Stock Code: 2321

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TECOM

TECOM CO., LTD.

GENERAL SHAREHOLDERS MEETING 2026

MAY 26TH, 2026

AGENDA

Time: 9 a.m. on Tuesday (Weekday), May 26th, 2026

Location: No 23, R&D 2nd Rd., Hsinchu Science Park, Hsinchu Taiwan R.O.C. (Company conference room)

This English version is only a translation of the Chinese version. If there is any inconsistency or discrepancy between the Chinese and English versions, the Chinese version shall prevail for all intents and purposes.

Meeting Procedures --- 1
Meeting Agenda --- 2
(1) Reports --- 3
(2) Proposals --- 3
(3) Discussion Items --- 4
(4) Extemporary Motions --- 8
Attachments
(1) Business Report --- 9
(2) Audit Committee’s Report --- 11
(3) Independent Auditors’ Report and Financial Statements for 2025 --- 12
(4) Statement of Deficit Compensation for 2025 --- 32
(5) Business Improvement Plan --- 33
Appendices
(1) Articles of Incorporation --- 35
(2) Rules of Procedure for Shareholder’s Meetings --- 41
(3) Shareholding of Directors --- 44

Tecom Co., Ltd.

Procedure for the 2026 Annual Meeting of Shareholders

Time: 9 a.m. on Tuesday, May 26, 2026

Location: 23,R & D 2 ROAD, HSINCHU SCIENCE PARK, HSIN-CHU TAIWAN
R.O.C.(Company conference room)

Meeting Method: In-person Shareholders’ Meeting

Call the meeting to order
Chairperson Remarks
Management Presentations
(1) 2025 Business Report
(2) 2025 Audit Committee Report
(3) 2025 Report on Directors’ Remuneration and Employees’ Compensation
Proposals
Proposal 1: 2025 Business Report and Financial Statements
Proposal 2: Approval of the Deficit Compensation for the fiscal year 2025.
Discussion Items
Proposal 1: To approve the Company’s proposed capital reduction to offset accumulated losses.
Proposal 2: To approve the Company’s proposed private placement of common shares through a cash capital increase.
Questions and Motions
Adjournment

Management Presentations

Please review the business report for the 2025 fiscal year.
(Please refer to pages 9-10 of this manual.)
Please review the audit committee report for the 2025 fiscal year.
(Please refer to page 11 of this manual.)
Please review the report on Directors’ Remuneration and Employees’ Compensation for the 2025 fiscal year.

Explanation:
Due to operating losses incurred in 2025, the Company did not appropriate any directors’ remuneration or employees’ compensation. The total amount appropriated is NT$0.

Proposals

Proposal 1
Proposed by the board of directors
Subject: Approval of the 2025 annual business report and financial statements

Explanation:
1. The financial statements of the Company for the 2025 fiscal year (including the consolidated financial statements) have been audited by accountants Chiang, Cheng-Han and Liu, Qian-Yu of PricewaterhouseCoopers Taiwan, and along with the annual business report, have been submitted to the audit committee of the Company for review. An audit report has been issued.
2. Please refer to pages 9 to 10 and 12 to 31 of this manual for the annual business report, auditor's report, and various financial statements.

Resolution:

Proposal 2
Proposed by the board of directors
Subject: Approval of the Deficit Compensation for the fiscal year 2025.

Explanation:
1. The Deficit Compensation for the fiscal year 2025 has been reviewed and approved by the Board of Directors and the Audit Committee, and the audit report is on file.
2. The net loss after tax for the fiscal year 2025 was NT$12,250,606, and the accumulated deficit amount was NT$137,168,698.
3. Please refer to page 32 of this manual for the Deficit Compensation for the fiscal year 2025.

Resolution:

Discussion Items

Proposal 1

Proposed by the board of directors

To approve the Company’s proposed capital reduction to offset accumulated losses.

Explanation:

As of December 31, 2025, the Company had accumulated losses in the amount of NT$137,168,698 as recorded on its books. In order to improve the financial structure, it is proposed to carry out a capital reduction to offset such losses.
The Company’s paid-in capital is NT$302,719,290, with 30,271,929 issued shares (including 16,000,001 privately placed common shares). It is proposed to reduce capital by NT$137,168,690 through the cancellation of 13,716,869 issued shares, with a par value of NT$10 per share. The capital reduction ratio is 45.312174%. Based on the shareholding ratio recorded in the shareholders’ register on the capital reduction record date, approximately 453.12174 shares will be cancelled per 1,000 shares held, and approximately 546.87826 shares will be issued per 1,000 shares (exchange ratio: 54.687826%). Upon completion of the capital reduction, the paid-in capital will be NT$165,550,600, with 16,555,060 issued shares (including 8,750,053 privately placed common shares), at a par value of NT$10 per share.
Fractional shares resulting from the capital reduction will be handled as follows: Shareholders may apply to the Company’s stock affairs agent to consolidate fractional shares into whole shares during the five (5) days prior to the book closure date for the capital reduction share exchange up to the day immediately preceding the book closure date. Any remaining fractional shares that cannot be consolidated into whole shares shall be settled in cash based on the closing price of the Company’s shares on the last trading day prior to the capital reduction record date in the centralized securities exchange market. The amount shall be calculated to the nearest New Taiwan Dollar, with amounts below one dollar disregarded. The Chairperson is authorized to negotiate with designated persons to subscribe for such fractional shares at the aforesaid closing price. (Proceeds from fractional shares will be used to cover book-entry registration fees or credited against custody transfer fees.)
New shares to be issued in connection with this capital reduction for loss offset will be issued in scripless form, and shall carry the same rights and obligations as the originally issued shares. Upon approval by the shareholders’ meeting and the competent authority, the Chairperson is proposed to be authorized to determine the capital reduction record date, the share exchange plan, the share exchange record date, and all other matters related to the capital reduction.
In the event of any change in the Company’s share capital that affects the number of outstanding shares and results in an adjustment to the capital reduction ratio, or if any amendments are required due to changes in applicable laws and regulations, instructions from competent authorities, or objective environmental factors, it is proposed that the shareholders’ meeting authorize the Chairperson with full discretion to handle such matters.

The Securities and Futures Investors Protection Center issued a letter dated April 1, 2026, requesting that, in connection with the Company’s proposed capital reduction to offset losses at this shareholders’ meeting, the Company provide a report explaining the reasons for the capital reduction, the business improvement plan, and the control measures for implementation. For the Company’s business improvement plan, please refer to Appendix 5 on page 33.
Submitted for discussion.

Resolution:

Proposal 2

Proposed by the board of directors

To approve the Company’s proposed private placement of common shares through a cash capital increase.

Explanation:

To strengthen working capital, repay bank borrowings, and meet future funding needs for the Company’s development, it is proposed, in accordance with Article 43-6 of the Securities and Exchange Act, to request the shareholders’ meeting to authorize the Board of Directors to issue new common shares through a private placement by way of cash capital increase at an appropriate time.
The relevant information regarding the proposed private placement of common shares is as follows:

(1) Source of funds: Private placement to specific persons in accordance with Article 43-6 of the Securities and Exchange Act.

(2) Type of shares: Common shares.

(3) Number of shares: The total number of shares to be issued shall not exceed 7,500,000 common shares.

(4) Par value: NT$10 per share.

(5) Total amount of private placement: To be determined based on the actual issue price per share.

Matters to be disclosed in accordance with Article 43-6 of the Securities and Exchange Act regarding private placement of securities:

(1) Basis for price determination and its reasonableness:

The reference price shall be determined based on the higher of the following two calculation methods:

a. The simple average of the closing prices of the Company’s common shares for either the one (1), three (3), or five (5) business days prior to the pricing date, after adjustment for ex-rights (stock dividends), ex-dividend distributions, and adding back the share price after capital reduction adjustments.

b. The simple average of the closing prices of the Company's common shares for the thirty (30) business days prior to the pricing date, after adjustment for ex-rights (stock dividends), ex-dividend distributions, and adding back the share price after capital reduction adjustments.

The issue price of the privately placed common shares shall not be lower than 80% of the reference price and shall not be lower than the par value of NT$10 per share. The actual pricing date and issue price shall be determined by the Board of Directors, within the range approved by the shareholders' meeting, based on future market conditions and negotiations with specific subscribers.
The determination of the actual issue price for this private placement shall take into consideration the Company's current condition, future prospects, and the three-year transfer restriction on privately placed securities under the Securities and Exchange Act, and shall therefore be deemed reasonable.

(2) Method for selecting specific persons:

Selection criteria: The subscribers of the privately placed common shares shall be limited to specific persons who comply with Article 43-6 of the Securities and Exchange Act and relevant rulings, including the order dated September 12, 2023 (Ref. No. Jin-Guan-Zheng-Fa-1120383220) issued by the Financial Supervisory Commission. It is proposed that the shareholders' meeting authorize the Board of Directors to determine such subscribers. The Company will also negotiate with potential subscribers in advance, with the principle of avoiding any material change in control.
Where the subscribers are insiders or related parties, the Board of Directors shall fully deliberate on the list of subscribers, the method and purpose of selection, and the relationship between the subscribers and the Company, and the following information shall be disclosed in the notice of the shareholders' meeting:

Subscriber	Selection Method and Purpose	Relationship with the Company
TECO Electric & Machinery Co., Ltd.	Possesses substantial understanding of the Company's operations	Director of the Company
Wu Su-Chiu	Possesses substantial understanding of the Company's operations	Representative of institutional director
Liu Chao-Kai	Possesses substantial understanding of the Company's operations	Director of the Company
Lin Chia-Sheng	Possesses substantial understanding of the Company's operations	Representative of institutional director

Where a subscriber is a juristic person, the name of such institutional subscriber, the names of its top

ten shareholders and their respective shareholding percentages, as well as their relationship with the Company, are set forth below:

(Information as MOPS 2025/04/07)

Potential Institutional Subscriber	Top 10 Shareholders of the Institutional Subscriber	Shareholding Percentage	Relationship with the Company
TECO Electric & Machinery Co., Ltd.	PJ Asset Management	17.45%	None
	Walsin Lihwa Corporation	10.81%	None
	Yuanta/P-shares Taiwan Dividend Plus ETF	5.45%	None
	Jaryuan Investment Co. Ltd	5.40%	None
	Yuanta Taiwan Value High Dividend ETF	2.85%	None
	Ho Yuan International Investment Co., Ltd	2.36%	None
	Creative Sensor Co., Ltd.	2.20%	None
	Tong Kuang Investment Co., Ltd.	1.50%	None
	Kuan Yuan Industrial Co., Ltd.	1.25%	None
	Yinge Int. Inv. Co., Ltd	1.05%	None

(3) Necessity of the private placement:

Reasons for not adopting a public offering:
In consideration of the conditions of the capital market, as well as the timeliness, convenience, and cost of capital raising, the Company intends to conduct the capital increase through a private placement of new shares.
Private placement amount:
The total number of shares to be issued shall not exceed 7,500,000 shares.
Use of proceeds and expected benefits:
Within one year from the date of resolution by the shareholders' meeting, the Company plans to carry out the private placement in no more than three tranches, depending on market conditions and negotiations with specific subscribers. The proceeds from each tranche will be used entirely to strengthen working capital, repay bank borrowings, and meet funding needs for future development. It is expected that such measures will enhance the Company's financial structure, improve competitiveness and operational efficiency, and have a positive impact on shareholders' equity.

