Stock Code:8045

TWOWAY COMMUNICATIONS INC.

2026 Annual Shareholders’ Meeting Meeting Handbook

Date of meeting: June 01, 2026 Meeting Venue: No. 41, Wugong 6th Rd., Wugu Dist., New Taipei City

One. Meeting Procedure……..........................................................................1 Two. Agenda……......................................................................... ..................2 【Report Items】..................................................................................3 【Ratifications】..................................................................................4 【Extraordinary motions】..................................................................4 【Adjournment】.................................................................................4 Three. Attachment...........................................................................................5 Attachment 1 2025 Business Report....................................................5 Attachment 2 2025 Audit Committee's Review Report.......................6 Attachment 3 2025 Financial Statements……….................................7 Attachment 4 2025 Earnings Distribution Table.................................29 Four. Appendix Appendix 1 Rules and Procedures of Shareholders’ Meeting.............30 Appendix 2 Articles of Incorporation..................................................38 Appendix 3 Shareholding of All Directors..........................................45

One. Meeting Procedure

2026 Annual Shareholders’ Meeting Procedure

I. Call the meeting to order

II. Chair’s speech

III. Report Items

IV. Ratifications

V. Extraordinary motions

VI. Adjournment

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Two. Agenda

TWOWAY Communications Inc.

2026 Annual Shareholders’ Meeting Agenda

Convening Method: Physical meeting Date and Time: 9:30 a.m., Monday, June 01, 2026 Meeting Venue: No. 41, Wugong 6th Rd., Wugu Dist., New Taipei City

I.Call meeting to order (report of the representing shares) II.Chair’s speech III.Report Items (I) 2025 Business Report. (II) 2025 Audit Committee's Review Report. (III) 2025 Distribution of Remuneration to Employees and Directors. (IV) 2025 Earnings distribution cash dividend status report. IV.Ratifications

(I) Ratification of the Company's 2025 financial statements and business report. (II) Ratification of the Company's 2025 earnings distribution proposal. V.Extraordinary motions

VI.Adjournment

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【 Report item 】

Proposal 1

Cause of motion: The Company's 2025 business report is submitted for review. Description: Please refer to page 5 [Attachment 1] of this Handbook for the Company's 2025 Business Report.

Proposal 2

Cause of motion: The 2025 Audit Committee's Review Report is submitted for review. Description: Please refer to page 6[Attachment 2] of this Handbook for the 2025 Audit Committee's Review Report.

Proposal 3

Cause of motion: The 2025 distribution of remuneration to employees and directors is submitted for review.

Description: 1. According to Article 29 of the Articles of Incorporation, the Company's Articles of Incorporation, the Company shall set aside no less than 3% of the remaining profits, if any, as remuneration to employees and no more than 3% as remuneration to directors, after deducting the accumulated losses.
The remuneration to employees and directors for 2025 is NTD 3,400,000 and NTD 1,080,000, respectively.
The Board of Directors has approved this proposal and it will be presented to the general shareholders' meeting.

Proposal 4

Cause of motion:The 2025 earnings distribution cash dividend status report is submitted for review.

Description: 1. Pursuant to Paragraph 5, Article 240 of the Company Act and Article 29 of the Company's Articles of Incorporation, the Board of Directors is authorized to resolve the distribution of cash dividends of NTD 95,024,815 for NTD 1 per share.
The cash dividends are distributed in proportion and rounded down to the nearest NTD 1. The amount remaining less than NTD 1 will be adjusted from the number of the fraction of a dollar from large to small and from earlier to later, and from earlier to later from earlier to later.
If the number of outstanding shares is affected by subsequent changes in the Company's capital, and the dividend rate is thereby changed, the Chairman is authorized to make the necessary adjustments and handle other matters related to this proposal.
The Board of Directors has approved this proposal and it will be presented to the general shareholders' meeting.

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【 Ratifications 】

Proposal 1 (proposed by the Board of Directors)

Cause of motion: Ratification of the Company's 2025 financial statements and business report. Description: 1.The Company's 2025 consolidated financial statements and parent company only financial statements have been prepared and audited by CPA Cheng-Fu Yu and CPA Chu-Miao Yeh of PwC Taiwan. The aforementioned financial statements, business report and audit report have been submitted to the Audit Committee for review, and a written audit report has been issued.
Please refer to page 5 [Attachment 1] of this Handbook for the business report and page 7-28 [Attachment 3] of this Handbook for the financial statements.
Please ratify.

Resolution:

Proposal 2 (proposed by the Board of Directors) Cause of motion: Recognition of the Company's 2025 earnings appropriation.

Description: 1. The 2025 earnings distribution proposal of the Company has been approved by the Board of Directors and submitted to the Audit Committee for review. Please refer to page 29 [Attachment 4] of this Handbook.

Please ratify.

Resolution:

【 Extraordinary motions 】

【 Adjournment 】

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Three. Attachment

Attachment 1

2025 Business Report

Dear Shareholders:

Thank you for your support and love for the Company.

In fiscal year 2025, the Company’s consolidated revenue reached NTD 1.196 billion, representing a 31.12% decrease from the previous year. The consolidated gross profit margin was 38.94%, with net income attributable to the parent company totaling NTD 60.958 million, and earnings per share of NTD0.64. Over the past year, our operations remained stable. We proactively optimized our product portfolio and sales structure while continuing to strengthen our financial foundation. For over three decades, the Company has specialized in HFC fiber-coaxial hybrid broadband transmission solutions. We remain the only Asia-based company certified by major MSOs in North America, with widespread deployment across the region. In the past decade, we significantly advanced our development of IoT and smart monitoring integrated solutions, achieving long-term adoption by various domestic clients. This segment now accounts for nearly 70% of our total revenue.

The Company invested NTD 124 million in R&D in 2025, accounting for 10.36% of operating revenue. The main products developed include 1.8GHz high-frequency band cross-platform wide-frequency amplifier for split transmission, digital fiber optical transmission node, advanced network equipment remote management software system, and AIoT war scenario center control platform. It is expected that it will contribute a huge amount to the operating revenue in the next few years.

Looking ahead, the Company fully grasps the core technology of wideband communication and the complete product distribution of the self-owned brand ACI, and continues to build a new generation of 1.8GHz smart ultra-wideband network technology, and to improve the application of cross-system platform. As the public has become dependent on the Internet, and the application of emerging artificial intelligence technologies is booming, AI computing data transmission will grow, the demand for the bandwidth of the global wired network has increased significantly. The upgrade and addition of infrastructure in various countries is inevitable. Particularly, in North America, the Company is fully committed to the long-term plan of promoting the Cable 10G (Cable 10G) symmetrical transmission network vision, expanding the application market of high-frequency products and the overall industrial scale. According to the network construction planning of the main customer groups, the product market is quite optimistic, and it is expected that the sales volume in the next three years will have an outstanding growth. The Company keeps abreast of the changes in the industry, business trends, market supply and demand, and regulatory environment, in order to formulate the best business and production and sales plans.

