from the hub warehouse was $1,445,254 thousand for the year ended December 31, 2025, which accounted for 40% of the total operating revenue.

The Group mainly manufactures and sells automobile and locomotive lamps. The Group also sells its products to overseas markets and recognizes revenue when customers pick up the goods from the hub warehouse, upon which the risks and rewards are transferred. The sales model of overseas markets depends on the delivery of goods from hub warehouse. The Group recognizes sales revenue based on movements of inventories contained in the statements or other information provided by the hub custodians. As there are numerous sales revenue transactions from hubs and the transaction amounts prior to and after the balance sheet date are significant to the financial statements. Thus, we considered the cut-off of hub sales revenue as the key audit matter of our 2025 annual audit.

How our audit addressed the matter

Our key audit procedures performed in respect of the above key audit matter included the following:

We validated the effectiveness of the management’s controls in respect of the cut-off of sales revenue from hub warehouse.
We performed cut-off tests of hub sales revenue for a specific period prior to and after the balance sheet date, including verifying records of picking goods from hubs and confirming records of inventory movements are recorded in appropriate period.
We conducted a physical count of inventory quantities held at hubs and agreed to accounting records.

Other matter – Parent company only financial statements

We have audited and expressed an unqualified opinion on the parent company only financial statements of Ta Yih Industrial Co., Ltd. as of and for the years ended December 31, 2025 and 2024.

Responsibilities of management and those charged with governance for the consolidated financial statements

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

In preparing the consolidated financial statements, management is 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.

Auditors’ responsibilities for the audit of the consolidated financial statements

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

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

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.

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.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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.
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.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group 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 consolidated financial statements of the current period 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.

Yeh, Fang-Ting

Independent Accountants

Lin, Hsiu-Shan

PricewaterhouseCoopers, Taiwan

Republic of China

March 13, 2026

The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors' report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

TAYIH INDUSTRIAL CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)

	Assets	Notes	December 31, 2025		December 31, 2024
			AMOUNT	%	AMOUNT	%
Current assets
1100	Cash and cash equivalents	6(1)	$ 185,633	6	$ 292,687	10
1150	Notes receivable, net	6(2) and 12	6	-	10	-
1170	Accounts receivable, net	6(2) and 12	682,637	23	607,672	22
1180	Accounts receivable - related parties, net	6(2), 7 and 12	664	-	9,429	-
1200	Other receivables		85,893	3	22,728	1
1220	Current income tax assets	6(19)	11,222	1	-	-
130X	Inventories	5(2), 6(3)(4)	932,248	31	819,437	29
1410	Prepayments		98,213	3	53,571	2
1479	Other current assets, others		30,445	1	6,205	-
11XX	Total current assets		2,026,961	68	1,811,739	64
Non-current assets
1600	Property, plant and equipment	6(4)	852,770	28	893,814	32
1755	Right-of-use assets	6(5) and 7	22,760	1	28,751	1
1780	Intangible assets		932	-	1,531	-
1840	Deferred income tax assets	6(19)	22,854	1	41,636	2
1915	Prepayments for equipment	6(21)	35,999	1	30,894	1
1920	Guarantee deposits paid		28,690	1	8,835	-
1990	Other non-current assets, others		1,429	-	7,034	-
15XX	Total non-current assets		965,434	32	1,012,495	36
1XXX	Total assets		$ 2,992,395	100	$ 2,824,234	100

(Continued)

TAYIH INDUSTRIAL CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity	Notes	December 31, 2025		December 31, 2024
		AMOUNT	%	AMOUNT	%
Current liabilities
2100	Short-term borrowings	6(6)	$ -	-	$ 50,000	2
2130	Contract liabilities - current	6(12) and 7	143,783	5	74,578	3
2150	Notes payable		297	-	38,796	1
2170	Accounts payable		566,857	19	387,802	14
2180	Accounts payable - related parties	7	26,037	1	26,838	1
2200	Other payables	6(7)	183,252	6	178,436	6
2220	Other payables - related parties	7	32,738	1	28,134	1
2230	Current income tax liabilities	6(19)	10,523	-	10,523	-
2280	Lease liabilities - current	7	15,173	1	12,299	1
2399	Other current liabilities, others		45,025	1	25,303	1
21XX	Total current liabilities		1,023,685	34	832,709	30
Non-current liabilities
2570	Deferred income tax liabilities	6(19)	77,250	3	77,561	3
2580	Lease liabilities - non-current	7	7,985	-	16,854	-
2640	Net defined benefit liabilities - non-current	6(8)	15,960	1	26,421	1
2670	Other non-current liabilities, others		2,174	-	2,410	-
25XX	Total non-current liabilities		103,369	4	123,246	4
2XXX	Total liabilities		1,127,054	38	955,955	34
Equity attributable to the owners of parent
Share capital
3110	Common stock	6(9)	762,300	26	762,300	27
3200	Capital surplus	6(10)	61,412	2	61,278	2
Retained earnings
3310	Legal reserve		699,326	23	688,058	24
3320	Special reserve		68,264	2	68,264	3
3350	Unappropriated retained earnings		274,039	9	287,886	10
3400	Other equity interest		-	-	493	-
31XX	Equity attributable to the owners of the parent		1,865,341	62	1,868,279	66
3XXX	Total equity		1,865,341	62	1,868,279	66
Significant contingent liabilities and unrecognized contract commitments
3X2X	Total liabilities and equity		$ 2,992,395	100	$ 2,824,234	100

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

TAYIH INDUSTRIAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)

	Items	Notes	Year ended December 31
			2025		2024
			AMOUNT	%	AMOUNT	%
4000	Operating revenue	6(12) and 7	$ 3,629,959	100	$ 3,696,220	100
5000	Operating costs	6(3)(8)(17)(18) and 7	( 3,039,113)	( 84)	( 3,183,322)	( 86)
5900	Operating margin		590,846	16	512,898	14
5920	Realized gain on sales		-	-	730	-
5950	Net operating margin		590,846	16	513,628	14
	Operating expenses	6(8)(17)(18), 7 and 12
6100	Selling expenses		( 198,505)	( 5)	( 163,228)	( 5)
6200	General and administrative expenses		( 138,801)	( 4)	( 151,346)	( 4)
6300	Research and development expenses		( 145,671)	( 4)	( 159,896)	( 4)
6450	Expected credit impairment (loss)
	gain		( 958)	-	3,445	-
6000	Total operating expenses		( 483,935)	( 13)	( 471,025)	( 13)
6900	Operating profit		106,911	3	42,603	1
	Non-operating income and expenses
7100	Interest income	6(13)	3,217	-	5,356	-
7010	Other income	6(14)	6,102	-	18,901	-
7020	Other gains and losses	6(5)(15), 7 and 12	( 31,941)	( 1)	20,995	1
7050	Finance costs	6(5)(16) and 7	( 1,097)	-	( 4,225)	-
7060	Share of loss of associates and joint ventures accounted for using equity method		-	-	( 730)	-
7000	Total non-operating income and expenses		( 23,719)	( 1)	40,297	1
7900	Profit before income tax		83,192	2	82,900	2
7950	Income tax (expense) benefit	6(19)	( 16,783)	-	4,528	-
8200	Net profit for the year		$ 66,409	2	$ 87,428	2
	Other comprehensive income (loss)
	Components of other comprehensive income (loss) that will not be reclassified to profit or loss
8311	Actuarial gains on defined benefit plans	6(8)	$ 9,053	-	$ 31,564	1
8349	Income tax related to components of other comprehensive loss that will not be reclassified to profit or loss	6(19)	( 1,811)	-	( 6,313)	-
	Components of other comprehensive income (loss) that will be reclassified to profit or loss
8361	Financial statements translation differences of foreign operations		( 616)	-	39,567	1
8399	Income tax related to components of other comprehensive income (loss) that will be reclassified to profit or loss	6(19)	123	-	( 3,944)	-
8300	Other comprehensive income for the year		$ 6,749	-	$ 60,874	2
8500	Total comprehensive income for the year		$ 73,158	2	$ 148,302	4
	Profit attributable to:
8610	Owners of the parent		$ 66,409	2	$ 87,428	2
8710	Comprehensive income attributable to:
	Owners of the parent		$ 73,158	2	$ 148,302	4
	Earnings per share (in dollars)	6(20)
9750	Basic		$	0.87	$	1.15
9850	Diluted		$	0.87	$	1.15