(4) Rights and obligations of the privately placed shares:
The rights and obligations of the common shares issued through this private placement shall, in principle, be the same as those of the Company's existing issued common shares. However, pursuant to Article 43-8 of the Securities and Exchange Act, such privately placed securities

may not be freely transferred within three years from the date of delivery, except under circumstances permitted by applicable laws and regulations. Upon expiration of the three-year period from the date of delivery, it is proposed to authorize the Board of Directors to apply to the competent authority for public offering registration and listing in accordance with relevant laws and regulations.

(5) Authorization for implementation:

The Board of Directors is proposed to be authorized to execute the issuance of new shares under this private placement of cash capital increase in up to three tranches within one year from the date of the shareholders’ meeting resolution, depending on actual fundraising conditions. Furthermore, within one year from the date of the shareholders’ meeting resolution, regardless of whether the subscription proceeds are fully collected, it is proposed that the shareholders’ meeting authorize the Board of Directors to deem the proceeds fully collected and to complete the private placement of new shares.

(6) Authorization regarding key terms and execution:

Except for the pricing floor percentage of the private placement, the principal terms of this private placement plan—including the actual issue price, number of shares to be issued, issuance conditions, project items, total amount to be raised, expected schedule, anticipated benefits, and other related matters not yet specified—as well as any amendments required due to instructions from competent authorities, operational considerations, or changes in objective circumstances, are proposed to be authorized to the Board of Directors to handle in full discretion in accordance with the Company’s actual needs, market conditions, and applicable laws and regulations. The Chairperson, or a person designated thereby, is further authorized to represent the Company in executing and negotiating all agreements and documents related to this private placement plan.

(7) Submitted for discussion.

Extemporary Motions

Adjournment

【Appendix 1】

Business Report

In 2025, Taiwan's economy demonstrated steady growth, supported by strong global demand for artificial intelligence and a recovery in the technology sector. However, industries across the board also faced rising production costs due to surging prices of raw materials and energy. In addition, compliance requirements and the global push for energy conservation and carbon reduction within supply chains posed further challenges.

The Company's operations span three major sectors: SME business communications, smart building solutions, and intelligent electromechanical systems with a focus on energy saving and carbon reduction. Although the transition to mobile and digital solutions has led to a decline in call volume for traditional wired business PBX systems, SMEs continue to show steady annual demand for system upgrades. With the Company maintaining a market share of nearly $70\%$ , the market remains stable. In the smart building sector, the number of housing completions decreased in 2025 due to labor shortages, resulting in lower-than-expected revenue. However, the government's strong policy push toward building energy efficiency is expected to become a new growth driver in 2026.

In the area of energy-saving and intelligent electromechanical systems, significant progress was achieved due to government efforts to promote energy conservation and the manufacturing industry's push toward low-carbon and smart transformation. Notably, our carbon inventory, carbon management, and energy management services integrating Artificial Intelligence of Things (AIoT), system platform development, data collection and analysis were further enhanced by our consulting services in carbon and energy management. By the end of 2025, we successfully partnered with a government-affiliated foundation to secure projects related to carbon inventory and energy management, which are expected to contribute new revenue streams in 2026.

1. Results of Business Plan Implementation

In 2025, in addition to continuing organizational optimization and cost reduction efforts, the Company also developed a series of forward-looking and innovative solutions in AIoT, energy conservation and carbon reduction, and business communication applications, aiming to tap into high-margin market opportunities.

For the year, the standalone operating revenue amounted to NT$464.31 million, with a net loss after tax of NT$12.25 million.

On a consolidated basis, the total operating revenue reached NT$732.51 million, with a consolidated net loss after tax of NT$5.62 million.

2. 2025 Financial Revenue and Expenditure Analysis and Profitability Analysis

The 2025 and 2024 Financial Revenue and Expenditure Analysis and Profitability Analysis are as follows:

(Unit: NTD thousand dollars)

Items	2025	2024
Individual
Operating revenue	464,314	483,859
Operating profit (loss)	(25,669)	(15,506)
Net Income (Loss)	(12,251)	(14,694)
Total comprehensive income	(9,033)	(6,323)
Combined
Operating revenue	732,508	631,414
Operating profit (loss)	(6,190)	(22,434)
Net Income (Loss)	(5,619)	(16,848)
Total comprehensive income	(2,401)	(8,477)

Note : Please refer to the Company's financial reports and annual reports for comprehensive information on all financial matters.

3. Research Development Expenditure

The Company's R&D capabilities have not only been recognized by domestic and international customers, but we also place great emphasis on product layout. Our annual R&D expenses totaled NT$72.16 million. Our main R&D focuses on enterprise-level new-generation IP mobile switchboard systems, full-network smart home systems, cloud-based smart security video solutions, Industrial IoT smart electro-mechanical health management systems and cloud services, energy efficiency monitoring and management, corporate carbon management, and digital carbon inventory tools, etc. These are the key drivers of the Company's sales growth.

4. 2026 Business Objectives

Looking ahead to 2026, the growth trend in digital transformation and Industrial Internet of Things (IIoT) applications remains strong. The Company will continue to enhance its offerings in the existing domains of business communications and smart building solutions by providing value-added features to drive revenue growth. In parallel, the Company will further advance its strategic transformation toward energy conservation and carbon reduction.

5. 2026 Business Policy and Sales Policy

(1) Business Strategy

Smart Energy Management and Digital Transformation:
Promote dual transformation in digitalization and decarbonization by integrating digital management systems that combine software and hardware with the ESCO (Energy Service Company) model, enabling enterprises to reduce energy consumption and operational costs.
Integration of Smart Operation & Maintenance (Smart O&M) and Energy Management Systems:
Empower enterprises to achieve both low-carbon and intelligent transformation by reducing carbon emissions and electricity usage across factory operations, production lines, and buildings.
Ongoing Development of Smart Security and Communication Systems:
Continue to invest in and enhance smart home/building intercom and security systems, as well as smart office business communication solutions. Actively expand into both domestic and international markets

(2) Sales Policy

Continue to adjust the channel structure, introduce the integration of new products, import product quality and strengthen after sales service, establish a diversified internet service system, to improve profitability.
Develop thoroughly the smart electro-mechanical health management systems and cloud services, assist electromechanical equipment maintenance partners to utilize digital solutions to improve preventive maintenance abilities, ensure the operations of customers' factories and production equipment, reduce energy consumption and carbon emissions.
Centering on ESG solutions, we provide one-stop services to empower enterprises in achieving dual transformation in digitalization and decarbonization.

6. Impact of External Competitive Environment, Regulatory Environment, and Macro Business Environment

Amid the growing trends of smart manufacturing, smart operation & maintenance, and energy conservation and carbon reduction, the Company is actively investing in industry-specific IoT solutions tailored to different application scenarios. These solutions are expected to become key competitive advantages in driving a return to profitability in 2026.

As the external competitive landscape continues to evolve rapidly, the Company remains vigilant in monitoring major domestic and international strategic and regulatory developments. By proactively aligning with regulatory trends—such as those related to energy conservation and carbon reduction—we aim to transform compliance requirements into innovative market opportunities.

The Company's management team and all employees deeply understand the expectations of shareholders and the general public. Looking ahead, in fiscal year 2026, in addition to pursuing revenue growth, our primary goal is to ensure profitability and continue to reduce the combined debt of the Company and the group. In addition to revenue growth, the Company also aims to maintain its gross profit margins of its main businesses. We will continue to focus on stable risk control, actively optimize our business model and strategy to improve operational performance, while also providing greater profits and growth to our shareholders. We would like to express our gratitude to all shareholders for their support and encouragement over the past year.

Chairman: Wu, Su-Chiu

General Manager: Tien, Ying-Juei

Accounting Supervisor: Li, Mei-Ling

【Appendix 2】

Audit Committee Report

To the Shareholders of Tecom Co., Ltd.

The Board of Directors has presented the operating report, financial statements, and deficit offsetting proposal for the 2025 fiscal year. The financial statements have been audited by Cheng, Ya-Huei and Li, Tien-Yi of PricewaterhouseCoopers Taiwan, and their audit report has been issued.

The aforementioned operating report, financial statements, and deficit offsetting proposal have been audited by the Audit Committee and found to be in compliance. Therefore, in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report for your review at the 2026 Annual Shareholders' Meeting.

The Audit Committee, Chairman:

Lin, Chiang-liang

March 9, 2026

Independent Auditors' Report

(2026) No. Finance-Auditing-Reporting- 25003805

The Board of Directors and Shareholders

Tecom Co., LTD.

Opinion

We have audited the accompanying parent company only balance sheets of Tecom Co., LTD. as of December 31, 2025 and 2024, and the related parent company only statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2025 and 2024, and notes to the parent company only financial statements, including the summary of significant accounting policies (together referred to as “the parent company only financial statements”).