We would like to thank all shareholders for their support and encouragement. The management team and all employees of the Company will continue to work hard to create greater sales and profits for shareholders.

Sincerely,

Chairman Pi- Shuang Chen

Chairman:

Accounting Manager:

Managers:

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Attachment 2

TWOWAY Communications Inc. Audit Committee's Review Report

The Board of Directors has prepared the Company's 2025 Business Report, Consolidated Financial Statements, Parent Company Only Financial Statements, and Earnings Distribution Proposal. The Consolidated Financial Statements and Parent Company Only Financial Statements have been audited by CPAs Cheng-Fu Yu and Chu-Miao Yeh of PricewaterhouseCoopers Taiwan, and audit reports have been duly issued. The Audit Committee has completed its review of the aforementioned documents and found them to be in conformity with relevant regulations. We hereby submit this report in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

To

2026 Annual Shareholders’ Meeting, TWOWAY Communications Inc.

Convenor of Audit Committee: Ching-Sung Wu

March 17, 2026

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Attachment 3 - Financial Statements

Audit Opinions

Independent Auditors’ Report (2026) Cai-Shen-Bao-Zi No. 25005451

The consolidated balance sheets of TWOWAY Communications Inc. and its subsidiaries (hereinafter referred to as “ the Group ” ) as of December 31, 2025 and 2024, and the consolidated statements of comprehensive income, consolidated statements of changes in equity, and consolidated statements of cash flows for the years ended December 31, 2025 and 2024, as well as the notes to the Consolidated Financial Statements (including a summary of significant accounting policies), have been audited by us.

In our opinion, the accompanying Consolidated Financial Statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2025 and 2024, and its consolidated financial performance and consolidated cash flows for the years ended December 31, 2025 and 2024 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, Interpretations, and Interpretive Bulletins endorsed and issued into effect by the Financial Supervisory Commission.

Basis for Opinion

We conducted our audit in accordance with the Regulations Governing
Auditing and Attestation of Financial Statements by Certified Public
Accountants and the auditing standards generally accepted in 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. The personnel of our firm
subject to the independence requirements have maintained independence from
the Group in accordance with the Code of Professional Ethics for Certified
Public Accountants in the Republic of China, and have fulfilled their other
ethical responsibilities in accordance with those requirements. We believe
that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment,
were of most significance in our audit of the Group's Consolidated Financial
Statements for 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 matters of the Group's Consolidated Financial Statements
for 2025 are as follows:

Existence of sales revenue

Description of key audit matters

~7~

For the accounting policies on revenue recognition, please refer to Note
4(26) to the Consolidated Financial Statements; for the accounting item
description of operating revenue, please refer to Note 6(17) to the
Consolidated Financial Statements.

Changes in major sales customers of the Group occurred as a result of business expansion; since changes in major sales customers have a relatively significant impact on revenue recognition in the Group's Consolidated Financial Statements, and sales revenue involves an inherent high risk; therefore, we considered the existence of sales revenue from major sales customers as one of the most significant matters in our audit. Corresponding audit procedures

The corresponding procedures we have performed in response to the specific aspects described in the key audit matter above are summarized as follows:

1.Understand the control procedures implemented by management over sales in the internal control system.
2.Obtain the evaluation data of major sales customers, and reconcile them to significant relevant information.
3.Test the credit approval of major sales customers.
4.Obtain the revenue details of major sales customers, and perform sample tests on relevant supporting documents.
5.Obtain the subsequent collection details of major sales customers, and perform sample tests on relevant supporting documents.
6.Select accounts receivable balances of major sales customers for confirmation by correspondence.

Valuation of inventory

Description of key audit matters

For the accounting policies on inventory valuation, please refer to Note
4(12) to the Consolidated Financial Statements; for the uncertainty of
accounting estimates and assumptions related to inventory valuation, please
refer to Note 5(2) to the Consolidated Financial Statements; for the
accounting item description of inventory, please refer to Note 6(5) to the
Consolidated Financial Statements.

The Group's principal business is the manufacture and sale of
communication products such as cable television head ends, optical
transceivers, amplifiers, connectors and monitoring systems, as well as
broadband network system planning, design and contracted engineering and
installation of multimedia video equipment. Changes in technology,
environmental changes and sales conditions may cause changes in inventory
value and affect the valuation of inventory. The Group uses judgment and
estimates to determine the net realizable value of inventory as of the
balance sheet date, identifies the net realizable value of each inventory
item individually, compares the lower of cost and net realizable value, and

~8~

also identifies the age of individual inventory items and evaluates their
value, based on which valuation losses are recognized.

Since the amount of the Group's inventory is relatively significant,
and the valuation of inventory involves management judgment, we considered
the valuation of inventory as one of the most significant matters in our
audit.

Corresponding audit procedures

The corresponding procedures we have performed in response to the specific aspects described in the key audit matter above are summarized as follows:

1.Obtain the inventory valuation policy, assess its provision policy, and confirm the adoption of the inventory valuation provision policy during the financial reporting period.
2.Perform observation of the physical inventory count at the end of the period to identify whether there is obsolete, damaged, or unsalable inventory.
3.Obtain the inventory aging report, perform inventory aging tests, and perform sample tests of inventory item numbers against inventory movement records to confirm the classification of aging intervals and assess the impact on inventory value.
4.Obtain the net realizable value report of inventory, confirm the calculation logic, and perform sample tests of relevant data to relevant evaluation documents, and recalculate the allowance for valuation loss to be recognized after comparing the lower of cost and net realizable value item by item.

Other matters – Parent Company Only Financial Statements

The Group has also prepared the Parent Company Only Financial Statements
for 2025 and 2024, on which we have issued an unqualified opinion audit
report for 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 Regulations
Governing the Preparation of Financial Reports by Securities Issuers and
the International Financial Reporting Standards, International Accounting
Standards, Interpretations, and Interpretive Bulletins as endorsed and
issued into effect by the Financial Supervisory Commission, and for
maintaining 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 also
responsible for assessing the Group's ability to continue as a going concern,
disclosing related matters, and adopting the going concern basis of
accounting unless management intends to liquidate the Group or cease
operations, or has no realistic alternative but to do so.

Those charged with governance of the Group (including the Audit
Committee) are responsible for overseeing the financial reporting process.

~9~

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors ’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements may arise from fraud or error. 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.

In performing an audit in accordance with the auditing standards
generally accepted in the Republic of China, we exercise professional
judgment and maintain professional skepticism. We also perform the
following work:

1.Identify and assess the risks of material misstatement of the Consolidated Financial Statements due to fraud or error; design and perform appropriate responses to the assessed risks; and obtain sufficient and appropriate audit evidence to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
2.Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
3.Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
4.Based on the audit evidence obtained, draw a conclusion on the appropriateness of management's use of the going concern basis of accounting, and whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the Consolidated Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of the audit report. However, future events or conditions may cause the Group to cease to continue as a going concern.
5.Evaluate the overall presentation, structure and content of the consolidated financial reports (including related Notes), and whether the consolidated financial reports fairly represent the underlying transactions and events.
6.Obtained sufficient and appropriate audit evidence regarding the financial information or the entities or business activities of the Group to express an opinion on the consolidated financial reports. We are responsible for the direction, supervision and

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performance of the group audit engagement, and for forming the audit opinion on the Consolidated Financial Statements.