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

TA YIH INDUSTRIAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

	Equity attributable to owners of the parent
		Capital Reserves				Retained Earnings			Financial statements translation differences of foreign operations	Total
		Share capital - common stock	Share premium	Gain on disposal of assets	Donated assets	Legal reserve	Special reserve	Unappropriated retained earnings
For the year ended December 31, 2024
Balance at January 1, 2024		$ 762,300	$ 56,330	$ 4,142	$ 673	$ 684,741	$ 68,264	$ 231,885	($ 35,130)	$ 1,773,205
Net income		-	-	-	-	-	-	87,428	-	87,428
Other comprehensive income		-	-	-	-	-	-	25,251	35,623	60,874
Total comprehensive income		-	-	-	-	-	-	112,679	35,623	148,302
Distribution of 2023 net income:
Legal reserve		-	-	-	-	3,317	-	( 3,317 )	-	-
Cash dividends	6(11)	-	-	-	-	-	-	( 53,361 )	-	( 53,361 )
Unclaimed cash dividends overdue transferred to capital surplus		-	-	-	133	-	-	-	-	133
Balance at December 31, 2024		$ 762,300	$ 56,330	$ 4,142	$ 806	$ 688,058	$ 68,264	$ 287,886	$ 493	$ 1,868,279
For the year ended December 31, 2025
Balance at January 1, 2025		$ 762,300	$ 56,330	$ 4,142	$ 806	$ 688,058	$ 68,264	$ 287,886	$ 493	$ 1,868,279
Net income		-	-	-	-	-	-	66,409	-	66,409
Other comprehensive income (loss)		-	-	-	-	-	-	7,242	( 493 )	6,749
Total comprehensive income (loss)		-	-	-	-	-	-	73,651	( 493 )	73,158
Distribution of 2024 net income:
Legal reserve		-	-	-	-	11,268	-	( 11,268 )	-	-
Cash dividends	6(11)	-	-	-	-	-	-	( 76,230 )	-	( 76,230 )
Unclaimed cash dividends overdue transferred to capital surplus		-	-	-	134	-	-	-	-	134
Balance at December 31, 2025		$ 762,300	$ 56,330	$ 4,142	$ 940	$ 699,326	$ 68,264	$ 274,039	$ -	$ 1,865,341

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

TA YIH INDUSTRIAL CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)

	Notes	Year ended December 31
		2025	2024
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax		$ 83,192	$ 82,900
Adjustments
Adjustments to reconcile profit (loss)
Expected credit impairment loss (gain)	12	958	( 3,445 )
Provision for inventory market price decline	6(3)	9,554	26,612
Loss on disposal of investments accounted for using equity method	6(15) and 7	-	12,099
Depreciation	6(4)(5)(17)	119,958	129,428
Loss on disposal of property, plant and equipment	6(15)	-	3,536
Loss from lease modification	6(5)(15)	16	424
Amortization	6(17)	1,748	3,890
Interest income	6(13)	( 3,217 )	( 5,356 )
Finance costs	6(16)	1,097	4,225
Net loss (gain) on foreign currency exchange		1,659	( 8,936 )
Changes in operating assets and liabilities
Changes in operating assets
Notes receivable		4	9,087
Accounts receivable		( 76,734 )	87,597
Accounts receivable - related parties		8,588	87,509
Other receivables		( 63,165 )	7,668
Inventories		( 164,202 )	216,419
Prepayments		( 44,642 )	( 24,896 )
Other current assets, others		( 24,240 )	21,986
Changes in operating liabilities
Contract liabilities - current		69,205	49,331
Notes payable		( 38,499 )	( 53,845 )
Accounts payable		178,570	( 295,953 )
Accounts payable - related parties		( 987 )	( 26,629 )
Other payables		5,015	( 5,761 )
Other payables - related parties		4,604	( 18,419 )
Other current liabilities, others		19,722	( 22,218 )
Net defined benefit liabilities - non-current		( 1,408 )	( 909 )
Other non-current liabilities, others		( 236 )	11
Cash inflow generated from operations		86,560	276,355
Interest received		3,217	5,356
Interest paid		( 1,296 )	( 4,132 )
Income tax paid		( 11,222 )	( 67,867 )
Net cash flows from operating activities		77,259	209,712

(Continued)

TA YIH INDUSTRIAL CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)

	Notes	Year ended December 31
		2025	2024
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal of investments accounted for using equity method	7	$ -	$ 26,952
Cash paid for acquisition of property, plant and equipment	6(21)	( 28,068 )	( 107,586 )
Proceeds from disposal of property, plant and equipment		-	6,476
Acquisition of intangible assets		( 1,149 )	( 386 )
Increase in guarantee deposits paid		( 19,855 )	( 1,041 )
Decrease (increase) in other non-current assets, others		5,605	( 7,034 )
Net cash flows used in investing activities		( 43,467 )	( 82,619 )
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term borrowings	6(22)	( 50,000 )	( 160,000 )
Payments of lease liabilities	6(22)	( 14,134 )	( 12,043 )
Payment of cash dividends	6(11)	( 76,230 )	( 53,361 )
Unclaimed cash dividends overdue transferred to capital surplus		134	133
Net cash flows used in financing activities		( 140,230 )	( 225,271 )
Effect of foreign exchange rate changes on cash and cash equivalents		( 616 )	516
Net decrease in cash and cash equivalents		( 107,054 )	( 97,662 )
Cash and cash equivalents at beginning of year	6(1)	292,687	390,349
Cash and cash equivalents at end of year	6(1)	$ 185,633	$ 292,687

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

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of Ta Yih Industrial Co., Ltd.