In our opinion, with reference to the Audits of Component Auditors of our audit report, the parent company only financial statements referred to above present fairly, in all material respects, the financial position of Tecom Co., LTD. as at December 31, 2025 and 2024, and its financial performance and its cash flows for the years ended December 31, 2025 and 2024, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits entrusted by the Company in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the "Auditors' Responsibilities for the Audit of the Parent Company Only Financial Statements" section of our report. We are independent of Tecom Co., LTD. in accordance with the Code of Professional Ethics for Certified Public Accountant of the Republic of China (the "Norm"), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of our auditors, 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 parent company only financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matter about the parent company only financial statements of the Company for the year ended December 31, 2025 is as follow:

Inventory Valuation

Description

Tecom Co., LTD. measures the inventories at the lower of cost and net realizable value. Please refer to Notes 5(2) for accounting assumptions and judgments, major sources of estimation uncertainty and information for inventory respectively. Please refer to Note 6(5) for the explanations about inventories. Inventory and allowance for inventory valuation loss are NT$100,714 thousand and NT$6,258 thousand, respectively as of December 31, 2025. Tecom Co., LTD. measures the inventories at the lower of cost and net realizable value. Due to the large inventory amount, Tecom Co. is at high risk of inventory impairment loss caused by the rapid changes in industry technology resulting in outdated products or lack of market sales value. Therefore, the valuation of inventories has been identified as a key audit matter.

How our audit addressed the matter

Our audit procedures performed for the above matter are as follows:

Assessed the rationality of policies on allowance for inventory valuation loss.
Selected specific part numbers and verified the net realizable value.
Checked the allowance for inventory valuation loss recognized.

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 requirements of 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 ability to continue as a going concern of Tecom Co., LTD. disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate Tecom Co., LTD. or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including audit committee, are responsible for overseeing the financial reporting process of Tecom Co., LTD.

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

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

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 internal control of Tecom Co., LTD.
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 ability to continue as a going-concern of Tecom Co., LTD. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s 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 auditor’s report. However, future events or conditions may cause Tecom Co., LTD. to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent company only

financial statements, including the accompanying notes, 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 Tecom Co., LTD. to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the Company 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 2025 parent company only financial statements and are therefore the key audit matters. We describe these matters in our auditor's 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.

Accountants: Chiang, Cheng-Han Liu, Chien-Yu

For and on behalf of PricewaterhouseCoopers, Taiwan

Securities : Financial-Supervisory-
Competent Securities-Auditing-
Authority 1130350413
Approved- Financial-Supervisory-
certified No. Securities-Auditing-
1090350620

March 9, 2026

Tecom Co., LTD.
SEPARATE BALANCE SHEETS
DECEMBER 31, 2025 and 2024
(EXRESSED 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)	$ 56,666	6	$ 116,293	10
1136	Financial assets at amortized cost - current	6(3) and 8
			3,399	-	23,512	2
1140	Contract assets - current	6(22)	-	-	1,199	-
1150	Notes receivables, net	6(4)	18,704	2	12,726	1
1160	Notes receivables from related parties, net	6(4) and 7
			2,076	-	581	-
1170	Accounts receivables, net	6(4)	61,638	6	81,612	7
1180	Accounts receivables from related parties, net	6(4) and 7
			8,855	1	16,628	2
1200	Other receivables	7	1,333	-	1,818	-
1220	Current income tax assets		-	-	-	-
130X	Inventories	6(5)	94,456	9	92,368	8
1410	Prepayments		12,260	1	13,998	1
1460	Non-current assets held for sale, net	6(6)	19,152	2	-	-
1470	Other current assets		344	-	655	-
11XX	Total current assets		278,883	27	361,390	31
NONCURRENT ASSETS
1517	Financial assets at fair value through other comprehensive income – non-current	6(2) and 8
			227,223	22	229,551	19
1550	Investments accounted for using equity method	6(7)
			202,702	19	206,361	18
1600	Property, plant and equipment	6(8) and 8	51,840	5	55,550	5
1755	Right-of-use assets	6(9) and 7	147,850	14	162,665	14
1760	Investment properties, net	6(10) and 8	21,283	2	22,296	2
1780	Intangible assets	6(11)	3,061	-	1,522	-
1840	Deferred income tax assets	6(30)	115,508	11	115,508	10
1900	Other noncurrent assets	8	1,814	-	12,411	1
15XX	Total noncurrent assets		771,281	73	805,864	69
1XXX	TOTAL ASSETS		$ 1,050,164	100	$ 1,167,254	100

(continued)

Tecom Co., LTD.
SEPARATE BALANCE SHEETS
DECEMBER 31, 2025 and 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Liabilities and Equity	Notes	December31,2025		December31,2024
		AMOUNT	%	AMOUNT	%
CURRENT LIABILITIES
2100	Short-term borrowings	6(12) and 8	$ 209,500	20	270,000	23
2130	Contract liabilities - current	6 (23)	9,189	1	12,109	1
2150	Notes payable		1,980	-	2,810	-
2170	Accounts payable	6 (13)	46,597	4	57,765	5
2180	Accounts payable from related parties	6 (13) and 7	3,520	-	3,601	-
2200	Other payables	6 (14) and 7	52,330	5	51,982	5
2250	Provisions for liabilities - current		2,796	-	5,302	-
2280	Lease liabilities - current	7	7,036	1	7,690	1
2320	Long-term liabilities - current portion	6 (16)(17) and 8	133,000	13	200,000	17
2399	Other current liabilities - others	6 (15)	9,285	1	8,185	1
21XX	Total current liabilities		475,233	45	619,444	53
Non-current liabilities
2530	Bonds payable	6 (16) and 7	-	-	133,000	11
2540	Long-term borrowings	6 (17) and 8	200,000	19	-	-
2550	Provisions for liabilities - non-current		1,158	-	1,444	-
2570	Deferred income tax liabilities	6 (30)	880	-	880	-
2580	Lease liabilities - non-current	7	155,183	15	168,195	15
2600	Other non-current liabilities	6 (7)(18)	25,048	3	44,995	4
25XX	Total noncurrent liabilities		382,269	37	348,514	30
2XXX	Total liabilities		857,502	82	967,958	83
Equity
	Share capital	6 (20)
3110	Ordinary shares		302,719	29	142,719	12
3120	Preferred shares		-	-	160,000	14
	Capital reserve	6 (21)
3200	Capital reserve		-	-	6,237	-
	Retained earnings	6 (22)
3350	Accumulated deficit		( 137,169)	( 13)	( 106,875)	( 9)
	Other equity
3400	Other equity		27,112	2	11,027	1
3500	Treasury stock	6 (20)	-	-	( 13,812)	( 1)
3XXX	Total Equity		192,662	18	199,296	17
	SIGNIFICANT CONTINGENT	9
	LIABILITIES AND UNRECOGNIZED
	CONTRACT COMMITMENTS
	SIGNIFICANT SUBSEQUENT EVENTS	10
3X2X	TOTAL LIABILITIES AND EQUITY		$ 1,050,164	100	1,167,254	100

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

Chairman: Wu, Su-Chiu
CEO: Tien, Ying-Juei
Accounting Manager: Li, Mei-Ling

Tecom Co., LTD.
DECEMBER 31, 2025 and 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT EARNINGS PER SHARE IN NEW TAIWAN DOLLARS)

	Item	Notes	2025		2024
			AMOUNT	%	AMOUNT	%
4000	Operating revenues	6(23) and 7	$ 464,314	100	$ 483,859	100
5000	Operating costs	6(5) and 7	( 292,425)	( 63)	( 313,036)	( 65)
5900	Gross profit		171,889	37	170,823	35
5910	Unrealized profit from sales		( 2,774)	-	( 6,325)	( 1)
5920	Realized profit from sales		6,325	1	6,286	1
5950	Gross profit, net		175,440	38	170,784	35
	Operating expenses	6(28)(29)
6100	Selling expenses		( 71,397)	( 16)	( 69,453)	( 14)
6200	Administrative expenses		( 52,690)	( 11)	( 47,874)	( 10)
6300	Research and development expenses		( 69,677)	( 15)	( 68,367)	( 14)
6450	Expected credit losses	12 (2)	( 7,345)	( 2)	( 596)	-
6000	Total operating expenses		( 201,109)	( 44)	( 186,290)	( 38)
6900	Operating loss		( 25,669)	( 6)	( 15,506)	( 3)
	Non-operating income and expense
7100	Interest income	6(24)	555	-	1,547	-
7010	Other income	6(25) and 7	22,414	5	20,870	4
7020	Other gains and losses	6(26)	( 11,497)	( 2)	314	-
7050	Financial costs	6(27) and 7	( 18,001)	( 4)	( 19,648)	( 4)
7070	Share of profit of subsidiaries, associates and joint ventures accounted for using the equity method	6(7)
			20,059	4	( 2,271)	-
7000	Total non-operating income and expenses		13,530	3	812	-
7900	Loss before income tax		( 12,139)	( 3)	( 14,694)	( 3)
7950	Income tax expense	6(30)	( 112)	-	-	-
8200	Net loss		( $ 12,251)	( 3)	( $ 14,694)	( 3)
	Other comprehensive income, net
	Not to be reclassified to profit or loss in subsequent periods
8311	Remeasurements of defined benefit plans	6(19)	$ 1,113	-	$ 4,568	1
8316	Unrealized valuation gains or losses from equity instruments investments measured at fair value through other comprehensive income	6(2)
			2,105	1	3,803	1
8300	Other comprehensive income, net		$ 3,218	1	$ 8,371	2
8500	Total comprehensive income		( $ 9,033)	( 2)	( $ 6,323)	( 1)
	Losses per share	6 (31)
9750	Basic earnings per share		( $ 0.76)	( $ 0.76)		1.09)
9850	Diluted earnings per share		( $ 0.76)	( $ 0.76)		1.09)