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
identified during our audit.

From the matters communicated with those charged with governance, we
determine the key audit matters for the audit of the Group's Consolidated
Financial Statements for 2025. We describe these matters in our audit report
unless law or regulation precludes public disclosure about the matter, or
when, in extremely rare circumstances, we determine not to communicate a
matter in our audit report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such
communication.

PwC Taiwan Cheng-Fu Yu

CPA Tsui-Miao Yeh Financial Supervisory Commission Approval reference No.: Jin-Guan-Zheng-Shen-Zi No. 1130350413

Former Securities and Futures Bureau of the Financial Supervisory Commission, Executive Yuan Approval reference No.: Jin-Guan-Zheng-Liu-Zi No. 0960058737

March 17, 2026

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TWOWAY Communications Inc. and its Subsidiaries

Consolidated Balance Sheets December 31, 2025 and 2024

Assets	Note 6(1) 6(3) and 8 6(17) 6(4) 6(4) 6(5) 6(7) 6(2) 6(3) and 8 6(17) 6(6) 6(8) and 8 6(9) 6(24)	December 31,2025 Amount % $ 344,685 14 4,160 - 169,046 7 13,790 1 408,810 16 6,272 - 8,724 - 617,281 24 99,123 4 5,543 - 1,677,434 66 4,494 - 14,109 1 307,460 12 3,150 - 431,556 17 24,924 1 6,290 - 64,692 2 5,367 - 14,232 1 876,274 34 $ 2,553,708 100	Unit: NT$ thousand December 31,2024 Amount % $ 864,502 31 4,955 - 48,684 2 - - 711,601 25 728 - 3,675 - 496,428 18 85,443 3 3,800 - 2,219,816 79 3,907 - 21,752 1 - - - - 467,608 17 33,116 1 3,979 - 54,701 2 3,588 - 1,640 - 590,291 21 $ 2,810,107 100
		Amount $ 344,685 4,160 169,046 13,790 408,810 6,272 8,724 617,281 99,123 5,543 1,677,434 4,494 14,109 307,460 3,150 431,556 24,924 6,290 64,692 5,367 14,232 876,274 $ 2,553,708	Amount $ 864,502 4,955 48,684 - 711,601 728 3,675 496,428 85,443 3,800 2,219,816 3,907 21,752 - - 467,608 33,116 3,979 54,701 3,588 1,640 590,291 $ 2,810,107
Current assets 1100 Cash and cash equivalents 1136 Financial assets measured at amortized cost - current 1140 Contract assets - current 1150 Net notes receivable 1170 Net accounts receivable 1200 Other receivables 1220 Current income tax assets 130X Inventory 1410 Prepayments 1470 Other current assets 11XX Total current assets Non-current assets 1517 Financial assets measured at fair value through other combined gains or losses - non-current 1535 Financial assets measured at amortized cost - Non-current 1560 Contract assets - non-current 1550 Investments accounted for using equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1780 Intangible assets 1840 Deferred income tax assets 1920 Guarantee deposits withdrawn 1990 Other non-current assets - others 15XX Total non-current assets 1XXX Total assets

(continued on next page)

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TWOWAY Communications Inc. and its Subsidiaries

Consolidated Balance Sheets December 31, 2025 and 2024

Unit: NT$ thousand

Liabilities and equities	December 31,2025 Amount % $ 1,031 - 114,013 4 56,749 2 23,641 1 21,940 1 14,008 1 49,238 2 3,588 - 284,208 11 151,379 6 68,712 3 10,905 - 10,254 - 15,216 1 256,466 10 540,674 21 950,248 37 184 - 809,804 32 112,288 4 29,709 1 121,913 5 ( 11,619 ) - 2,012,527 79 507 - 2,013,034 79 $ 2,553,708 100	December 31,2024	December 31,2024
	Amount $ 1,031 114,013 56,749 23,641 21,940 14,008 49,238 3,588 284,208 151,379 68,712 10,905 10,254 15,216 256,466 540,674 950,248 184 809,804 112,288 29,709 121,913 ( 11,619 ) 2,012,527 507 2,013,034 $ 2,553,708	Amount $ 3,100 176,075 95,957 3,726 9,292 13,680 89,880 184 391,894 200,616 24,182 18,694 18,738 19,437 281,667 673,561 932,958 1,390 808,044 92,034 29,709 265,150 6,403 2,135,688 858 2,136,546 $ 2,810,107	%
Current liabilities 2130 Contract liabilities - current 2170 Accounts payable 2200 Other payables 2230 Current income tax liabilities 2250 Provisions for current liabilities 2280 Lease liabilities - current 2320 Long-term liabilities due within one year or one operating cycle 2399 Other current liabilities - others 21XX Total current liabilities Non-current liabilities 2540 Long-term borrowings 2550 Reserve for non-current liabilities 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity Equity attributable to owners of the parent company Share capital 3110 Common stock capital 3140 Capital collected in advance Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated earnings Other equity interest 3400 Other equity interest 31XX Total equity attributable to owners of the parent company 36XX Non-controlling interests 3XXX Total equity Significant Contingent Liabilities and Unrecognized Commitments Major subsequent matters 3X2X Total liabilities and equity			- 6 4 - - 1 3 -
			14
			7 1 - 1 1
			10
			24
			33 - 29 3 1 10 -
			76 -
			76
			100

The accompanying notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements; please read them in conjunction.

Chairman: Pi-Hsuang Chen

Manager: Kuo-Yuan Tai

Accounting Manager: Mei-Pei Tsai

~13~

TWOWAY Communications Inc. and its Subsidiaries

Consolidated Statements of Comprehensive Income January 1 to December 31, 2025 and 2024

Unit: NT$ thousand (except for earnings per share in NT$)