Opinion

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

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, 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 Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

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

Key audit matters for the Company’s 2025 parent company only financial statements are stated as follows:

Key audit matter: Cut-off of sales revenue from hub warehouse

Description

Please refer to Notes 4(22) and 6(13) to the parent company only financial statements for the accounting policy and the details of sales revenue relating to this key audit matter, respectively. The sales revenue generated from the hub warehouse was $1,445,254 thousand for the year ended December 31, 2025, which accounted for 40% of the total operating revenue.

The Company mainly manufactures and sells automobile and locomotive lamps. The Company also sells its products to overseas markets and recognizes revenue when customers pick up the goods from the hub warehouse, upon which the risks and rewards are transferred. The sales model of overseas markets depends on the delivery of goods from hub warehouse. The Company recognizes sales revenue based on movements of inventories contained in the statements or other information provided by the hub custodians. As there are numerous sales revenue transactions from hubs and the transaction amounts prior to and after the balance sheet date are significant to the financial statements, we considered the cut-off of hub sales revenue as the key audit matter of our 2025 annual audit.

How our audit addressed the matter

Our key audit procedures performed in respect of the above key audit matter included the following:

We validated the effectiveness of the management’s controls in respect of the cut-off of sales revenue from hub warehouse.
We performed cut-off tests of hub sales revenue for a specific period prior to and after the balance sheet date, including verifying records of picking goods from hubs and confirming records of inventory movements are recorded in the appropriate period.
We conducted a physical count of inventory quantities held at hubs and agreed to accounting records.

Responsibilities of management and those charged with governance for the parent company only financial statements

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

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

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

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

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

Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period 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.

Yeh, Fang-Ting

Independent Accountants

Lin, Hsiu-Shan

PricewaterhouseCoopers, Taiwan

Republic of China

March 13, 2026

The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

(AYIH INDUSTRIAL CO., LTD.
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)

Assets	Notes	December 31, 2025		December 31, 2024
		AMOUNT	%	AMOUNT	%
Current assets
1100	Cash and cash equivalents	6(1)	$ 185,633	6	$ 284,528	10
1150	Notes receivable, net	6(2) and 12	6	-	10	-
1170	Accounts receivable, net	6(2) and 12	682,637	23	607,672	22
1180	Accounts receivable - related parties, net	6(2), 7 and 12	664	-	9,429	-
1200	Other receivables		85,893	3	22,728	1
1220	Current income tax assets	6(20)	11,222	1	-	-
130X	Inventories	5(2), 6(3)(5)	932,248	31	819,437	29
1410	Prepayments		98,213	3	53,571	2
1479	Other current assets, others		30,445	1	6,205	-
11XX	Total current assets		2,026,961	68	1,803,580	64
Non-current assets
1550	Investments accounted for using equity method	6(4) and 7	-	-	8,159	-
1600	Property, plant and equipment	6(5)	852,770	28	893,814	32
1755	Right-of-use assets	6(6) and 7	22,760	1	28,751	1
1780	Intangible assets		932	-	1,531	-
1840	Deferred income tax assets	6(20)	22,854	1	41,636	2
1915	Prepayments for equipment	6(22)	35,999	1	30,894	1
1920	Guarantee deposits paid		28,690	1	8,835	-
1990	Other non-current assets, others		1,429	-	7,034	-
15XX	Total non-current assets		965,434	32	1,020,654	36
1XXX	Total assets		$ 2,992,395	100	$ 2,824,234	100

(Continued)

TAYIH INDUSTRIAL CO., LTD.
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity	Notes	December 31, 2025		December 31, 2024
		AMOUNT	%	AMOUNT	%
Current liabilities
2100	Short-term borrowings	6(7)	$ -	-	$ 50,000	2
2130	Contract liabilities - current	6(13) and 7	143,783	5	74,578	3
2150	Notes payable		297	-	38,796	1
2170	Accounts payable		566,857	19	387,802	14
2180	Accounts payable - related parties	7	26,037	1	26,838	1
2200	Other payables	6(8)	183,252	6	178,436	6
2220	Other payables - related parties	7	32,738	1	28,134	1
2230	Current income tax liabilities	6(20)	10,523	-	10,523	-
2280	Lease liabilities - current	7	15,173	1	12,299	1
2399	Other current liabilities, others		45,025	1	25,303	1
21XX	Total current liabilities		1,023,685	34	832,709	30
Non-current liabilities
2570	Deferred income tax liabilities	6(20)	77,250	3	77,561	3
2580	Lease liabilities - non-current	7	7,985	-	16,854	-
2640	Net defined benefit liabilities - non-current	6(9)	15,960	1	26,421	1
2670	Other non-current liabilities, others		2,174	-	2,410	-
25XX	Total non-current liabilities		103,369	4	123,246	4
2XXX	Total liabilities		1,127,054	38	955,955	34
Equity
Share capital
3110	Common stock	6(10)	762,300	26	762,300	27
3200	Capital surplus	6(11)	61,412	2	61,278	2
Retained earnings		6(12)
3310	Legal reserve		699,326	23	688,058	24
3320	Special reserve		68,264	2	68,264	3
3350	Unappropriated retained earnings		274,039	9	287,886	10
3400	Other equity interest		-	-	493	-
3XXX	Total equity		1,865,341	62	1,868,279	66
Significant contingent liabilities and unrecognized contract commitments		9
3X2X	Total liabilities and equity		$ 2,992,395	100	$ 2,824,234	100

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

TAYIH INDUSTRIAL CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)

	Items	Notes	Year ended December 31
			2025		2024
			AMOUNT	%	AMOUNT	%
4000	Operating revenue	6(13) and 7	$ 3,629,959	100	$ 3,696,220	100
5000	Operating costs	6(3)(9)(18)(19) and 7	( 3,039,113)	( 84)	( 3,183,322)	( 86)
5900	Operating margin		590,846	16	512,898	14
5920	Realized gain on sales	6(4)	-	-	730	-
5950	Net operating margin		590,846	16	513,628	14
	Operating expenses	6(9)(18)(19), 7 and 12
6100	Selling expenses		( 198,505)	( 5)	( 163,228)	( 5)
6200	General and administrative expenses		( 138,801)	( 4)	( 151,265)	( 4)
6300	Research and development expenses		( 145,671)	( 4)	( 159,896)	( 4)
6450	Expected credit impairment (loss)
	gain		( 958)	-	3,445	-
6000	Total operating expenses		( 483,935)	( 13)	( 470,944)	( 13)
6900	Operating profit		106,911	3	42,684	1
	Non-operating income and expenses
7100	Interest income	6(14)	3,211	-	5,250	-
7010	Other income	6(15)	6,102	-	18,901	-
7020	Other gains and losses	6(4)(6)(16), 7 and 12	( 31,941)	( 1)	20,995	1
7050	Finance costs	6(6)(17) and 7	( 1,097)	-	( 4,225)	-
7070	Share of loss of subsidiaries, associates and joint ventures accounted for using equity method	6(4)
			6	-	( 705)	-
7000	Total non-operating income and expenses		( 23,719)	( 1)	40,216	1
7900	Profit before income tax		83,192	2	82,900	2
7950	Income tax (expense) benefit	6(20)	( 16,783)	-	4,528	-
8200	Net profit for the year		$ 66,409	2	$ 87,428	2
	Other comprehensive income (loss)
	Components of other comprehensive income (loss) that will not be reclassified to profit or loss
8311	Actuarial gains on defined benefit plans	6(9)	$ 9,053	-	$ 31,564	1
8349	Income tax related to components of other comprehensive (loss) income that will not be reclassified to profit or loss	6(20)	( 1,811)	-	( 6,313)	-
	Components of other comprehensive income (loss) that will be reclassified to profit or loss
8361	Financial statements translation differences of foreign operations	6(4)	( 616)	-	39,567	1
8399	Income tax related to components of other comprehensive income (loss) that will be reclassified to profit or loss	6(20)	123	-	( 3,944)	-
8300	Other comprehensive income for the year		$ 6,749	-	$ 60,874	2
8500	Total comprehensive income for the year		$ 73,158	2	$ 148,302	4
	Earnings per share (in dollars)	6(21)
9750	Basic		$ 0.87		$ 1.15
9850	Diluted		$ 0.87		$ 1.15