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

Chairman: Wu, Su-Chiu
CEO: Tien, Ying-Juei
Accounting Manager: Li, Mei-Ling

Tecom Co., LTD.
SEPARATE STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2025 and 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Share capital
	Notes	Ordinary shares	Capital reserve	Legal reserve	Accumulated deficit	Unrealized Gain (Loss) on Financial Assets at Fair value through other comprehensive income	Treasury stock	Total equity
2024
Balance at January 1, 2024		$ 142,719	$ 160,000	$ 6,237	($ 116,306)	$ 26,781	($ 13,812)	$ 205,619
Net loss for the year		-	-	-	( 14,694 )	-	-	( 14,694 )
Other comprehensive income (loss) for the year	6(2)(19)	-	-	-	4,568	3,803	-	8,371
Total comprehensive income for the year		-	-	-	( 10,126 )	3,803	-	( 6,323 )
Disposal of equity instruments at fair value through other comprehensive income	6(2)	-	-	-	19,557	( 19,557 )	-	-
Balance at December 31, 2024		$ 142,719	$ 160,000	$ 6,237	($ 106,875)	$ 11,027	($ 13,812)	$ 199,296
2025
Balance at January 1, 2025		$ 142,719	$ 160,000	$ 6,237	($ 106,875)	$ 11,027	($ 13,812)	$ 199,296
Net loss for the year		-	-	-	( 12,251 )	-	-	( 12,251 )
Other comprehensive income (loss) for the year	6(2)(19)	-	-	-	1,113	2,105	-	3,218
Total comprehensive income for the year	6(21)	-	-	-	( 11,138 )	2,105	-	( 9,033 )
Conversion of convertible preferred shares	6 (20)	160,000	( 160,000 )	-	-	-	-	-
Disposal of parent company's shares by subsidiaries treated as treasury share transactions		-	-	( 6,237 )	( 5,176 )	-	13,812	2,399
Disposal of equity instruments at fair value through other comprehensive income	6(2)	-	-	-	( 13,980 )	13,980	-	-
Balance at December 31, 2025		$ 302,719	$ -	$ -	($ 137,169 )	$ 27,112	$ -	$ 192,662

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

Chairman: Wu, Su-Chiu
CEO: Tien, Ying-Juei
Accounting Manager: Li, Mei-Ling

Tecom Co., LTD.
Statement of cash flow
For the years ended December 31,2025 and 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Notes	2025	2024
Cash flows from operating activities:
Loss before income tax		($ 12,139)	($ 14,694)
Adjustments for:
The profit or loss items:
Depreciation expenses	6(8)(9)(10)(28)	18,158	21,262
Amortization expenses	6(11)(28)	1,608	1,259
Expected credit losses	12(2)	7,345	596
Interest expense	6(27)	18,001	19,648
Interest income	6(24)	( 555)	( 1,547)
Dividend income	6(25)	( 8,628)	( 8,440)
Share of loss (profit) of subsidiaries and joint ventures accounted for using the equity method	6(7)	( 20,059)	2,271
Prepayments for investments transferred to losses	6(26)	10,000	-
Unrealized profit (loss) from sales		( 3,552)	39
Changes in operating assets and liabilities :
Changes in operating assets
Contract assets		1,199	8,892
Notes receivables		( 5,978)	2,843
Notes receivables from related parties		( 1,495)	( 480)
Accounts receivables		19,951	6,074
Accounts receivables from related parties		451	526
Other receivables		412	1,124
Inventories		( 2,088)	13,334
Prepayments		1,738	( 9,592)
Other current assets		311	1,462
Changes in operating liabilities
Contract liabilities		( 2,920)	7,074
Notes payables		( 830)	740
Accounts payables		( 11,168)	5,636
Accounts payables to related parties		( 81)	346
Other payables		518	( 1,283)
Provisions for liabilities		( 2,792)	137
Other current liabilities		1,100	1,617
Accrued pension liabilities		( 8,933)	( 8,838)
Cash inflows (outflows) operating activities		( 426)	50,006
Interest received		555	1,853
Interest paid		( 17,984)	( 19,733)
Dividends received		9,251	21,474
Income tax paid		( 41)	-
Net cash flows inflows (outflows) operating activities		( 8,645)	53,600

(continued)

Tecom Co., LTD.
Statement of cash flow
For the years ended December 31,2025 and 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Notes	2025	2024
Cash flows from investing activities:
Decrease in financial assets at amortized cost		$ 20,113	$ 61,261
Proceeds from disposal of financial assets at fair value through other comprehensive income		4,434	40,441
Acquisition of property, plant and equipment	6(32)	( 1,299 )	( 4,601 )
Acquisition of intangible assets	6(11)	( 3,147 )	( 1,732 )
Decrease in guaranteed deposits paid		577	67
Net cash inflows from investing activities		20,678	95,436
Cash flows from financing activities:
Increase in short-term borrowings	6(33)	811,500	1,868,000
Decrease in short-term borrowings	6(33)	( 872,000 )	( 1,922,000 )
Increase in long-term borrowings	6(33)	200,000	-
Decrease in long-term borrowings	6(33)	( 200,000 )	-
Increase (decrease) in guaranteed deposits received	6(33)	( 7 )	332
Repayment of principal portion of lease liabilities	6(33)	( 11,153 )	( 11,609 )
Net cash outflows from financing activities		( 71,660 )	( 65,277 )
Net increase (decrease) in cash and cash equivalents		( 59,627 )	83,759
Cash and cash equivalents at the beginning of the year	6(1)	116,293	32,534
Cash and cash equivalents at the end of the year		$ 56,666	$ 116,293

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

Chairman: Wu, Su-Chiu
CEO: Tien, Ying-Juei
Accounting Manager: Li, Mei-Ling

Independent Auditors' Report

(2026) No. Finance-Auditing-Reporting- 25003313

The Board of Directors and Shareholders

Tecom Co., LTD.

Opinion

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

In our opinion, based on our audits and the reports of other auditors (please refer to the section "Other Matter — Making Reference to the Audits of Component Auditors" of our audit report) the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Group and its subsidiaries as of December 31, 2025 and 2024, and their consolidated financial performance and cash flows for the years ended December 31, 2025 and 2024, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS accounting standards), International Accounting Standards (IASs), Interpretations developed by the International Financial Reporting Interpretations Committee (IFRIC) or the former Standing Interpretations Committee (SIC) as endorsed and issued into effective by Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits entrusted by the Group in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the "Auditors' Responsibilities for the Audit of the consolidated Financial Statements" section of our report. We are independent of the Group and its subsidiaries in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the "Norm"), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of other auditors, 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 consolidated financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matter about the consolidated financial statements of the Group for the year ended December 31, 2025 is as follow:

Inventory Valuation

Description

The Group measures the inventories at the lower of cost and net realizable value. Please refer to Notes 5(2) for accounting assumptions and judgments, major sources of estimation uncertainty and information for inventory respectively. Please refer to Note 6(6) for the explanations about inventories. Inventory and allowance for inventory valuation loss are NT$130,699 thousand and NT$10,081 thousand, respectively as of December 31, 2025. The Group measures the inventories at the lower of cost and net realizable value. Due to the large inventory amount, the Group is at high risk of inventory impairment loss caused by the rapid changes in industry technology resulting in outdated products or lack of market sales value. Therefore, the valuation of inventories has been identified as a key audit matter.

Audit procedures in response

Our audit procedures performed for the above matter are as follows:

Assessed the rationality of policies on allowance for inventory valuation loss.
Selected specific part numbers and verified the net realizable value.
Checked the allowance for inventory valuation loss recognized.

Other Matter — Parent Company Only Financial Statements

Tecom Co., LTD. has prepared its parent company only financial statements as of and for the years ended December 31, 2025 and 2024, on which we have issued an unqualified opinion for your reference.

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

In preparing the consolidated financial statements, management is responsible for assessing the ability to continue as a going concern of the Group 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 audit committee, are responsible for overseeing the financial reporting process of the Group.

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

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

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 internal control of the Group.
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 ability to continue as a going concern of the Group. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's 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 auditor's 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 accompanying notes, 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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2025 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditor's 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.

Accountants: Chiang, Cheng-Han Liu, Chien-Yu

For and on behalf of PricewaterhouseCoopers, Taiwan

Securities
: Financial-Supervisory-
Competent
Securities-Auditing-
Authority
1130350413
Approved-
Financial-Supervisory-
certified No.
Securities-Auditing-
1090350620

March 9, 2026

Tecom Co., LTD. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 and 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

ASSETS	Note	December 31,2025		December 31,2024
		AMOUNT	%	AMOUNT	%
CURRENT ASSETS
1100	Cash and cash equivalents	6 (1)	$ 145,070	12	$ 225,484	17
1110	Financial assets at fair value through profit or loss - current	6 (2)
			21,978	2	11,392	1
1136	Financial assets at amortized cost -current	6 (4) and 8	177,809	14	175,401	14
1140	Contract assets - current	6(20)	-	-	1,199	-
1150	Notes receivable, net	6 (5)	18,893	1	12,861	1
1160	Notes receivable from related parties, net	6 (5) and 7	5,009	-	581	-
1170	Accounts receivable, net	6 (5)	107,407	9	98,699	8
1180	Accounts receivables from related parties, net	6 (5) and 7
			8,112	1	6,536	1
1200	Other receivables	7	2,478	-	3,930	-
130X	Inventories	6 (6)	120,618	10	105,081	8
1410	Prepayments		14,345	1	14,851	1
1460	Non-current assets held for sale, net	6(7)	19,152	2	-	-
1470	Other current assets		291	-	651	-
11XX	Total current assets		641,162	52	656,666	51
NON-CURRENT ASSETS
1517	Financial assets at fair value through other comprehensive income - non-current	6 (3) and 8
			227,223	19	229,551	18
1550	Investments accounted for using equity method	6 (7)
			-	-	18,205	1
1600	Property, plant and equipment	6(9) and 8	79,557	7	85,449	6
1755	Right-of-use assets	6(10) and 7	147,850	12	163,646	13
1760	Investment properties, net	6(11) and 8	8,407	1	8,807	1
1780	Intangible assets	6(12)	3,419	-	1,828	-
1840	Deferred income tax assets	6(27)	115,981	9	115,981	9
1900	Other non-current assets	8	2,274	-	12,703	1
15XX	Total non-current assets		584,711	48	636,170	49
1XXX	TOTAL ASSETS		$ 1,225,873	100	$ 1,292,836	100

(continued)