Item	2025 2024 Note Amount % Amount % 6(17) $ 1,195,849 100 $ 1,736,202 100 6(5)(22) ( 730,191 ) ( 61) ( 1,148,672)( 66) 465,658 39 587,530 34 6(22) ( 139,044 ) ( 12) ( 154,478 ) ( 9) ( 128,195 ) ( 11) ( 142,932 ) ( 8) ( 123,905 ) ( 10) ( 105,066 ) ( 6) 12(2) ( 179 ) - 39 - ( 391,323 ) ( 33) ( 402,437)( 23) 74,335 6 185,093 11 6(18) 7,447 1 10,218 - 6(19) 9,886 1 10,829 1 6(20) ( 6,940 ) ( 1) 40,531 2 6(21) ( 5,031 ) - ( 6,807 ) - 5,362 1 54,771 3 79,697 7 239,864 14 6(24) ( 19,519 ) ( 2) ( 36,971)( 2) $ 60,178 5 $ 202,893 12 6(12) $ 3,746 - $ 1,088 - 6(2) 587 - 2,407 - 6(24) ( 749 ) - ( 218) - 3,584 - 3,277 - ( 18,180 ) ( 1) 23,969 1 ( 18,180 ) ( 1) 23,969 1 ( $ 14,596 ) ( 1) $ 27,246 1 $ 45,582 4 $ 230,139 13 $ 60,958 5 $ 201,666 12 ( $ 780 ) - $ 1,227 - $ 45,933 4 $ 228,907 13 ( $ 351 ) - $ 1,232 - 6(25) $ 0.64 $ 2.45 6(25) $ 0.64 $ 2.40
4000 Operating revenue 5000 Cost of sales 5950 Gross operating profit Operating expense 6100 Marketing expense 6200 Management fees 6300 R&D expenses 6450 Expected credit impairment loss (gain) 6000 Total operating expenses 6900 Operating income Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains or losses 7050 Financial costs 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Net income for the period Other comprehensive income (net) Items not reclassified to profit or loss 8311 Remeasurements of defined benefit plans 8316 Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 8349 Income tax relating to items that will not be reclassified to profit or loss 8310 Total items not reclassified to profit or loss. Items that may be reclassified subsequently to profit or loss 8361 Exchange differences on translation of foreign financial statements 8360 Total amount of items potentially reclassified to profit or loss 8300 Other comprehensive income (net) 8500 Total comprehensive income for the period Net profit (loss) attributable to: 8610 Parent company owner(s) 8620 Non-controlling interests Total comprehensive income attributable to: 8710 Parent company owner(s) 8720 Non-controlling interests Basic earnings per share 9750 Net income for the period Diluted earnings per share 9850 Net income for the period

Item

2025
2024
Note
Amount
%
Amount
%
6(17)
$ 1,195,849
100
$ 1,736,202
100
6(5)(22)
(
730,191 ) (
61) (
1,148,672)(
66)
465,658
39
587,530
34
6(22)
(
139,044 ) (
12) (
154,478 ) (
9)
(
128,195 ) (
11) (
142,932 ) (
8)
(
123,905 ) (
10) (
105,066 ) (
6)
12(2)
(
179 )
-
39
-
(
391,323 ) (
33) (
402,437)(
23)
74,335
6
185,093
11
6(18)
7,447
1
10,218
-
6(19)
9,886
1
10,829
1
6(20)
(
6,940 ) (
1)
40,531
2
6(21)
(
5,031 )
-
(
6,807 )
-
5,362
1
54,771
3
79,697
7
239,864
14
6(24)
(
19,519 ) (
2) (
36,971)(
2)
$ 60,178
5
$ 202,893
12
6(12)
$ 3,746
-
$ 1,088
-
6(2)
587
-
2,407
-
6(24)
(
749 )
-
(
218)
-
3,584
-
3,277
-
(
18,180 ) (
1)
23,969
1
(
18,180 ) (
1)
23,969
1
( $ 14,596 ) (
1) $ 27,246
1
$ 45,582
4
$ 230,139
13
$ 60,958
5
$ 201,666
12
( $ 780 )
-
$ 1,227
-
$ 45,933
4
$ 228,907
13
( $ 351 )
-
$ 1,232
-
6(25)
$ 0.64
$ 2.45
6(25)
$ 0.64
$ 2.40

4000
Operating revenue
5000
Cost of sales
5950
Gross operating profit
Operating expense
6100
Marketing expense
6200
Management fees
6300
R&D expenses
6450
Expected credit impairment loss
(gain)
6000
Total operating expenses
6900
Operating income
Non-operating income and
expenses
7100
Interest income
7010
Other income
7020
Other gains or losses
7050
Financial costs
7000
Total non-operating income
and expenses
7900
Profit before income tax
7950
Income tax expense
8200
Net income for the period
Other comprehensive income
(net)
Items not reclassified to profit or
loss
8311
Remeasurements of defined
benefit plans
8316
Unrealized gains (losses) from
investments in equity
instruments measured at fair
value through other
comprehensive income
8349
Income tax relating to items that
will not be reclassified to profit
or loss
8310
Total items not reclassified to
profit or loss.
Items that may be reclassified
subsequently to profit or loss
8361
Exchange differences on
translation of foreign financial
statements
8360
Total amount of items
potentially reclassified to
profit or loss
8300
Other comprehensive income
(net)
8500
Total comprehensive income for
the period
Net profit (loss) attributable to:
8610
Parent company owner(s)
8620
Non-controlling interests
Total comprehensive income
attributable to:
8710
Parent company owner(s)
8720
Non-controlling interests
Basic earnings per share
9750
Net income for the period
Diluted earnings per share
9850
Net income for the period

The accompanying notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements; please read them in conjunction.

Chairman: Pi-Hsuang Chen

Manager: Kuo-Yuan Tai

Accounting Manager: Mei-Pei Tsai

~14~

TWOWAY Communications Inc. and its Subsidiaries Consolidated Statements of Changes in Equity January 1 to December 31, 2025 and 2024

Unit: NT$ thousand

Note					Equity attributable to owners of the parent company	Equity attributable to owners of the parent company	Equity attributable to owners of the parent company	Equity attributable to owners of the parent company	Equity attributable to owners of the parent company					Non-controlling interests
	Share	capital		Capitalsurplus		Retained earnings				Other	equity		Total
	Common stock capital		Capital collected in advance		Legal reserve		Special reserve	Unappropriated earnings		Exchange differences on translation of foreign financial statements	Unrealized valuation gains or losses on financial assets measured at fair value through other comprehensive income
6(16) 6(14) 6(14) 6(14) 6(16) 6(14) 6(14)	$ 815,208 - - - - - 112,090 5,660 - - $ 932,958 $ 932,958 - - - - - 17,290 - $ 950,248		$ - - - - - - - ( 6,396 ) 7,786 - $ 1,390 $ 1,390 - - - - - ( 19,050 ) 17,844 $ 184	$ 124,759 - - - - - 682,539 736 - 10 $ 808,044 $ 808,044 - - - - - 1,760 - $ 809,804	$ 51,315 - - - 40,719 - - - - - $ 92,034 $ 92,034 - - - 20,254 - - - $ 112,288		$ 29,709 - - - - - - - - - $ 29,709 $ 29,709 - - - - - - - $ 29,709		$ 470,177 201,666 870 202,536 ( 40,719 ) ( 366,844 ) - - - - $ 265,150 $ 265,150 60,958 2,997 63,955 ( 20,254 ) ( 186,938 ) - - $ 121,913	($ 19,968 ) - 23,964 23,964 - - - - - - $ 3,996 $ 3,996 - ( 18,609 ) ( 18,609 ) - - - - ($ 14,613 )		$ - - 2,407 2,407 - - - - - - $ 2,407 $ 2,407 - 587 587 - - - - $ 2,994	$ 1,471,200 201,666 27,241 228,907 - ( 366,844 ) 794,629 - 7,786 10 $ 2,135,688 $ 2,135,688 60,958 ( 15,025 ) 45,933 - ( 186,938 ) - 17,844 $ 2,012,527	($ 374 ) 1,227 5 1,232 - - - - - - $ 858 $ 858 ( 780 ) 429 ( 351 ) - - - - $ 507	$ 1,470,826 202,893 27,246 230,139 - ( 366,844 ) 794,629 - 7,786 10 $ 2,136,546 $ 2,136,546 60,178 ( 14,596 ) 45,582 - ( 186,938 ) - 17,844 $ 2,013,034

The accompanying notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements; please read them in conjunction.