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

TA YIH INDUSTRIAL CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

	Notes	Share capital - common stock	Capital surplus			Retained earnings			Other equity interest	Total
			Share premium	Gain on disposal of assets	Donated assets	Legal reserve	Special reserve	Unappropriated retained earnings	Financial statements translation differences of foreign operations
For the year ended December 31, 2024
Balance at January 1, 2024		$ 762,300	$ 56,330	$ 4,142	$ 673	$ 684,741	$ 68,264	$ 231,885	($ 35,130)	$ 1,773,205
Net income		-	-	-	-	-	-	87,428	-	87,428
Other comprehensive income		-	-	-	-	-	-	25,251	35,623	60,874
Total comprehensive income		-	-	-	-	-	-	112,679	35,623	148,302
Distribution of 2023 net income:
Legal reserve		-	-	-	-	3,317	-	( 3,317 )	-	-
Cash dividends	6(12)	-	-	-	-	-	-	( 53,361 )	-	( 53,361 )
Unclaimed cash dividends overdue transferred to capital surplus		-	-	-	133	-	-	-	-	133
Balance at December 31, 2024		$ 762,300	$ 56,330	$ 4,142	$ 806	$ 688,058	$ 68,264	$ 287,886	$ 493	$ 1,868,279
For the year ended December 31, 2025
Balance at January 1, 2025		$ 762,300	$ 56,330	$ 4,142	$ 806	$ 688,058	$ 68,264	$ 287,886	$ 493	$ 1,868,279
Net income		-	-	-	-	-	-	66,409	-	66,409
Other comprehensive income (loss)		-	-	-	-	-	-	7,242	( 493 )	6,749
Total comprehensive income (loss)		-	-	-	-	-	-	73,651	( 493 )	73,158
Distribution of 2024 net income:
Legal reserve		-	-	-	-	11,268	-	( 11,268 )	-	-
Cash dividends	6(12)	-	-	-	-	-	-	( 76,230 )	-	( 76,230 )
Unclaimed cash dividends overdue transferred to capital surplus		-	-	-	134	-	-	-	-	134
Balance at December 31, 2025		$ 762,300	$ 56,330	$ 4,142	$ 940	$ 699,326	$ 68,264	$ 274,039	$ -	$ 1,865,341

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

TA YIH INDUSTRIAL CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

	Notes	Year ended December 31
		2025	2024
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax		$ 83,192	$ 82,900
Adjustments
Adjustments to reconcile profit (loss)
Expected credit impairment loss (gain)	12	958	( 3,445 )
Provision for inventory market price decline	6(3)	9,554	26,612
Share of profit of subsidiaries, associates and joint ventures accounted for using equity method (including (realized) unrealized gain on sales)	6(4)	( 6 )	( 25 )
(Gain) loss on disposal of investments accounted for using equity method	6(4)(16)	( 602 )	12,099
Depreciation	6(5)(6)(18)	119,958	129,428
Loss on disposal of property, plant and equipment	6(16)	-	3,536
Loss from lease modification	6(6)(16)	16	424
Amortization	6(18)	1,748	3,890
Interest income	6(14)	( 3,211 )	( 5,250 )
Finance costs	6(17)	1,097	4,225
Net loss (gain) on foreign currency exchange		1,659	( 8,936 )
Changes in operating assets and liabilities
Changes in operating assets
Notes receivable		4	9,087
Accounts receivable		( 76,734 )	87,597
Accounts receivable - related parties		8,588	87,509
Other receivables		( 63,165 )	4,553
Other receivables - related parties		-	3,115
Inventories		( 164,202 )	216,419
Prepayments		( 44,642 )	( 24,896 )
Other current assets, others		( 24,240 )	21,986
Changes in operating liabilities
Contract liabilities - current		69,205	49,331
Notes payable		( 38,499 )	( 53,845 )
Accounts payable		178,570	( 295,953 )
Accounts payable - related parties		( 987 )	( 26,629 )
Other payables		5,015	( 5,761 )
Other payables - related parties		4,604	( 18,419 )
Other current liabilities, others		19,722	( 22,218 )
Net defined benefit liabilities - non-current		( 1,408 )	( 909 )
Other non-current liabilities, others		( 236 )	11
Cash inflow generated from operations		85,958	276,436
Interest received		3,211	5,250
Interest paid		( 1,296 )	( 4,132 )
Income tax paid		( 11,222 )	( 67,867 )
Net cash flows from operating activities		76,651	209,687

(Continued)

TA YIH INDUSTRIAL CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

	Notes	Year ended December 31
		2025	2024
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal and liquidation of investments	6(4)
accounted for using equity method		$ 8,151	$ 26,952
Cash paid for acquisition of property, plant and equipment	6(22)	( 28,068 )	( 107,586 )
Proceeds from disposal of property, plant and equipment		-	6,476
Acquisition of intangible assets		( 1,149 )	( 386 )
Increase in guarantee deposits paid		( 19,855 )	( 1,041 )
Decrease (increase) in other non-current assets, others		5,605	( 7,034 )
Net cash flows used in investing activities		( 35,316 )	( 82,619 )
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term borrowings	6(23)	( 50,000 )	( 160,000 )
Payments of lease liabilities	6(23)	( 14,134 )	( 12,043 )
Payment of cash dividends	6(12)	( 76,230 )	( 53,361 )
Unclaimed cash dividends overdue transferred to capital surplus		134	133
Net cash flows used in financing activities		( 140,230 )	( 225,271 )
Net decrease in cash and cash equivalents		( 98,895 )	( 98,203 )
Cash and cash equivalents at beginning of year	6(1)	284,528	382,731
Cash and cash equivalents at end of year	6(1)	$ 185,633	$ 284,528

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

Attachment 4.

Ta Yih Industrial Co., Ltd.
Statement of Earning Distribution
for the Year 2025

Unit: NT$

Item	Amount
Undistributed earnings at the beginning of the year	200,389,566
Net profit of 2025	66,408,360
Less: Impact of IFRS Application (Effect of pension actuarial impact for the current year).	7,242,347
Distributable earnings for the current year	73,650,707
Less: 10% legal reserve	(7,365,071)
Distributable earnings for the year	266,675,202
Distributions:
Dividends to shareholders (Cash) (NT$0.75/share)	(57,172,500)
Undistributed earnings at the end of the year	209,502,702

Note : The 2025 surplus will be allocated as a priority this time.