Tecom Co., LTD. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 and 2024
(EXRESSED 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(13) and 8	$ 209,500	17	$ 270,000	21
2130	Contract liabilities - current	6(20)	9,838	1	12,121	1
2150	Notes payable		2,647	-	3,147	-
2170	Accounts payable		90,047	8	76,955	6
2180	Accounts payable from related parties	7	3,088	-	478	-
2200	Other payables	6(14) and 7	64,507	5	60,572	5
2230	Current income tax liabilities		163	-	-	-
2250	Provisions for liabilities - current		2,796	-	5,301	-
2280	Lease liabilities - current	7	7,036	1	8,710	1
2320	Long-term liabilities - current portion	6(15) and 8	-	-	200,000	15
2399	Other current liabilities		9,257	1	8,724	1
21XX	Total current liabilities		398,879	33	646,008	50
Non-current liabilities
2540	Long-term borrowings	6(15) and 8	200,000	16	-	-
2550	Provisions for liabilities - non-current		2,324	-	2,172	-
2570	Deferred income tax liabilities	6(27)	880	-	880	-
2580	Lease liabilities - non-current	7	155,183	13	168,195	13
2600	Other non-current liabilities	6(16)	24,448	2	34,502	3
25XX	Total noncurrent liabilities		382,835	31	205,749	16
2XXX	Total liabilities		781,714	64	851,757	66
EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE PARENT
	Share capital	6(17)
3110	Ordinary shares		302,719	25	142,719	11
3120	Preferred shares		-	-	160,000	12
	Capital reserve	6(18)
3200	Capital reserve		-	-	6,237	-
	Retained earnings	6(19)
3350	Accumulated deficit		( 137,169 )	( 11 )	( 106,875 )	( 8 )
	Other equity
3400	Other equity		27,112	2	11,027	1
3500	Treasury stock	6(17)	-	-	( 13,812 )	( 1 )
31XX	Equity attributable to shareholders of the parent		192,662	16	199,296	15
36XX	NON - CONTROLLING INTERESTS	4 (3)	251,497	20	241,783	19
3XXX	Total Equity		444,159	36	441,079	34
	SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS	9
	SIGNIFICANT SUBSEQUENT EVENTS	11
3X2X	TOTAL LIABILITIES AND EQUITY		$ 1,225,873	100	$ 1,292,836	100

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

Chairman: Wu, Su-Chiu
CEO: Tien, Ying-Juei
Accounting Manager: Li, Mei-Ling

Tecom Co., LTD. and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 and 2024
(EXRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

	Item	Notes	2025		2024
			AMOUNT	%	AMOUNT	%
4000	Operating revenues	6(20) and 7	$ 732,508	100	$ 631,414	100
5000	Operating costs	6(6) and 7	( 511,870 )	( 70 )	( 440,595 )	( 70 )
5950	Gross profit, net		220,638	30	190,819	30
	Operating expenses	6(25)(26) and 7
6100	Selling expenses		( 86,044 )	( 12 )	( 81,876 )	( 13 )
6200	Administrative expenses		( 68,083 )	( 9 )	( 58,236 )	( 9 )
6300	Research and development expenses		( 72,163 )	( 10 )	( 70,877 )	( 11 )
6450	Expected credit losses	12 (2)	( 538 )	-	( 2,264 )	-
6000	Total operating expenses		( 226,828 )	( 31 )	( 213,253 )	( 33 )
6900	Operating losses		( 6,190 )	( 1 )	( 22,434 )	( 3 )
	Non-operating income and expenses
7100	Interest income	6(21)	3,362	-	4,638	1
7010	Other income	6(22) and 7	21,919	3	14,187	2
7020	Other gains and losses	6(23)	( 10,670 )	( 1 )	2,463	1
7050	Financial costs	6(24)	( 15,365 )	( 2 )	( 17,023 )	( 3 )
7060	Share of profit of associates and joint ventures accounted for using the equity method	6(8)
			1,570	-	1,206	-
7000	Total non-operating income and expenses		816	-	5,471	1
7900	Income (loss) before income tax		( 5,374 )	( 1 )	( 16,963 )	( 2 )
7950	Income tax expense	6(27)	( 245 )	-	115	-
8200	Net income (loss)		( $ 5,619 )	( 1 )	( $ 16,848 )	( 2 )
	Other comprehensive income
	Not to be reclassified to profit or loss in subsequent periods
8311	Remeasurements of defined benefit plans	6(16)	$ 1,113	-	$ 4,568	1
8316	Unrealized valuation gains or losses from equity instruments investments measured at fair value through other comprehensive income	6(3)
			2,105	1	3,803	-
8300	Other comprehensive income, net		$ 3,218	1	$ 8,371	1
8500	Total comprehensive income		( $ 2,401 )	-	( $ 8,477 )	( 1 )
	NET INCOME (LOSS) ATTRIBUTABLE TO
8610	Shareholders of the parent		( $ 12,251 )	( 2 )	( $ 14,694 )	( 2 )
8620	Non-controlling interests		$ 6,632	1	( $ 2,154 )	-
	TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO:
8710	Shareholders of the parent		( $ 9,033 )	( 1 )	( $ 6,323 )	( 1 )
8720	Non-controlling interests		$ 6,632	1	( $ 2,154 )	-
	Earnings (losses) per share
9750	Basic earnings per share	6(28)	( $ 0.76 )	( $ 0.76 )	( $ 1.09 )
9850	Diluted earnings per share		( $ 0.76 )	( $ 0.76 )	( $ 1.09 )

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

Chairman: Wu, Su-Chiu
CEO: Tien, Ying-Juei
Accounting Manager: Li, Mei-Ling

December 31, 2025 and 2024

Unit: NT thousand

Tecom Co., LTD. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

	Equity Attributable to Shareholders of the Parent
	Share capital			Capital Reserve	Accumulated deficit	Unrealized Gain (Loss) on Financial Assets at Fair value through other comprehensive income	Treasury stock	Total	non-controlling interests
	Notes	Ordinary shares	Preferred Shares
2024
Balance on January 1, 2024		$ 142,719	$ 160,000	$ 6,237	($ 116,306)	$ 26,781	($ 13,812)	$ 205,619	$ 259,049
Net loss for the year		-	-	-	( 14,694 )	-	-	( 14,694 )	( 2,154 )
Other comprehensive income (loss) for the year	6 (3)	-	-	-	4,568	3,803	-	8,371	-
Total comprehensive income for the year		-	-	-	( 10,126 )	3,803	-	( 6,323 )	( 2,154 )
Disposal of equity instruments at fair value through other comprehensive income	6 (3)	-	-	-	19,557	( 19,557 )	-	-	-
Changes in non-controlling interests	4 (3)	-	-	-	-	-	-	-	( 15,112 )
Balance on December 31, 2024		$ 142,719	$ 160,000	$ 6,237	($ 106,875)	$ 11,027	($ 13,812)	$ 199,296	$ 241,783
2025
Balance on January 1, 2025		$ 142,719	$ 160,000	$ 6,237	($ 106,875)	$ 11,027	($ 13,812)	$ 199,296	$ 241,783
Net loss for the year		-	-	-	( 12,251 )	-	-	( 12,251 )	6,632
Other comprehensive income (loss) for the year	6 (3)	-	-	-	1,113	2,105	-	3,218	-
Total comprehensive income for the year		-	-	-	( 11,138 )	2,105	-	( 9,033 )	6,632
Conversion of convertible preferred shares	6 (17)	160,000	( 160,000 )	-	-	-	-	-	-
Disposal of parent company’s shares by subsidiaries treated as treas- 6 (17)(18)ury share transactions		-	-	( 6,237 )	( 5,176 )	-	13,812	2,399	3,082
Disposal of equity instruments at fair value through other compre- 6 (3)hensive income		-	-	-	( 13,980 )	13,980	-	-	-
Balance on December 31, 2025		$ 302,719	$ -	$ -	($ 137,169 )	$ 27,112	$ -	$ 192,662	$ 251,497

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

Chairman: Wu, Su-Chiu

CEO: Tien, Ying-Juei

Accounting Manager: Li, Mei-Ling

Unit: NT thousand
30

Tecom Co., LTD. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 and 2024

	Notes	2025	2024
Cash flows from operating activities:
Loss before income tax		($ 5,374)	($ 16,963)
Adjustments for:
The profit or loss items:
Depreciation expenses	6(9)(10)(11)(25)	22,220	25,188
Amortization expenses	6(12)(25)	2,117	1,675
Losses on disposal of property, plant and equipment	6(23)	32	-
Expected credit losses	12(2)	538	2,264
Interest expense	6(24)	15,365	17,023
Interest income	6(21)	( 3,362)	( 4,638)
Dividend income	6(22)	( 8,628)	( 8,440)
Share of profit of associates accounted for using equity method	6(8)	( 1,570)	( 1,206)
Net gains on financial assets at fair value through profit or loss	6(2)(23)	( 592)	( 492)
Prepayments for investments transferred to losses	6(23)	10,000	-
Changes in operating assets and liabilities
Changes in operating assets
Financial assets at fair value through profit or loss		( 9,995)	3,530
Contract assets		1,199	8,892
Notes receivable		( 6,032)	4,473
Notes receivable from related parties		( 4,428)	( 181)
Accounts receivable		( 8,721)	29,413
Accounts receivable from related parties		( 1,576)	1,503
Other receivables		928	1,376
Inventories		( 15,537)	11,824
Prepayments		506	( 9,682)
Other current assets		360	1,416
Changes in operating liabilities
Contract liabilities		( 2,283)	7,030
Notes payables		( 500)	246
Accounts payables		13,092	2,395
Accounts payables to related parties		2,610	( 105)
Other payables		5,425	( 10,593)
Other payables to related parties		58	-
Provisions for liabilities		( 2,353)	146
Other current liabilities		533	1,432
Accrued pension liabilities		( 8,933)	( 8,838)
Cash inflows (outflows) generated from operations		( 4,901)	58,688
Interest received		3,319	4,988
Interest paid		( 15,348)	( 17,108)
Dividend received		9,251	9,713
Income tax paid		( 41)	( 2,871)
Net cash inflows (outflows) from operating activities		( 7,720)	53,410

(continued)

Cash flows from investing activities:

Decrease (increase) in financial assets at amortized cost		($	2,408)	$	79,243
Proceeds from disposal of financial assets at fair value through other comprehensive income			4,434		40,441
Acquisition of property, plant and equipment	6(29)	(	4,240)	(	7,793)
Proceeds from disposal of property, plant and equipment			18		-
Acquisition of intangible assets	6(12)	(	3,708)	(	2,129)
Decrease in guaranteed deposit paid			408		67
Net cash inflows (outflows) from investing activities		(	5,496)		109,829
Cash flows from financing activities:
Increase in short-term borrowings	6(30)		811,500		1,868,000
Decrease in short-term borrowings	6(30)	(	872,000)	(	1,922,000)
Increase in long-term borrowings	6(30)		200,000		-
Decrease in long-term borrowings	6(30)	(	200,000)		-
Increase (decrease) in guaranteed deposit received	6(30)	(	7)		332
Repayment of principal portion of lease liabilities	6(30)	(	12,172)	(	12,613)
Cash dividend paid to minority shareholders			-	(	15,112)
Treasury share transactions	6(17)		5,481		-
Net cash flows used in in financing activities		(	67,198)	(	81,393)
Net increase (decrease) in cash and cash equivalents		(	80,414)		81,846
Cash and cash equivalents at the beginning of the year	6(1)		225,484		143,638
Cash and cash equivalents at the end of the year	6(1)	$	145,070	$	225,484

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

Chairman: Wu, Su-Chiu
CEO: Tien, Ying-Juei
Accounting Manager: Li, Mei-Ling

【Appendix 4】

Tecom Co.,Ltd.