Manager: Kuo-Yuan Tai

Accounting Manager: Mei-Pei Tsai

Chairman: Pi-Hsuang Chen

~15~

TWOWAY Communications Inc. and its Subsidiaries Consolidated Statements of Cash Flows January 1 to December 31, 2025 and 2024

Unit: NT$ thousand

Cash flow from operating activities
Current period net profit before tax
Adjustment items
Revenue and expense items
Depreciation expense for property, plant, and
equipment, and right-of-use assets

Intangible asset amortization expense

Expected credit impairment gain

Interest expenses

Interest income

Gains on disposal of property, plant, and
equipment

Lease modification loss (or gain)

Changes in operating assets and liabilities
Net changes in assets from operating activities
Net contract assets
Net notes receivable
Net accounts receivable
Other receivables
Inventory
Prepayments
Other current assets
Long-term notes receivable and accounts
receivable
Net changes in liabilities from operating
activities
Contract liabilities - current
Accounts payable
Other payables
Liability reserve
Other current liabilities
Other non-current liabilities
Cash flow from operations (outflow/inflow)
Interest received
Income tax received
Income tax paid
Net cash outflow from operating activities

Note
2025
2024
$ 79,697 $ 239,864
6(22)
55,606
59,845
6(22)
3,182
3,935
12(2)
179 (
39 )
6(21)
5,031
6,807
6(18)
(
7,447 ) (
10,218 )
6(20)
- (
10 )
6(20)
(
2 )
2

(
428,064 ) (
45,271 )
(
13,790 )
175
302,856
28,657
(
5,538 )
4,093
(
120,853 ) (
21,997 )
(
13,680 )
20,393
(
651 ) (
263 )
-
13,981
(
2,069 )
339
(
62,062 ) (
236,973 )
(
39,806 ) (
55,526 )
57,178
31,468
3,404 (
116 )
(
5,009 ) (
4,765 )
(
191,838 )
34,381
7,441
10,212
1,825
3,130
(
25,106 ) (
138,205 )
(
207,678 ) (
90,482 )

(continued on next page)

~16~

TWOWAY Communications Inc. and its Subsidiaries Consolidated Statements of Cash Flows January 1 to December 31, 2025 and 2024

Cash flows from investing activities
Financial assets measured at fair value through
other comprehensive income (increase)
Financial assets at amortized cost - current
(increase)
Financial assets at amortized cost - decrease in
current assets
Financial assets measured at amortized cost -
non-current (increase)
Financial assets measured at amortized cost -
decrease in non-current
Acquisition of property, plant and equipment

Disposal of property, plant and equipment
Increase in refundable deposits
Decrease in refundable deposits
Acquisition of intangible assets
Prepayments for equipment (increase)
Acquisition of investments in associates using the
equity method
Net cash flow from investing activities
(outflow)
Cash flows from financing activities
Repayment of long-term debt

Increase in guarantee deposits received

Guarantee deposits received (decrease)

Principal repayment of lease liabilities

Cash dividends paid

Cash capital increase

Employees exercising stock options

Increase in non-controlling interests
The Company’s exercise of disgorgement right
Interest expense

Net cash inflow (outflow) from
financing activities
Exchange differences
Increase (decrease) in cash and cash equivalents in
the current period
Opening balance of cash and cash equivalents
Closing balance of cash and cash equivalents

Unit: NT$ thousand
Note
2025
2024
$ - ( $ 1,500 )
(
846 ) (
3,667 )
1,641
80,933
(
647 ) (
18,571 )
8,290
-
6(26)
(
4,416 ) (
38,643 )
-
388
(
7,315 ) (
24,319 )
4,444
25,509
(
5,493 ) (
1,124 )
(
13,750 ) (
1,637 )
(
3,150 )
-
(
21,242 )
17,369
6(27)
(
89,879 ) (
88,193 )
6(27)
4,888
226
6(27)
(
354 ) (
134 )
6(27)
(
14,113 ) (
12,821 )
6(27)
(
186,938 ) (
366,844 )
6(14)
-
794,629
6(14)
17,844
7,786
397
-
-
10
6(27)
(
5,145 ) (
6,919 )
(
273,300 )
327,740
(
17,597 )
22,311
(
519,817 )
276,938
864,502
587,564
$ 344,685$ 864,502

The accompanying notes to the Consolidated Financial Statements are an integral part of these Consolidated Financial Statements; please read them in conjunction.

Chairman: Pi-Hsuang Chen

Manager: Kuo-Yuan Tai

Accounting Manager: Mei-Pei Tsai

~17~

Independent Auditors’ Report

(2026) Cai-Shen-Bao-Zi No.25005064

To TWOWAY Communications Inc.:

Audit Opinions

TWOWAY Communications Inc.'s Parent Company Only Balance Sheets as of December 31, 2025 and 2024, in addition to the Parent Company Only Statements of Comprehensive Income, Parent Company Only Statements of Changes in Equity, Parent Company Only Statements of Cash Flows, and Notes to the Parent Company Only Financial Statements (including a summary of significant accounting policies) from January 1 to December 31, 2025 and 2024, have been audited by the CPAs.

In our opinion, the Parent Company Only Financial Statements referred to above present fairly, in all material respects, the Parent Company Only financial position of TWOWAY Communications Inc. as of December 31, 2025 and 2024, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers. Additionally, the Parent Company Only financial performance and Parent Company Only cash flows for the years ended December 31, 2025 and 2024are also presented fairly.

Basis for Opinion

We conducted our audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the auditing standards generally accepted in 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. The personnel of our firm who are subject to independence requirements have maintained independence from TWOWAY Communications Inc. in accordance with the Code of Professional Ethics for Certified Public Accountants and have fulfilled their other ethical responsibilities in accordance with those requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company's 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 financial position and financial performance of subsidiaries directly or indirectly held by TWOWAY Communications Inc. have a material impact on TWOWAY Communications Inc.'s

~ 18 ~

separate financial statements. Key audit matters related to the equity method valuation of the investment balance and the recognition of investment income include the evaluation of allowance for doubtful accounts and the existence of sales revenue. These have been incorporated into the key audit matters described below. Please refer to Note 4(12) of the parent company only financial statements for the accounting policies regarding the investment in TWOWAY Communications Inc. using the equity method; for a description of the accounts related to the investment using the equity method, please refer to Note 6(6) of the parent company only financial statements.