Chairman : Wu Chun-I
Manager : Jyh Chin-Juang
Accounting Manager : Cheng Ching-Hsiang

Attachment 5.

TA YIH INDUSTRIAL CO., LTD.

2026 Directors (Including Independent Directors) Candidate List

Basis: 1. Election is executed in accordance with Article 192-1 of the Company Act.

Directors (including independent directors) of the present term have been nominated by the board of directors on March 13, 2026, and have been listed in the directors election candidate list of the general shareholders' meeting scheduled for June 11, 2026. Relevant information is as follows:

Title	Name	Education & Experience	Present Position	Con-current Job Posts	Shareholding (Unit:Share)	Has The Candidate Served As An Independent Director For Three Consecutive Terms or More
Director	Da Wei Investment Enterprise Co., Ltd. Representative: Wu Chun-I	Chairman of the Company Pei-men Senior Agricultural and Industrial Vocational School	Chairman of the Company	Chairman of Tayih Kenmos Auto Parts Co., Ltd. Director of TYC Brother Industrial Co., Ltd. Director. DirectorT of Mai Huang Enterprise Co., Ltd.	20,817,622	N/A
Director	Da Wei Investment Enterprise Co., Ltd. Representative: Kreng Bor-Wen	EMBA Professor of Department of Industrial and Information Management ,NCKU PhD in Industrial Engineering from Purdue University, USA	Legal representative of the company Chairman of Faber Innovation INC.	Chairman of Taiwan Fasteners Integrated Service CO., LTD. Chairman of Jingfong Industry Co., Ltd. Independent Director of Tayih Kenmos Auto Parts Co., Ltd. Director of Macauto Industrial Co., Ltd.. Director of Jingfong Investment Co., Ltd. Director of Jingfong Investment Co., Ltd..	20,817,622	N/A
Director	Da Wei Investment Enterprise Co., Ltd. Representative: Wu Jhen-Yi	General Manager of Tayih Landis Hotel Russell Institute of Technology, Australia	Legal representative of the company Chairman of Tayih International Hotel Co., Ltd.	None	20,817,622	N/A
Director	Koito Manufacturing Co., Ltd. Representative: Iwanabe Megumi	Vice chairman of the Company Faculty of Engineering, Osaka Electro- Communication University, Japan	Vice chairman of the Company	None	24,774,750	N/A

Title	Name	Education & Experience	Present Position	Con-current Job Posts	Shareholding (Unit:Share)	Has The Candidate Served As An Independent Director For Three Consecutive Terms or More
Director	Koito Manufacturing Co., Ltd.Representative: Yamamoto Kakuya	Deputy Director of International Headquarters of Koito Manufacturing Co., LtdDoshisha University, Japan Department of Business	Legal representative of the company	Deputy Director of International Headquarters of Koito Manufacturing Co., Ltd Managing Corporate Officer of Koito Manufacturing Co., Ltd	24,774,750	N/A
Director	Koito Manufacturing Co., Ltd.Representative: Konagaya Hideharu	Executive Vice President of Koito Manufacturing Co., Ltd.Faculty of Science and Engineering, Waseda University, Japan	Legal representative of the company	Executive Vice President of Koito Manufacturing Co., Ltd.	24,774,750	N/A
Independent Director	Chang Jui-Hui	Deputy Director of Finance and Accounting Department of Mitsui & Co.(Taiwan),Ltd.Graduate School of Commerce,Waseda University	IndependentDirector of the company	Chairman of Qifu Industrial Co.,LtdDirector of Chenwang Industrial Co., Ltd.	0	NO
Independent Director	Lo Bin-Hsien	Branch Director and Chief Secretary of the National Taxation Bureau of the Southern Area, Ministry of FinancePhD,School of Finance and Economics National Kaohsiung University of Science Technology	Assistant Professor,Department of Accounting and Information National Kaohsiung University of Science TechnologyIndependentDirector of the company	Independent director of Aeon Motor Co.,Ltd.Independent director of Laienparts Technology Co.,Ltd.	0	NO
Independent Director	Hsien Sung-Wen	Adjunct Lecturer, Department of Accounting and Information Science, Southern Taiwan University of Science and TechnologyMaster of The Department of Account and Information Technology, National Chung Cheng University	Director of Jie Xiang Accounting FirmIndependentDirector of the company	None	0	NO

Appendix 1.

Ta Yih Industrial Co., Ltd.
Corporate Charter

Chapter 1 General

Article 1: The Company is organized in accordance with the provisions regarding stock limited companies under the Company Act and is named “Ta Yih Industrial Co, Ltd.”

Article 2: The Company operates the following businesses:
1. Manufacturing, sale, import and export trading business of vehicles, motorcycles, and hardware parts.
2. Manufacturing, processing, and sales business of airplane parts and vessel parts.
3. Manufacturing, processing, and sales business of transportation machinery and parts.
4. Manufacturing, sales, process, import and export business of lighting machinery, modules, and relevant equipment.
5. Rail vehicles and parts manufacturing business.
6. Rail vehicles and parts wholesale business.
7. Industrial plastics product manufacturing business.
8. Optic instruments manufacturing business.
9. Precision instruments wholesale business.

Article 2-1: The Company may provide guarantees for and invest in other companies as required for its business. The amount of investment may exceed 40% of its paid-in capital.

Article 3: The Company has its headquarters in Tainan City.

Article 4: The Company makes public announcements in accordance with Article 28 of the Company Act.

Chapter 2 Shares

Article 5: The Company's total capital is Eight Hundred million, divided into Eighty Million NT Dollars shares with a par value of NT$10 each. Any unissued shares may be issued in stages as required by the business, subject to authorization by the Board of Directors.

Within the total capital as mentioned above, an amount up to NT$37.7 million may be allocated for issuing employee stock warrants, totaling 37.7 million shares with a par value of NT$10 each, which can be issued in stages.

Article 6: All of the Company’s shares are registered shares, to be affixed with the signatures or seals of the directors representing the Company and issued after certification by in accordance with the law. The shares may also be issued without share certificates.

Article 6-1: There is no obligation to print share certificates for the Company’s shares. However, the Company shall designate a securities custodian organization for registration.

Article 7: Shareholders shall provide their true names and addresses to the Company. Sample seal cards shall be completed and provided to the Company for safekeeping. The loss of any sample seal shall be handled in accordance with the Regulations Governing the Administration of Shareholder Services of Public Companies.

Article 8: Upon any share transfer, the transferor and the transferee shall complete a share transfer form and submit it together with the share certificate to the Company to seek transfer registration. The transfer may only be used against the Company after it has been registered in the shareholder register.

Article 9: If any share certificate is lost or damaged, it shall be declared lost and re-issued in accordance with the Regulations Governing the Administration of Shareholder Services of Public Companies.