2025 Deficit Compensation Statement

(Unit: NTD $)

Items	Total
Beginning accumulated deficit	(106,874,540)
Disposition of equity instruments measured at fair value through other comprehensive income	(13,981,154)
Disposal of the parent company’s shares by a subsidiary shall be deemed as a treasury stock transaction.	(5,175,813)
Determination of re-measurement of benefit plan	1,113,415
2024 Net Loss After Tax	(12,250,606)
Deficit yet to be compensated	(137,168,698)

Chairman: Wu, Su-Chiu

General Manager: Tien, Ying-Juei

Accounting Supervisor: Li, Mei-Ling

【Appendix 5】

Tecom Co.,Ltd.

Business Improvement Plan

I. Reasons for Capital Reduction:

As of December 31, 2025, the Company had accumulated losses of NT$137,168,698 as recorded on its books. In order to improve its financial structure and enhance capital utilization efficiency, the Company proposes to carry out a capital reduction to offset such losses. Following the completion of the capital reduction, the Company further plans to conduct a private placement of common shares through a cash capital increase to strengthen working capital and reinforce future growth momentum, thereby enhancing the Company’s competitiveness and long-term shareholder value.

Through the integrated implementation of capital reduction and subsequent capital increase, the Company expects to effectively improve its financial structure and establish a solid foundation for future growth.

II. Business Improvement Plan:

(1) Organizational Restructuring and Resource Focus

The Company will streamline its organizational structure and consolidate operations into two main divisions: the Information and Communications Business Division and the Energy Management Business Division, in order to enhance decision-making efficiency and focus resources on core business development.

(2) Transformation of Business Model

Integrate digital management systems with Energy Service Company (ESCO) models to enhance comprehensive solution capabilities.
Combine Smart Operations and Maintenance (Smart O&M) with energy management systems to assist customers in reducing energy consumption and carbon emissions, and to expand low-carbon business opportunities.
Deepen the development of smart building-related products and system integration to provide industry-specific application solutions.
Expand the Information and Communications Division into intelligent CCTV surveillance systems, incorporating upgraded technologies such as AI, IoT, and 5G, and utilizing AI-based image recognition for proactive detection and early warning, thereby enhancing industrial safety and security applications.

(3) Production, Sales, and Market Strategy

Optimize channel structures and product portfolios to increase product value-added and the proportion of service-based revenue.
Expand the market for energy service (ESG) solutions and strengthen partnerships with domestic and international collaborators.
Develop AI and digital twin applications to enhance energy management and system integration capabilities.

III. Control Measures for Implementation:

To ensure the effective implementation of the Business Improvement Plan and enhance operational efficiency, the Company’s management team will conduct analysis and ongoing monitoring of the overall operational objectives. Necessary improvements and adjustments will be made based on actual execution results. The implementation status of the Business Improvement Plan will be reported to the Board of Directors on a quarterly basis and will also be presented at the 2027 Annual Shareholders’ Meeting.

【Annex 1】

Tecom Co.,Ltd

Articles of Incorporation

Chapter 1 General Principles

Article 1: The Company is organized in accordance with the provisions of the Company Act and is named Tecom Co.,Ltd

Article 2: The business operations of the Company are as follows:

CC01060 - Manufacture of wired communication machinery and equipment
CC01070 - Manufacture of wireless communication machinery and equipment
CC01080 - Manufacture of electronic components
CC01100 - Manufacture of telecommunication control radio frequency equipment
CC01110 - Manufacture of computers and peripheral equipment
CC01990 - Manufacture of other electrical and electronic machinery and equipment
E701010 - Telecommunications engineering services
F401010 - International trade
F601010 - Intellectual property rights services
I301030 - Electronic information supply services
IG03010 Energy Technical Services Industry
I103060 Management Consulting Industry
CB01990 - Manufacture of other machinery
F113020 - Wholesale of electrical appliances (limited to non-local operations)
F213010 - Retail of electrical appliances (limited to non-local operations)

(A) 1. Centralized User Switching System (CRCS).

Communication network systems.
Data communication networks.
Private Automatic Branch Exchange (PABX) systems for users.
Wireless communication equipment.
Fiber optics, cables, and components.
Professional microcomputers and their peripherals.
Switching DC power supply equipment.
Microwave communication equipment.
Aerospace communication and control systems.
Communication and control equipment for rail vehicles.
Tester equipment for communication circuit users, composite terminal boards, fuses, remote telemetry interface isolators for telephone user loops, and line facility safety monitoring management systems.

Research and development, design, manufacturing, sales, promotion, and after-sales service for the above items and their peripherals.

(B) Engage in import and export trade related to the Company's business.

Article 3: The Company may be guaranteed by related enterprises as required for business needs.

Article 4: For business purposes, the Company authorizes the board of directors to make investments in related businesses, without being subject to the restrictions set forth in Article 13 of the Company Law.

Article 5: The Company has its headquarters located in the Hsinchu Science Park in Taiwan, and may establish branch offices or representative offices domestically or abroad when necessary, subject to the approval of the board of directors and relevant authorities.

Chapter 2 Shareholdings

Article 6: The total capital of is set at NT$9,450,000,000, divided into 945,000,000 shares with a par value of NT$10 per share. The aforementioned shares may include the issuance of preferred shares. The unissued shares are authorized by the Board of Directors to be issued as needed. Within the total capital mentioned above, NT$200,000,000 is reserved for the issuance of employee stock options or convertible bonds with warrants. The Board of Directors is fully authorized to handle the issuance amount and method according to business needs.

Article 6-1: Convertible Preferred Stocks (Class A)

The rights, obligations, and other terms and conditions of the Convertible Preferred Stocks (Class A) of the Company are as follows:

If the Company has profits after paying taxes, compensating for losses, and setting aside legal surplus reserves according to the law, the remaining profits will be used to pay dividends to the Convertible Preferred Stocks (Class A) first.
The dividend rate for the Convertible Preferred Stocks (Class A) is set at 3% per annum based on the issue price, and the dividend for the Convertible Preferred Stocks (Class A) cannot be accumulated.
In the year when the aforementioned dividend is received, the Convertible Preferred Stocks (Class A) may participate in the distribution only if the dividend for the ordinary shares exceeds 3% of the face value. Before conversion, the Convertible Preferred Stocks (Class A) cannot participate in the distribution of profits or capital reserves of ordinary shares.
The term of the Convertible Preferred Stocks (Class A) is five years. After the expiration of the term, if the shareholder does not convert the stocks during the conversion period, the dividend for the Convertible Preferred Stocks (Class A) will be changed to "3% annual interest rate and cumulative".
The Convertible Preferred Stocks (Class A) shareholders have no right of redemption.
From two years after the issuance of the Convertible Preferred Stocks (Class A), except during the period of suspension of transfer according to the law, the shareholder of the Convertible Preferred Stocks (Class A) may apply for conversion to the issuing company at any time, and every one Convertible Preferred Stocks (Class A) can be converted into one ordinary share.
The order and proportion of distribution of residual property by the Convertible Preferred Stocks (Class A) shareholders are the same as those of the ordinary shares.
The Convertible Preferred Stocks (Class A) shareholders have the same voting rights, election rights, and eligibility for election as the ordinary shareholders at the ordinary shareholders' meeting.
When the Company issues new shares in cash, the Convertible Preferred Stocks (Class A) shareholders have the same priority rights of subscription as the ordinary shareholders.
If the Company reduces its capital and the stocks are reduced proportionally according to the shareholdings of the shareholders, the dividend rights of the Convertible Preferred Stocks (Class A) accumulated before the reduction of capital will not be eliminated due to the reduction of capital, and the dividends after the reduction of capital will be accumulated based on the reduced number of stocks.

Article 7: The stocks of the Company are mainly registered stocks and may be exempted from printing. They are issued or registered in accordance with the law.

Article 8: The transfer of stock ownership and name change shall be suspended within 60 days prior to the annual general meeting of shareholders, 30 days prior to the extraordinary general meeting of shareholders, or 5 days prior to the record date for the distribution of dividends or other benefits as determined by the Company.

Chapter 3 Shareholder's Meeting

Article 9: The shareholders' meeting consists of two types: the regular meeting and the special meeting. The regular meeting is held once a year and is convened within six months after the end of each fiscal year by the board of directors in accordance with the law. The special meeting is convened when necessary in accordance with the law.

When the shareholders' meeting is convened, it may be held through video conferencing or other means announced by the competent authority.

Article 10: When a shareholder is unable to attend a shareholders' meeting due to unavoidable circumstances, they may issue a power of attorney issued by the Company, which specifies the scope of authorization and is signed or stamped by the shareholder to authorize a proxy to attend on their behalf. Except for trust enterprises or share service agencies approved by the securities regulatory authority, if one person is authorized by two or more shareholders, their voting rights shall not exceed 3% of the total number of issued shares. Any excess voting rights shall not be counted.