The key audit matters of the parent company only financial statements of TWOWAY Communications Inc. and its direct or indirect subsidiaries for 2025 are as follows: Existence of sales revenue

Description of key audit matters

Please refer to Note 4(26) of the parent company only financial statements for the accounting policies on revenue recognition; for the description of the accounting items related to operating revenue, please refer to Note 6(16) of the parent company only financial statements.

Downstream expansion by TWOWAY Communications Inc. and its direct and indirect subsidiaries impacted changes in major sales customers. Because changes in major sales customers significantly affect revenue recognition in the parent company only financial statements, and sales revenue inherently carries high risk, we have identified the existence of sales revenue from major sales customers as a key matter of focus for our audit.

Corresponding audit procedures

The corresponding procedures we have performed in response to the specific aspects described in the key audit matter above are summarized as follows:
1.Understand the control procedures implemented by management over sales in the internal control system.
2.Obtain the evaluation data of major sales customers, and reconcile them to significant relevant information.
3.Test the credit approval of major sales customers.
4.Obtain the revenue details of major sales customers, and perform sample tests on relevant supporting documents.
5.Obtain the subsequent collection details of major sales customers, and perform sample tests on relevant supporting documents.
6.Select accounts receivable balances of major sales customers for confirmation by correspondence.

Valuation of inventory

Description of key audit matters

Please refer to Note 4(11) of the parent company only financial statements for
the accounting policy on inventory valuation; Note 5(2) for the uncertainty of
accounting estimates and assumptions related to inventory valuation; and Note 6(5)
for the description of inventory accounts.

~ 19 ~

The main business of TWOWAY Communications Inc. is the manufacture and sale of communication products – including cable TV head-ends, optical transceivers, amplifiers, connectors, and monitoring systems – as well as broadband network system planning, design, construction contracting, and the installation of multimedia video equipment. Because of

technological changes, environmental shifts, and sales performance, inventory value is subject to change, impacting inventory valuation. TWOWAY Communications Inc. uses judgment and estimation to determine the net realizable value of inventories as of the balance sheet date. It identifies the net realizable value of each inventory item individually, comparing it to its cost and recognizing the lower of the two. This process is supported by identifying the age of each inventory item and evaluating its value to determine any necessary valuation losses.

Since the inventory amount of TWOWAY Communications Inc. is material, and its valuation involves management judgment, we identified inventory valuation as a key matter for our audit.

Corresponding audit procedures

The corresponding procedures we have performed in response to the specific aspects described in the key audit matter above are summarized as follows:

1.Obtain the inventory valuation policy, assess its provision policy, and confirm the adoption of the inventory valuation provision policy during the financial reporting period.
2.Perform observation of the physical inventory count at the end of the period to identify whether there is obsolete, damaged, or unsalable inventory.
3.Obtain the inventory aging report, perform inventory aging testing, and sample inventory items to reconcile material numbers with inventory transaction records, verifying the aging interval classification and assessing the impact on inventory valuation.
4.Obtain the net realizable value report of inventory, confirm the calculation logic, and perform sample tests of relevant data to relevant evaluation documents, and recalculate the allowance for valuation loss to be recognized after comparing the lower of cost and net realizable value item by item.

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

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

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

~ 20 ~

The Company’s governing bodies (including the Audit Committee) are responsible for supervising the financial reporting process.

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

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but it is not guaranteed that an audit conducted in accordance with the generally accepted accounting principles can surely detect material misstatements in the standalone financial reports Misstatements may arise from fraud or error. Individual or aggregate amounts that are not misstated are considered material if they can be reasonably expected to affect the economic decisions made by users of the standalone financial reports.

In performing an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism. We also perform the following work:

1.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.
2.Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
3.Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
4.Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our 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 the audit report. However, future events or conditions may cause TWOWAY Communications Inc. to be unable to continue as a going concern.
5.Evaluate the overall presentation, structure and content of the standalone financial reports (including related notes), and whether the standalone financial reports fairly represent the underlying transactions and events.

~ 21 ~

6.Obtain sufficient and appropriate audit evidence regarding the financial information of the entities within TWOWAY Communications Inc., to form an opinion on the parent company only financial statements. The accountant is responsible for guiding, supervising, and executing individual audit engagements, and for forming audit opinions on parent company only financial statements.

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 identified during our audit.

From the matters communicated with those charged with governance, we determine the key audit matters of TWOWAY Communications Inc.'s Parent Company Only Financial Statements for the year ended December 31, 2025. We describe these matters in our audit report unless law or regulation precludes public disclosure about the matter, or when, in extremely rare circumstances, we determine not to communicate a matter in our audit report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

PwC Taiwan Cheng-Fu Yu

CPA

Tsui-Miao Yeh

Amended in accordance with Financial Supervisory Commission Order No. 1130350413 Former Securities and Futures Bureau, Financial Supervisory Commission, Executive Yuan Certificate approval number: Financial Supervisory Commission Certificate No. 0960058737

March 17, 2026

~ 22 ~

TWOWAY Communications Inc.

Parent Company Only Balance Sheet December 31, 2025 and 2024

Unit: NT$ thousand

Assets	Note	December 31, 2025	December 31, 2024	December 31, 2024
		Amount $ 206,114 2,530 160,326 240,632 140,077 6,200 19,145 383,972 59,675 4,553 1,223,224 4,494 14,109 307,460 471,046 395,407 6,231 1,695 38,413 3,259 13,196 1,255,310 $ 2,478,534	Amount $ 802,565 3,896 45,183 506,026 167,881 757 6,822 278,201 59,849 1,940 1,873,120 3,907 21,752 - 421,651 426,833 4,258 3,979 41,816 3,175 438 927,809 $ 2,800,929	%
Current assets 1100 Cash and cash equivalents 1136 Financial assets measured at amortized cost - current 1140 Contract assets - current 1170 Net accounts receivable 1180 Net accounts receivable – related parties 1200 Other receivables 1210 Other receivables - related parties 130X Inventory 1410 Prepayments 1470 Other current assets 11XX Total current assets Non-current assets 1517 Financial assets measured at fair value through other combined gains or losses - non-current 1535 Financial assets measured at amortized cost - Non-current 1560 Contract assets - non-current 1550 Investments accounted for using equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1780 Intangible assets 1840 Deferred income tax assets 1920 Guarantee deposits withdrawn 1990 Other non-current assets - others 15XX Total non-current assets 1XXX Total assets	6(1) 6(3) and 8 6(16) 6(4) 6(4) and 7(2) 7(2) 6(5) 6(7) 12(2) 6(2) 6(3) and 8 6(16) 6(6) 6(8) and 8 6(9) 6(23)			29 - 2 18 6 - - 10 2 -
				67
				- 1 - 15 15 - - 2 - -
				33
				100

(continued on next page)

~23~

TWOWAY Communications Inc.