Article 10: The Company may collect an administrative charge upon re-issuance or

replacement of new share certificates.

Article 11: Share transfer registration shall be suspended for the period of 60 days before any general shareholders' meeting, 30 days before any special meeting, or 5 days before the record date for the distribution of dividends, bonuses, or other benefits determined by the Company.

Chapter 3 Shareholders' Meetings

Article 12: Shareholders' meetings are divided into general meetings and special meetings. General meetings are held once every year within 6 months from the end of each accounting year. Notice shall be given to each shareholder 30 days in advance. Special meetings are held as required in accordance with the law. Notice shall be given to each shareholder 15 days in advance. Electronic voting is implemented as one of the means for shareholders of the Company to exercise voting rights, with related procedures conducted according to regulations stipulated by the competent authority. Shareholders' meetings of the Company may be convened using video conferencing or other methods announced by the central competent authority.

Article 13: Shareholders who cannot attend a shareholders' meeting due to any reasons may issue a proxy issued by the Company, specifying the scope of authorization for the appointed representative to attend. The use of such proxy shall be in compliance with the regulations prescribed by laws and the competent authority.

Article 14: The chairman shall chair shareholders' meetings. If the chairman is absent, the vice chairman shall chair the meeting. If the vice chairman is absent, the chairman shall designate one director to act on his behalf. If there is no such designation, one director shall be appointed from among themselves.

Article 15: Each share of the Company carries one voting right per shareholder. However, this is subject to the provisions of the Company Act and other relevant laws and regulations, which may exclude certain shareholders from this entitlement.

Article 16: Unless otherwise provided by the Company Act, shareholder resolutions shall be approved by shareholders representing the majority of voting rights represented in a meeting that is attended by shareholders representing the majority of all outstanding shares.

Article 17: Matters resolved in shareholders' meetings shall be recorded in minutes, which shall be affixed with the signature or seal of the chairman and distributed to each shareholder within 20 days after the meeting. The minutes may be distributed through public announcements. The minutes shall record the year, month, date, location of the meeting, the chairman's name, manner of resolution, main proceedings and the results, and shall be kept permanently during the period of existence of the Company. Signature sheets for attending shareholders and proxies shall be kept for at least one year, provided that if any shareholder files a lawsuit in accordance with Article 189 of the Company Act, these documents shall be kept until the end of the lawsuit.

Chapter 4 Board of Directors and the Audit Committee

Article 18: The Company has 9 directors, to be elected by the shareholders' meeting from among persons with legal capacities. Their terms shall be 3 years and the same person may be re-elected upon expiry of the term. Among the directors under the previous paragraph, there shall be at least 3 independent directors. Directors shall be elected through the candidate nomination system in accordance with Article 192-1 of the Company Act. Non-independent directors shall be elected together with the independent directors. The persons who have received the votes representing the highest number of voting rights shall be elected as non-independent directors and independent directors, respectively, in accordance with the respective number of seats available.

The professional qualifications, nomination and election manners and other matters of compliance for independent directors shall be governed by the applicable laws such as the Company Act and the Securities Exchange Act. The aggregate shareholding of registered shares held by all directors in the Company shall not fall below the percentage specified by the competent authority in accordance with legal regulations.

During their term of office, the Company shall purchase liability insurance for all directors to cover the compensation liability they are legally responsible for within the scope of their duties.

The Company has an audit committee in accordance with Article 14-4 of the Securities and Exchange Commission, which is composed of all independent directors. The exercise of powers and related matters of the audit committee and its members shall be conducted in accordance with laws and regulations of the competent authority.

Article 19: If the current term of a director has expired but a re-election has not been held in time, the duties of the director shall be extended until the time when the re-elected director starts their term.

Article 20: The directors constitute the board of directors. One person shall be elected from among themselves to serve as the chairman and another person as the vice chairman. The chairman acts as the Company’s representative.

Article 21: When there is more than 1/3 vacancy in board seats, the board of directors shall convene a shareholders meeting to fill the seats in accordance with the law and the term shall be until the end of the original term.

Article 21-1: To convene a board meeting, the agenda shall be specified and a notice shall be given to each director 7 days in advance. However, a meeting may be held at any time in case of an emergency. The meeting notice and the agenda under the previous paragraph may be sent in writing, by email, or by fax.

Article 22: Board meetings are held once every quarter. If deemed necessary by the chairman or by a majority of directors who submit in writing the proposed agenda and reasons, they may request the chairman to convene a meeting. The chairman shall convene and preside over the meeting. In the event that the chairman is on leave or unable to perform the duties, the vice chairman shall act as the chairman. If the vice chairman is on leave or unable to perform the duties, the chairman shall designate another director to act as chairman. If no designation is made, the directors shall mutually select one person to act as chairman.

Article 23: Unless otherwise provided under the Company Act or by the Company, board meeting shall be approved by a majority of the directors present in a meeting that is attended by a majority of the directors.

Any director who cannot attend a meeting in person due to any reason may designate another director to act on his/her behalf. Any director participating in a meeting through video conference shall be deemed to have participated in person. When a director designates another director as his/her representative to attend a board meeting, a proxy shall be issued each time, specifying the scope of authorization in relation to the agenda.

The proxy holder under the previous two paragraphs shall not represent more than one other person.

Article 24: Matters resolved in board meetings shall be recorded in minutes, which shall be affixed with the signature or seal of the chairman and distributed to each director within 20 days after the meeting. The minutes shall record the main proceedings of the meeting and the results. The minutes shall be kept in the Company together with the signature sheets of the attending directors and the proxies.

Article 25: delete.

Article 26: The remuneration for all directors is authorized to be determined by the board of directors based on their level of involvement and contribution to the Company's operations, considering industry norms.

Chapter 5 Managers

Article 27: The Company may appoint several managers, and their appointment, dismissal, and remuneration shall be managed in accordance with Article 29 of the Company Act.

Article 28: delete.

Article 29: delete.

Chapter 6 Closing

Article 30: At the end of each accounting year, the board of directors is required to compile the following register, which will be presented to the shareholders' meeting for recognition according to legal procedures:

Business report.
Financial statements.
Profit sharing or loss compensation proposal.

Article 30-1: The Company’s annual net profit before deducting employee and director remuneration shall be distributed as follows:

(1) Up to 2% shall be allocated for director remuneration.
(2) Not less than 1% shall be allocated for employee remuneration. Of the aforementioned amount, no less than 1% shall be allocated as compensation for frontline employees.

However, if there are accumulated losses, the amount of loses compensation shall be reserved distribution according to the aforementioned two proportions.

Employee remuneration may be provided in the form of either stocks or cash. The recipients may include employees of controlled or subordinate companies that meet certain conditions, with the conditions and distribution method determined by the Board of Directors, while director remuneration is strictly disbursed in cash.

The employee and director remuneration distribution proposal shall be reported to the general shareholders’ meeting.