Article 11: Each shareholder of the Company, except as otherwise provided by law, shall have one voting right per share; provided that those subject to restrictions or those who are not entitled to exercise voting rights under the provisions of Article 179, paragraph 2 of the Company Act are not subject to this restriction.

Article 12: When the shareholders' meeting is held, the convener with the legal right to convene the meeting shall act as the chairperson. When there are two or more conveners, they should elect one person to serve as the chairperson.

Article 13: The resolution of the shareholders' meeting shall be passed by the affirmative vote of the holders of more than half of the total issued shares represented by the shareholders present in person or by proxy at the meeting, unless otherwise provided by the Company Act.

Chapter 4 Board of Directors and Audit Committee

Article 14: The Company has a board of directors consisting of nine members who serve a three-year term and are elected by the shareholders' meeting from among those who have legal capacity, with the possibility of consecutive re-election. The election of directors follows a candidate nomination system in accordance with Article 192-1 of the Company Act.

Of the total number of directors, three are independent directors, and an audit committee is established in accordance with the law, which is composed of all independent directors. Matters related to the exercise of supervisory powers under the Company Act, Securities and Exchange Act, and other legal regulations are handled by the audit committee. The number of members, terms, rules of procedure, and resources to be provided by the Company when exercising its duties shall be separately stipulated in the audit committee's organizational charter in accordance with the law.

During their term, the directors may purchase liability insurance in accordance with the law for the compensation responsibility they should bear in the execution of their business scope. The remuneration of all directors of the Company shall be determined by the board of directors based on their degree of participation in the Company's operations and the value of their contributions, taking into account the domestic industry standards.

Article 15: The board of directors organizes the board of directors and executes all business of the Company in accordance with laws, regulations, and resolutions of the shareholders' meeting. According to the Company Act, the directors elect one person as the chairman to represent the Company. When the chairman is on leave or unable to exercise his/her duties due to reasons, one director shall be designated by the chairman to act as a proxy. If not designated, the directors shall elect one person to act as a proxy.

Article 15-1: The board of directors of the Company may be notified of its meetings by written notice, fax, or email.

Article 16: Except for matters that require a resolution of the shareholders' meeting in accordance with the law, all major policies and operational matters of the Company shall be resolved and implemented by the board of directors.

Article 17: The Board of Directors shall be convened by the Chairman of the Board unless convened pursuant to Article 203 or Article 203-1 of the Company Law, and the Chairman shall act as the presiding officer. In the event that the Chairman is unable to perform his/her duties due to leave of absence or other reasons, he/she shall designate one director to act on his/her behalf. In the absence of such designation, the directors shall elect one director to act on his/her behalf.

Article 18: The decisions of the board of directors require the presence of a majority of the directors and must be approved by a majority of the directors present, unless otherwise provided by law. In case a director cannot attend a board meeting, they may appoint another director to attend on their behalf through a written authorization with a specific scope of authorization. The authorized director may only represent one absent director. The minutes of the board meeting should be signed or stamped by the chairman and distributed to all directors within the prescribed time limit.

Article 19: (omitted)

Chapter 5 General Manager

Article 20: The Company has one General Manager and several Deputy General Managers, who are appointed and dismissed by the Board of Directors in accordance with Article 29 of the Company Law.

Chapter 6 Accounting

Article 21: The fiscal year of the Company starts from January 1st and ends on December 31st each year, and the financial statements will be prepared after the end of the fiscal year.

Article 22: The Company shall prepare the following documents after the end of each fiscal year, which shall be audited by the audit committee and submitted to the regular shareholders' meeting for approval upon the board's approval:

Business report;
Financial statements;
Proposal for surplus earnings distribution or loss offset.

Article 23: According to the profit status of the current year, the Company should allocate 1% to 10% of the profit to distribute employee compensation; At least 10% of the employee compensation allocated under this item shall be distributed to non-managerial (rank-and-file) employees, director compensation should not exceed 5%. The recipients of employee compensation may include employees of subsidiary companies who meet certain conditions. However, if the Company still has accumulated losses, they should be compensated first.

The distribution ratio of employee and director compensation mentioned in the preceding paragraph, as well as the decision to distribute employee compensation in the form of stocks or cash, shall be resolved by the board of directors with the approval of at least two-thirds of the directors present and the majority of the directors attending the meeting, and shall be reported to the shareholders' meeting.

The profit status of the current year referred to in the preceding paragraph refers to the profit before tax for the current year after deducting employee and director compensation.

Article 24: If the Company has profits in its annual final accounts, they shall be distributed in the

following order:

Payment of taxes.
Compensation of accumulated deficit.
Reservation of 10% as legal reserve. However, if the legal reserve has reached the total capital amount, this requirement does not apply.
Allocation or reversal of special surplus reserves in accordance with relevant laws and regulations.
Distribution of special stock dividends.
The remaining balance shall be added to the undistributed earnings of the previous year and distributed as dividends to shareholders. The Board of Directors shall prepare a profit distribution plan. If the plan involves cash dividends, the Board of Directors shall be authorized to make a special resolution for distribution and report it to the shareholders' meeting.

The dividend distribution policy of the Company should take into account factors such as the current and future investment environment, capital requirements, domestic and international competition, and capital budgeting, while balancing shareholder rights and interests and the long-term financial planning of the Company. The proportion of cash dividends in the above-mentioned shareholder dividends for each year should not exceed 50%, but must be no less than 5%.

When the Company has no deficit, it may distribute all or part of the legal reserve and the capital surplus that complies with the regulations of the Company Law in the form of new shares or cash. If the legal reserve is to be distributed in the form of new shares or cash, the amount shall not exceed 25% of the paid-in capital.

If the Company distributes all or part of the legal reserve and the capital surplus that complies with the regulations of the Company Law in the form of cash in accordance with the above regulations, the Board of Directors shall be authorized to make a special resolution for distribution and report it at the latest shareholder meeting.

Article 25: Any matters not stipulated in this Articles of Incorporation shall be handled in accordance with the provisions of the Company Act.

Article 26: If there are any matters not covered in this Articles of Incorporation, a provisional shareholders' meeting may be called to make and implement amendments in accordance with the Company Law.

Article 27: This chapter was established on September 5th, 1980.

The first revision was made on March 16th, 1981.

The second revision was made on November 1st, 1981.

The third revision was made on December 29th, 1981.

The fourth revision was made on April 19th, 1982.

The fifth revision was made on January 4th, 1983.

The sixth revision was made on March 30th, 1985.

The seventh revision was made on April 30th, 1986.

The eighth revision was made on April 30th, 1987.

The ninth revision was made on June 15th, 1987.

The tenth revision was made on November 5th, 1987.

The eleventh revision was made on November 25th, 1988.

The twelfth revision was made on June 30th, 1989.

The thirteenth revision was made on November 1st, 1989.

The fourteenth revision was made on April 4th, 1990.

The fifteenth revision was made on March 22nd, 1991.

The sixteenth revision was made on April 18th, 1992.

The seventeenth revision was made on April 28th, 1992.

The eighteenth revision was made on June 8th, 1993.

The nineteenth revision was made on June 3rd, 1994.
The twentieth revision was made on June 6th, 1995.
The twenty-first revision was made on June 14th, 1996.
The twenty-second revision was made on May 29th, 1997.
The twenty-third revision was made on May 26th, 1998.
The twenty-fourth revision was made on May 20th, 1999.
The twenty-fifth revision was made on May 11th, 2000.
The twenty-sixth revision was made on June 11th, 2002.
The twenty-seventh revision was made on June 9th, 2003.
The twenty-eighth revision was made on June 8th, 2004.
The twenty-ninth revision was made on June 9th, 2006.
The thirtieth revision was made on June 13th, 2008.
The thirty-first revision was made on June 28th, 2011.
The thirty-second revision was made on June 22nd, 2012.
The thirty-third revision was made on October 12th, 2012.
The thirty-fourth revision was made on June 26th, 2014.
The thirty-fifth revision was made on June 22nd, 2016.
The thirty-sixth revision was made on June 19th, 2017.
The thirty-seventh revision was made on June 12th, 2018.
The thirty-eighth revision was made on June 18th, 2020.
The thirty-ninth revision was made on July 22nd, 2021.
The fortieth revision was made on June 15th, 2022
The forty-first revision was made on June 19th, 2025

【Annex 2】

Tecom Co.,Ltd

Rules of Procedure for Shareholder Meetings

Date: June 15, 2022

Passed by the 2022 Annual Shareholders' Meeting.

Article 1: The shareholders' meeting of the Company shall be conducted in accordance with these Rules, except as otherwise provided by laws or the Company's Articles of Incorporation. Any change to the method of convening the shareholders' meeting of the Company shall be resolved by the Board of Directors and made no later than the issuance of the notice for the shareholders' meeting.

Article 2: Shareholders or their proxies attending the meeting shall submit a sign-in card to represent their attendance. The attendance and voting at the shareholders' meeting shall be based on the shareholding, with the number of shares held by the attending shareholder counted according to the sign-in card and the number of shares reported on the video conference platform, plus the number of shares exercised by written or electronic voting.

Article 3: The chairman shall announce the opening of the meeting and the number of shares without voting rights and the number of shares present. However, if less than half of the total issued shares have representatives in attendance, the chairman may announce a postponement of the meeting, which may be postponed twice for a total of no more than one hour. If the quorum is still not met after two postponements, but shareholders representing more than one-third of the total issued shares are present, the chairman shall announce the adjournment of the meeting. If the quorum is still not met after two postponements and the number of shares represented is more than one-third of the total issued shares, a false resolution may be passed in accordance with Article 175, Paragraph 1 of the Company Act, and the false resolution shall be notified to all shareholders for another shareholders' meeting to be convened within one month. In the case of a video conference shareholders' meeting, shareholders who wish to attend the meeting via video conference should register with the Company again. If the number of shares represented reaches more than half of the total issued shares before the end of the meeting, the false resolution shall be resubmitted for voting in accordance with Article 174 of the Company Act.