Parent Company Only Balance Sheet December 31, 2025 and 2024

Unit: NT$ thousand

Liabilities and equities	December 31, 2024	December 31, 2024
	Amount $ 186 149,406 72,623 82,621 603 9,292 2,463 89,880 407,074 200,616 24,078 12,609 1,832 19,032 258,167 665,241 932,958 1,390 808,044 92,034 29,709 265,150 6,403 2,135,688 $ 2,800,929	%
Liabilities Current liabilities 2130 Contract liabilities - current 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2230 Current income tax liabilities 2250 Provisions for current liabilities 2280 Lease liabilities - current 2320 Long-term liabilities due within one year or one operating cycle 21XX Total current liabilities Non-current liabilities 2540 Long-term borrowings 2550 Reserve for non-current liabilities 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity Share capital 3110 Common stock capital 3140 Capital collected in advance Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated earnings Other equity interest 3400 Other equity interest 3XXX Total equity Significant Contingent Liabilities and Unrecognized Commitments Major subsequent matters 3X2X Total liabilities and equity		- 6 3 3 - - - 3
		15
		7 1 - - 1
		9
		24
		33 - 29 3 1 10 -
		76
		100

The attached notes to the parent company only financial statements are an integral part of this financial report. Please refer to them in conjunction with the statements.

Chairman: Pi-Hsuang Chen

Manager: Kuo-Yuan Tai

Accounting Manager: Mei-Pei Tsai

~24~

TWOWAY Communications Inc. Parent Company Only Statement of Comprehensive Income January 1 to December 31, 2025 and 2024

Unit: NT$ thousand (except for earnings per share in NT$)

Item	2025 2024 Note Amount % Amount % 6(16) and 7(2) $ 982,438 100 $ 1,402,675 100 6(5)(21) and 7(2)( 752,756 ) ( 76) ( 1,052,689)( 75) 229,682 24 349,986 25 6(6) ( 49,596 ) ( 5) ( 91,751 ) ( 7) 6(6) 91,751 9 136,779 10 271,837 28 395,014 28 6(21) and 7(2) ( 70,940 ) ( 7) ( 86,916 ) ( 7) ( 67,360 ) ( 7) ( 86,687 ) ( 6) ( 94,904 ) ( 10) ( 86,214 ) ( 6) 12(2) ( 221 ) - ( 139) - ( 233,425 ) ( 24) ( 259,956)( 19) 38,412 4 135,058 9 6(17) and 7(2) 7,290 1 10,217 1 6(18) 8,347 1 9,504 1 6(19) ( 4,463 ) ( 1) 44,519 3 6(20) ( 4,610 ) ( 1) ( 6,496 ) ( 1) 6(6) 25,849 3 35,679 3 32,413 3 93,423 7 70,825 7 228,481 16 6(23) ( 9,867 ) ( 1) ( 26,815)( 2) $ 60,958 6 $ 201,666 14 6(11) $ 3,746 1 $ 1,088 - 6(2) 587 - 2,407 - 6(23) ( 749 ) - ( 218) - 3,584 1 3,277 - ( 18,609 ) ( 2) 23,964 2 ( 18,609 ) ( 2) 23,964 2 ( $ 15,025 ) ( 1) $ 27,241 2 $ 45,933 5 $ 228,907 16 6(24) $ 0.64 $ 2.45 6(24) $ 0.64 $ 2.40
4000 Operating revenue 5000 Cost of sales 5900 Gross profit 5910 Unrealized (realized) gains from sales 5920 Realized gains from sales 5950 Gross operating profit Operating expense 6100 Marketing expense 6200 Management fees 6300 R&D expenses 6450 Expected credit impairment loss 6000 Total operating expenses 6900 Operating income Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains or losses 7050 Financial costs 7070 Portions of gain/loss from subsidiaries, associates, and joint ventures accounted for under the equity method 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Net income for the period Other comprehensive income Items not reclassified to profit or loss 8311 Remeasurements of defined benefit plans 8316 Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 8349 Income tax relating to items that will not be reclassified to profit or loss 8310 Total items not reclassified to profit or loss. Items that may be reclassified subsequently to profit or loss 8361 Exchange differences on translation of foreign financial statements 8360 Total amount of items potentially reclassified to profit or loss 8300 Other comprehensive income (net) 8500 Total comprehensive income for the period Basic earnings per share 9750 Net income for the period Diluted earnings per share 9850 Net income for the period

Item

2025
2024
Note
Amount
%
Amount
%
6(16) and 7(2)
$ 982,438
100
$ 1,402,675
100
6(5)(21) and 7(2)(
752,756 ) (
76) (
1,052,689)(
75)
229,682
24
349,986
25
6(6)
(
49,596 ) (
5) (
91,751 ) (
7)
6(6)
91,751
9
136,779
10
271,837
28
395,014
28
6(21) and 7(2)
(
70,940 ) (
7) (
86,916 ) (
7)
(
67,360 ) (
7) (
86,687 ) (
6)
(
94,904 ) (
10) (
86,214 ) (
6)
12(2)
(
221 )
-
(
139)
-
(
233,425 ) (
24) (
259,956)(
19)
38,412
4
135,058
9
6(17) and 7(2)
7,290
1
10,217
1
6(18)
8,347
1
9,504
1
6(19)
(
4,463 ) (
1)
44,519
3
6(20)
(
4,610 ) (
1) (
6,496 ) (
1)
6(6)
25,849
3
35,679
3
32,413
3
93,423
7
70,825
7
228,481
16
6(23)
(
9,867 ) (
1) (
26,815)(
2)
$ 60,958
6
$ 201,666
14
6(11)
$ 3,746
1
$ 1,088
-
6(2)
587
-
2,407
-
6(23)
(
749 )
-
(
218)
-
3,584
1
3,277
-
(
18,609 ) (
2)
23,964
2
(
18,609 ) (
2)
23,964
2
( $ 15,025 ) (
1) $ 27,241
2
$ 45,933
5
$ 228,907
16
6(24)
$ 0.64
$ 2.45
6(24)
$ 0.64
$ 2.40

4000
Operating revenue
5000
Cost of sales
5900
Gross profit
5910
Unrealized (realized) gains from
sales
5920
Realized gains from sales
5950
Gross operating profit
Operating expense
6100
Marketing expense
6200
Management fees
6300
R&D expenses
6450
Expected credit impairment loss
6000
Total operating expenses
6900
Operating income
Non-operating income and
expenses
7100
Interest income
7010
Other income
7020
Other gains or losses
7050
Financial costs
7070
Portions of gain/loss from
subsidiaries, associates, and
joint ventures accounted for
under the equity method
7000
Total non-operating income
and expenses
7900
Profit before income tax
7950
Income tax expense
8200
Net income for the period
Other comprehensive income
Items not reclassified to profit or
loss
8311
Remeasurements of defined
benefit plans
8316
Unrealized gains (losses) from
investments in equity
instruments measured at fair
value through other
comprehensive income
8349
Income tax relating to items that
will not be reclassified to profit
or loss
8310
Total items not reclassified to
profit or loss.
Items that may be reclassified
subsequently to profit or loss
8361
Exchange differences on
translation of foreign financial
statements
8360
Total amount of items
potentially reclassified to
profit or loss
8300
Other comprehensive income
(net)
8500
Total comprehensive income for
the period
Basic earnings per share
9750
Net income for the period
Diluted earnings per share
9850
Net income for the period

The attached notes to the individual financial statements are an integral part of this financial report. Please refer to them in conjunction with the statements.