Article 31: In consideration of the future funding needs and long-term financial planning for the Company, if there is profit after annual closing, after paying taxes and compensating accumulated losses, then 10% of the balance amount shall be provided as legal reserve. However, when the statutory retained earnings reserve has reached the amount of the issued share capital, no additional provision is necessary. Also, a special reserve shall be provided for the amount of decrease in the shareholders’ equity in the current year. The balance, if any, shall be combined with the accumulated non-distributed profit from the last year for the profit distribution proposal to be made by the board of directors, which shall be submitted to the general shareholders’ meeting for resolution before distribution. Among the above, the shareholder dividend shall not be less than 50% of the distributable profit of the current year and the cash dividend shall not be less than 50% of the total shareholder dividend.

The Company grants authority to the board of directors, with the presence of two-thirds or more of the directors and the agreement of a majority of those present, to distribute all or part of dividends, capital surplus, or statutory retained earnings reserves in cash, and to report such actions to the shareholders' meeting. This provision exempts the requirement for approval by the shareholders' meeting as mentioned in the preceding paragraph.

Chapter 7 Miscellaneous

Article 32: The organizational charter and bylaws of the Company shall be further established.

Article 33: Any matter that is not fully stipulated in these Articles of Association shall be governed by the Company Act and other laws.

Article 34: These Articles of Association were established on 14 December 1975.

The first amendment was made on 19 February 1976.

The second amendment was made on 15 December 1977.

The third amendment was made on 12 May 1979.

The fourth amendment was made on 15 August 1980.
The fifth amendment was made on 25 July 1981.
The sixth amendment was made on 20 July 1982.
The seventh amendment was made on 5 August 1983.
The eighth amendment was made on 29 August 1983.
The ninth amendment was made on 3 December 1983.
The tenth amendment was made on 21 November 1985.
The eleventh amendment was made on 21 April 1986.
The twelfth amendment was made on 15 June 1988.
The thirteenth amendment was made on 10 August 1988.
The fourteenth amendment was made on 24 May 1990.
The fifteenth amendment was made on 10 December 1990.
The sixteenth amendment was made on 15 May 1991.
The seventeenth amendment was made on 8 April 1992.
The eighteenth amendment was made on 13 September 1993.
The nineteenth amendment was made on 24 September 1993.
The twentieth amendment was made on 11 November 1993.
The twenty-first amendment was made on 13 May 1994.
The twenty-second amendment was made on 29 May 1995.
The twenty-third amendment was made on 6 March 1996.
The twenty-fourth amendment was made on 4 June 1998.
The twenty-fifth amendment was made on 15 June 1999.
The twenty-sixth amendment was made on 20 June 2000.
The twenty-seventh amendment was made on 7 June 2001.
The twenty-eighth amendment was made on 28 June 2002.
The twenty-ninth amendment was made on 13 June 2007.
The thirtieth amendment was made on 14 June 2010.
The thirty-first amendment was made on 18 June 2012.
The thirty-second amendment was made on 13 June 2016.
The thirty-third amendment was made on 12 June 2020.
The thirty-fourth amendment was made on 11 June 2024.
The thirty-fifth amendment was made on 10 June 2025.

Appendix 2.

Ta Yih Industrial Co., Ltd.
Rules for Shareholders’ Meetings

Article 1: Shareholders’ meetings of the Company shall be governed by these Rules.

Article 2: The Company shall put in place a signature sheet for signatures by the attending shareholders (or proxy holders). Alternatively, attending shareholders (or proxy holders) may submit their attendance cards in lieu of signatures. The number of shares present shall be calculated based on the signature sheet or the signature cards submitted.

Article 3: Presence and voting in the shareholders’ meetings shall be calculated based on shares.

Article 4: Shareholders’ meetings of the Company shall be held in the county or city where the headquarters is located or a location that is convenient for holding a shareholders’ meeting. The meeting shall start no earlier than 9 a.m. and no later than 3 p.m.

Article 5: The chairman of the board of directors shall chair shareholders meetings. If the chairman is on leave or cannot perform his/her duties due to any reason, the vice chairman shall chair the meeting. If the vice chairman is also on leave or if he/she cannot exercise his/her duties due to any reason, the chairman shall designate one director to chair the meeting. If no one is designated by the chairman, the directors shall elect one person from among themselves.

Article 6: The Company may assign designated attorneys, accountants, or relevant persons to participate in shareholders’ meetings.

Article 7: The staff of the shareholders’ meetings shall wear badges or arm bands.

The Company shall make full audio or video recordings of the shareholders’ meetings and shall keep such recordings for at least one year.

The chairman shall announce the start of the shareholders’ meeting upon attendance by shareholders (or proxy holders) representing the majority of all outstanding shares. If the quorum is not met at the meeting time, the chairman may announce an adjournment. There shall be no more than 2 adjournment and the total period of adjournment shall not exceed 1 hour. If the quorum is still not met after two adjournments and if the number of shareholders (or proxy holders) representing 1/3 or more of the total outstanding shares are present, a provisional resolution may be passed by shareholders representing the majority of voting rights. After the provisional resolution is passed, if the number of shares represented by the attending shareholders (or proxy holders) meets the statutory quorum, the chairman may submit the provisional resolution to the meeting for ratification in accordance with Article 175 of the Company Act.

The board of directors shall determine the agenda of the shareholders’ meetings. Meetings shall proceed in accordance with the scheduled agenda and no change shall be made without a resolution.

Before the agenda scheduled under the previous paragraph (including motions) is completed, the chairman shall not dismiss the meeting unless there is a resolution.

Upon dismissal of the meeting by resolution, no shareholder shall further elect a chairman to continue the meeting either in the same place or in a different place.

Article 10: delete.

Before an attending shareholder (or proxy holder) speaks, he/she must first complete a speaking note specifying the main points of the speech, the shareholder account number (or attendance card number), and account name. The order of speech shall be determined by the chairman.

If an attending shareholder (or proxy holder) only submits a speaking note but

does not speak, he/she shall be deemed to have not spoken. If the speech is inconsistent with the speaking note, the confirmed speech shall prevail.

When an attending shareholder speaks, the other shareholders shall not speak to interfere unless with the consent of the chairman and the speaking shareholder.

Any violation shall be stopped by the chairman.

Article 12: Each shareholder (or proxy holder) shall speak no more than twice about the same proposal without the chairman’s approval. Each speech shall not exceed 5 minutes.

The chairman shall stop the shareholder’s speech when it violates the previous paragraph or goes beyond the scope of the proposal.

Article 13: When a corporation attends a shareholders’ meeting through a representative, only one person shall be designated to attend the meeting.

If a corporate shareholder designates 2 or more representatives to attend the meeting, only one person shall be allowed to speak.

Article 14: After an attending shareholder speaks, the chairman may provide an answer or designate a relevant person to provide an answer.

Article 15: When the chairman deems that there has been sufficient discussion to put a proposal to a vote, he/she may announce the closing of discussion and submit the proposal to a vote.

Article 16: When voting takes place on a proposal, the vote supervisors and vote counters shall be designated by the chairman, provided that the vote supervisors shall be shareholders. The voting results shall be reported on site and recorded.

Article 17: During the meeting, the chairman may announce a break.