Article 3-1: The location of the shareholders' meeting shall be the Company's location or a location that is convenient for shareholders to attend and suitable for holding the meeting. The meeting shall not start earlier than 9 a.m. or later than 3 p.m. When the Company convenes a video conference shareholders' meeting, it is not subject to the restrictions of the preceding paragraph regarding the location of the meeting.

Article 4: If the shareholders' meeting is convened by the board of directors, the agenda shall be determined by the board of directors, and the meeting shall proceed in accordance with the scheduled agenda, which shall not be changed without the resolution of the shareholders' meeting.

If the shareholders' meeting is convened by a person other than the board of directors with the right to convene such a meeting, the provisions of the preceding paragraph shall apply.

Before the agenda set forth in the preceding two paragraphs is concluded (including any temporary motions), the chairman may not adjourn the meeting without a resolution.

After the meeting is adjourned, the shareholders may not elect another chairman to continue the meeting at the same location or find another venue.

Article 4-1: The Company shall record the entire process of shareholder registration, meeting proceedings, and vote counting continuously and without interruption by audio and video recording from the start of shareholder registration. The audio and video recordings should be kept for at least one year. However, if a shareholder initiates litigation in accordance with Article 189 of the Company Act, they should be kept until the litigation is concluded.

When the Company's shareholder meeting is held through a video conference, the registration, sign-in, inquiry, voting, and vote counting data of the shareholders should be recorded and saved. The entire process of the video conference should also be recorded continuously and without interruption by audio and video recording.

The Company should keep the data and recordings mentioned above properly during the retention period and provide the recordings to the designated party responsible for managing the video conference affairs. When the Company's shareholder meeting is held through a video conference, the backstage operations of the video conference platform should also be recorded by audio and video.

Article 4-2: If the shareholders' meeting is convened by the board of directors, the chairman shall be the chairman of the board. If the chairman of the board is absent or unable to perform his or her duties for any reason, he or she shall designate one director as a proxy. If the chairman fails to designate a proxy, the directors shall elect one from among themselves.

If the shareholders' meeting is convened by a person other than the board of directors, the chairman shall be appointed by that person. If there are two or more persons with the power to convene the meeting, they shall elect one chairman from among themselves.

The Company may appoint a lawyer, accountant, or other relevant personnel to attend the shareholders' meeting as a non-voting attendee.

When the Company convenes a virtual shareholders' meeting, the chairman and the record keeper shall be located in the same place within the country, and the chairman shall announce the address of that location at the start of the meeting.

Article 5: Before attending the shareholders' meeting, shareholders must first fill out a speaking slip stating the topic of their speech, shareholder account number (or attendance certificate number) and account name, and the order of speaking shall be determined by the chairman. Shareholders who only submit speaking slips without speaking shall be deemed as not having spoken. If the content of the speech does not match the information on the speaking slip, the content of the speech shall prevail. During the shareholders' meeting, other shareholders may not speak or interfere without the consent of the chairman and the speaking shareholder. Any violation shall be stopped by the chairman. After a shareholder has spoken, the chairman may personally or designate relevant personnel to respond.

When the Company's shareholders' meeting is held via video conference, shareholders who participate via video may ask questions in writing on the video conference platform after the chairman announces the start of the meeting until the adjournment of the meeting. Each question on each agenda item may not exceed two times, and each time may not exceed 200 words.

Questions that do not violate the rules or exceed the scope of the agenda should be disclosed on the video conference platform of the shareholders' meeting for public knowledge.

Article 6: When a legal person attends a shareholders' meeting as a proxy, the legal person may only appoint one representative to attend.

When a legal person shareholder appoints two or more representatives to attend a shareholders' meeting, only one of them may speak on the same agenda item.

Article 7: Each shareholder may speak on the same agenda item no more than twice without the consent of the chairperson, and each time may not exceed five minutes.

Article 8: If a shareholder violates the provisions of the preceding article or exceeds the scope of the agenda during their speech, it shall be considered as not having spoken, and the chairperson may also stop them from speaking.

Article 9: The chairman should provide sufficient explanation and discussion opportunities for the agenda, amendments or interim motions proposed by the shareholders. When he or she deems that the discussion has reached the stage for voting, he or she may declare the discussion closed and proceed to the vote.

Article 10: The inspectors and vote counters for voting on resolutions shall be appointed by the chairman, but the inspectors must be shareholders. The voting results shall be announced on the spot and recorded. For shareholders who participate in the meeting through a video conference platform, after the chairman announces the meeting, they shall vote on various resolutions and election proposals through the video conference platform and must complete the voting before the chairman announces the end of the voting. Failure to do so shall be deemed as abstention.

When the Company's shareholder meeting is held by video conference, the voting and election results shall be announced after the chairman announces the end of the voting.

For shareholders who have registered to attend the meeting by video conference and wish to attend the physical shareholder meeting in person, they must cancel their registration in the same manner as the registration two days before the meeting; those who cancel after the deadline may only attend the shareholder meeting by video conference.

Shareholders who exercise their voting rights in writing or electronically and participate in the shareholder meeting via video conference, except for temporary motions, shall not exercise their voting rights on the original resolution or propose amendments to the original resolution or vote on amendments to the original resolution.

Article 11: The voting on a proposal shall be passed by the affirmative vote of more than half of the voting rights represented at the shareholders' meeting, unless otherwise provided by the Company Act or the Articles of Incorporation. When voting, the chairman or his designated personnel shall announce the number of voting rights of the attending shareholders, and the shareholders shall vote. The results of the shareholders' agreement, opposition and abstention shall be entered into the public information observation station on the same day after the shareholders' meeting is held.

When the shareholder meeting of the Company is held via video conference, the results of the voting on each proposal and the election shall be disclosed on the video conference platform of the shareholder meeting immediately after the voting is completed in accordance with the regulations, and shall be disclosed continuously for at least fifteen minutes after the chairman announces the adjournment of the meeting.

Article 11-1: If there are amendments or substitute proposals for the same agenda item, the chairman shall determine the order of voting for all proposals together with the original proposal. If one of the proposals has been passed, the other proposals shall be deemed to be rejected, and there is no need for further voting.

Article 12: During the meeting, the chairman may, at his discretion, announce a break and adjourn the meeting.

Article 13: During a meeting, in the event of an air raid alert, the meeting will be stopped and everyone should evacuate. The meeting will resume one hour after the alert has been lifted.

In the case of a virtual shareholders' meeting, the chairman should announce at the beginning of the meeting that if there is a natural disaster, incident, or other force majeure that causes a disruption in the virtual meeting platform or participation for more than 30 minutes before the chairman announces adjournment, the meeting shall be postponed or continued within five days and shall not be subject to Article 182 of the Company Law, except for the situation provided in Item 4 of Article 44-2 of the Regulations Governing the Handling of Shareholder Services of a Public Company that does not require postponement or continuation of the meeting.

In the case of a virtual-assisted shareholders' meeting, if the meeting cannot continue due to the circumstances described above and the total number of shares represented at the meeting still meets the statutory quorum after deducting the shares represented by virtual attendance, the meeting shall continue without being subject to the previous provisions regarding postponement or continuation of the meeting.

Article 14: The chairman may direct the inspector(s) (or security personnel) to assist in maintaining order at the meeting venue. When the inspector(s) (or security personnel) are present to assist in maintaining order, they should wear a badge with the words "Inspector" on it.

Article 15: Any matters not specified in this rule shall be handled in accordance with the Company Act, the Company's Articles of Incorporation, and relevant laws and regulations.

Article 16: This rule shall be effective upon its adoption by the shareholders' meeting and any amendments thereto shall also be effective in the same manner.

【Annex 3】

Tecom Co., Ltd.

Ownership of Shares by Directors

The actual paid-in capital of the Company is NT$302,719,290, and the total number of shares issued is 30,271,929.
According to Article 2 of the "Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies", if there are two or more independent directors elected, the shareholding percentage of all directors excluding independent directors is reduced to 80% based on the calculation of the ratio. All directors of the Company are required by law to hold a total of 3,600,000 shares.
As of the record date for the shareholders' meeting, the individual and total shareholding status of the directors is shown in the following table:

03/28/2026

Title	Name/Legal name	Ownership of shares	Share ownership ratio
President	TECO Electric Machinery Co Ltd
Representative: Wu, Su-Chiu	19,228,898	63.52%
Director	TECO Electric Machinery Co Ltd
Representative: Lin, Jia-Sheng
Director	TECO Electric Machinery Co Ltd
Representative: Liu An-Bing
Director	TECO Electric Machinery Co Ltd
Representative: Tien, Ying-Juei
Director	Liu, Chao-Kai	1,177,340	3.89%
Director	Yang, Shih-Chien	0	0.00%
Independent Director	Chen Shui Lien	0	0.00%
Independent Director	Lin, Chiang-liang	0	0.00%
Independent Director	Lee, Feng-Ao	0	0.00%
Total of all directors		20,406,238	67.41%

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TECOM — AGM Information 2026

52005_rns_2026-04-24_fbd54cd7-300a-45b3-b389-7976d5303085.pdf

Table of Contents

Management Presentations

Proposals

Discussion Items

Proposal 1

Proposal 2

Extemporary Motions

Adjournment

Business Report

1. Results of Business Plan Implementation

2. 2025 Financial Revenue and Expenditure Analysis and Profitability Analysis

3. Research Development Expenditure

4. 2026 Business Objectives

5. 2026 Business Policy and Sales Policy

(1) Business Strategy

(2) Sales Policy

6. Impact of External Competitive Environment, Regulatory Environment, and Macro Business Environment

Opinion

Basis for Opinion

Key Audit Matters

Inventory Valuation

Description

How our audit addressed the matter

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

Auditor’s Responsibilities for the Audit of the Parent Company Only Financial Statements

Opinion

Basis for Opinion

Key Audit Matters

Inventory Valuation

Description

Audit procedures in response

Other Matter — Parent Company Only Financial Statements

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

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Tecom Co., LTD. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 and 2024

Chapter 1 General Principles

Chapter 3 Shareholder's Meeting

Chapter 4 Board of Directors and Audit Committee

Chapter 5 General Manager

Chapter 6 Accounting

Tecom Co., Ltd.

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TECOM AGM Information 2026