Article 18: Other than a special resolution provided by the Company Act, proposals shall be approved by the majority of voting rights among attending shareholders. If the chairman makes an inquiry at the time of voting and there is no objection, it shall be deemed approved and shall have the same effect as voting. Other than trust enterprises and shareholder service organizations approved by the securities competent authority, when a person holds a proxy issued by two or more shareholders, the voting rights on behalf of others shall not exceed 3% of the voting rights of all outstanding shares. In case of excess, the voting rights in excess shall be excluded from the calculation.

When a shareholder has an interest in relation to a matter in the meeting, which may result in jeopardy to the Company’s interest, such shareholder shall be excluded from the voting and shall not exercise their voting rights on behalf of any other shareholder.

Article 19: When a proposal has an amendment or an alternative, the chairman shall determine the order of voting. If one proposal has been approved, the other proposals shall be deemed denied and there is no need for further voting.

Article 20: The chairman may direct disciplinary staff (or security staff) to help maintain order in the meeting place. In maintaining the order on site, the disciplinary staff (or security staff) shall wear arm bands showing “disciplinary staff”.

Article 21: Any matter that is not stipulated in these Rules shall be governed by the Company Act, the Securities Exchange Act, the Articles of Association of the Company and other applicable laws.

Article 22: These Rules, including any amendment, shall be implemented after approval by the shareholders’ meeting.

Appendix 3.

Ta Yih Industrial Co., Ltd.
Regulations for Election of Directors

Article 1: These Regulations are established in accordance with the Company Act and the articles of association of the Company. All elections of directors of the Company shall be governed by these Regulations.

Article 2: Directors of the Company shall be elected in shareholders' meetings.

The qualifications for the independent directors of this Corporation shall comply with Articles 2, 3, and 4 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.

The election of independent directors of this Corporation shall comply with Articles 5, 6, 7, 8, and 9 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and shall be conducted in accordance with Article 24 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.

Article 3: The cumulative voting method shall be used for election of the directors at this Corporation. Each share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates.

Article 4: The board of directors shall prepare separate ballots for directors in numbers corresponding to the directors to be elected. The number of voting rights associated with each ballot shall be specified on the ballots, which shall then be distributed to the attending shareholders at the shareholders meeting. Attendance card numbers printed on the ballots may be used instead of recording the names of voting shareholders.

Article 5: Elections of directors at this Corporation shall be conducted in accordance with the candidate nomination system and procedures set out in Article 192-1 of the Company Act. Subject to the number of seats provided in the articles of association of the Company, with voting rights separately calculated for independent and non-independent director positions. Those receiving ballots representing the highest numbers of voting rights will be elected sequentially according to their respective numbers of votes. When two or more persons receive the same number of votes, thus exceeding the specified number of positions, they shall draw lots to determine the winner, with the chair drawing lots on behalf of any person not in attendance.

Article 6: When the number of directors falls below five due to the dismissal of a director for any reason, this Corporation shall hold a by-election to fill the vacancy at its next shareholders meeting. When the number of directors falls short by one third of the total number prescribed in this Corporation’s articles of incorporation, this Corporation shall call a special shareholders meeting within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

When the number of independent directors falls below that required under the proviso of Article 14-2, paragraph 1 of the Securities and Exchange Act, a by-election shall be held at the next shareholders meeting to fill the vacancy. When the independent directors are dismissed en masse, a special shareholders meeting shall be called within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

Article 7: Before the election begins, the chair shall appoint a number of persons with shareholder status to perform the respective duties of vote monitoring and counting personnel.

Article 8: The ballot boxes shall be prepared by the board of directors and publicly checked by the vote monitoring personnel before voting commences.

Article 9: Delete.

Article 10: Any ballot with any of the below events shall be invalid:

(1) The ballot was not prepared by a person with the right to convene.
(2) A blank ballot is placed in the ballot box.
(3) The writing is unclear and indecipherable or has been altered.
(4) The candidate whose name is entered in the ballot does not conform to the director candidate list.

(5) Other words or marks are entered in addition to the number of voting rights allotted.

Article 11: Deleted.

Article 12: The voting rights shall be calculated on site immediately after the end of the poll, and the results of the calculation, including the list of persons elected as directors and the numbers of votes with which they were elected, shall be announced by the chair on the site.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

Article 13: Election notices shall be distributed to the elected directors by the board of directors of the Company.

Article 14: These Procedures, and any amendments hereto, shall be implemented after approval by a shareholders meeting.

Appendix 4. Shareholdings of All Directors

Shareholdings of All Directors

Record Date: April 13, 2026

Title	Name	Number of Shares Held
		Number of Shares	Rate of Shareholding
Chairman	Ding Wan Investment and Industrial Co., Ltd.
Representative: Wu Chun-I	10,000	0.01%
Director	Ding Wan Investment and Industrial Co., Ltd.
Representative: Kreng Bor-Wen
Vice Chairman	Koito Manufacturing Co., Ltd.
Representative: Iwanabe Megumi	24,774,750	32.50%
Director	Koito Manufacturing Co., Ltd.
Representative: Konagaya Hideharu
Director	Koito Manufacturing Co., Ltd.
Representative: Yamamoto Kakuya
Director	Da Wei Investment Enterprise Co., Ltd.
Representative: Wu Jhen-Yi	20,817,622	27.31%
Independent Director	Chang Jui-Hui	0	0.00%
Independent Director	Lo Bin-Hsien	0	0.00%
Independent Director	Hsien Sung-Wen	0	0.00%
Minimum number of shares held by all directors according to the law		6,098,400	8.00% of total shares
Number of shares held by all directors		45,602,372	59.82% of total shares

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TA YIH — AGM Information 2026

51845_rns_2026-05-20_8878099b-109c-417a-aec4-54a72454557d.pdf

TA YIH INDUSTRIAL CO.,LTD

2026 Annual Shareholders’ Meeting Meeting Agenda

Contents

Meeting Agenda

Ta Yih Industrial Co., Ltd.

Business Report

Ta Yih Industrial Co., Ltd.

Audit Committee Review Report

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

Opinion

Basis for opinion

Key audit matters

Key audit matter: Cut-off of sales revenue from hub warehouse

Description

Auditors’ responsibilities for the audit of the consolidated financial statements

TAYIH INDUSTRIAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2025 AND 2024

TA YIH INDUSTRIAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2025 AND 2024

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

Opinion

Basis for opinion

Key audit matters

Key audit matter: Cut-off of sales revenue from hub warehouse

Description

How our audit addressed the matter

Responsibilities of management and those charged with governance for the parent company only financial statements

Auditors' responsibilities for the audit of the parent company only financial statements

TAYIH INDUSTRIAL CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2025 AND 2024

TA YIH INDUSTRIAL CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2025 AND 2024

TA YIH INDUSTRIAL CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

TA YIH INDUSTRIAL CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

TA YIH INDUSTRIAL CO., LTD.

2026 Directors (Including Independent Directors) Candidate List

Chapter 3 Shareholders' Meetings

Chapter 4 Board of Directors and the Audit Committee

Chapter 5 Managers

Chapter 6 Closing

Chapter 7 Miscellaneous

Shareholdings of All Directors

More from TA YIH

TA YIH AGM Information 2026