Chairman: Pi-Hsuang Chen

Manager: Kuo-Yuan Tai

Accounting Manager: Mei-Pei Tsai

~25~

TWOWAY Communications Inc.

Parent Company Only Statement of Changes in Equity January 1 to December 31, 2025 and 2024

Unit: NT$ thousand

												Unit: NT$ thousan
Note 2024 Balance on January 1, 2024 Net income for the period Other comprehensive income for the period Total comprehensive income for the period Appropriation and distribution of earnings from 2023 6(15) Appropriation of legal reserve Cash dividends Cash capital increase 6(13) New shares were issued following employee stock option exercises 6(13) Employees exercising stock options 6(13) The Company’s exercise of disgorgement right Balance on December 31, 2024 2025 Balance on January 1, 2025 Net income for the period Other comprehensive income for the period Total comprehensive income for the period Appropriation and distribution of earnings from 2024 6(15) Appropriation of legal reserve Cash dividends New shares were issued following employee stock option exercises 6(13) Employees exercising stock options 6(13) Balance as of December 31, 2025	Note	Share capital		Capital surplus		Retained earnings		Other		equity		Total
		Common stock capital	Capital collected in advance		Legal reserve	Special reserve	Unappropriated earnings	Exchange differences on translation of foreign financial statements	a	Unrealized gains (losses) on financial ssets measured at fair value through other comprehensive income
		$ 815,208 - - - - - 112,090 5,660 - - $ 932,958 $ 932,958 - - - - - 17,290 - $ 950,248	$ - - - - - - - ( 6,396 ) 7,786 - $ 1,390 $ 1,390 - - - - - ( 19,050 ) 17,844 $ 184	$ 124,759 - - - - - 682,539 736 - 10 $ 808,044 $ 808,044 - - - - - 1,760 - $ 809,804	$ 51,315 - - - 40,719 - - - - - $ 92,034 $ 92,034 - - - 20,254 - - - $ 112,288	$ 29,709 - - - - - - - - - $ 29,709 $ 29,709 - - - - - - - $ 29,709	$ 470,177 201,666 870 202,536 ( 40,719 ) ( 366,844 ) - - - - $ 265,150 $ 265,150 60,958 2,997 63,955 ( 20,254 ) ( 186,938 ) - - $ 121,913	($ 19,968 ) - 23,964 23,964 - - - - - - $ 3,996 $ 3,996 - ( 18,609 ) ( 18,609 ) - - - - ($ 14,613 )		$ - - 2,407 2,407 - - - - - - $ 2,407 $ 2,407 - 587 587 - - - - $ 2,994	$ 1,471,200 201,666 27,241 228,907 - ( 366,844 ) 794,629 - 7,786 10 $ 2,135,688 $ 2,135,688 60,958 ( 15,025 ) 45,933 - ( 186,938 ) - 17,844 $ 2,012,527

The attached notes to the individual financial statements are an integral part of this financial report. Please refer to them in conjunction with the statements.

Manager: Kuo-Yuan Tai

Chairman: Pi-Hsuang Chen

Accounting Manager: Mei-Pei Tsai

~26~

TWOWAY Communications Inc.

Parent Company Only Cash Flow Statement January 1 to December 31, 2025 and 2024

Unit: NT$ thousand

Cash flow from operating activities
Current period net profit before tax
Adjustment items
Revenue and expense items
Depreciation expense for property, plant, and
equipment and right-of-use assets

Intangible asset amortization expense

Expected credit impairment loss (gain)

Interest expenses

Interest income

Share of profit or loss of subsidiaries
accounted for using the equity method

Lease modification loss (gain)

Unrealized (realized) gains from sales

Realized gains from sales

Changes in operating assets and liabilities
Net changes in assets from operating activities
Contractual assets
Net notes receivable
Net accounts receivable
Accounts receivable - related parties
Other receivables
Other receivables - related parties
Inventory
Prepayments
Long-term notes receivable and accounts
receivable
Net changes in liabilities from operating
activities
Contract liabilities - current
Accounts payable
Accounts payable - related parties
Other payables
Liability reserve
Other non-current liabilities
Cash flow from operations (outflow/inflow)
Interest received
Income tax paid
Net cash outflow from operating
activities

Note
2025
2024
$ 70,825 $ 228,481
6(21)
39,678
45,766
6(21)
2,893
3,935
12(2)
221
139
6(20)
4,610
6,496
6(17)
(
7,290 ) (
10,217 )
6(6)
(
25,849 ) (
35,679 )
6(19)
(
2 )
2
6(6)
49,596
91,751
6(6)
(
91,751 ) (
136,779 )

(
422,845 ) (
45,183 )
-
175
265,415 (
439,767 )
27,804
565,369
(
5,991 )
4,104
(
1,856 )
793
(
105,771 ) (
61,764 )
174
23,811
-
6,292
480 (
30 )
(
40,661 ) (
255,799 )
(
19,072 )
50,341
(
40,894 ) (
21,265 )
(
874 )
31,364
(
1,564 ) (
1,977 )
(
302,724 )
50,359
7,838
10,009
(
13,039 ) (
132,920 )
(
307,925 ) (
72,552 )

(continued on next page)

~27~

TWOWAY Communications Inc.

Parent Company Only Cash Flow Statement January 1 to December 31, 2025 and 2024

Cash flows from investing activities
Acquisition of financial assets measured at fair
value through other comprehensive income
Financial assets at amortized cost - current
(increase)
Financial assets at amortized cost - decrease in
current assets
Financial assets measured at amortized cost -
non-current (increase)
Financial assets measured at amortized cost -
decrease in non-current
Acquisition of property, plant and equipment

Increase in refundable deposits
Decrease in refundable deposits
Increase in other receivables from related parties
Acquisition of intangible assets
Prepayments for equipment (increase)
Net cash flow from investing activities
(outflow)
Cash flows from financing activities
Repayment of long-term debt

Increase in guarantee deposits received

Guarantee deposits received (decrease)

Principal repayment of lease liabilities

Cash dividends paid

Cash capital increase

Employee stock options

The Company’s exercise of disgorgement right
Interest expense

Net cash inflow (outflow) from
financing activities
Increase (decrease) in cash and cash equivalents in
the current period
Opening balance of cash and cash equivalents
Closing balance of cash and cash equivalents

Unit: NT$ thousand
Note
2025
2024
$ - ( $ 1,500 )
(
275 ) (
3,596 )
1,641
80,933
(
647 ) (
18,571 )
8,290
-
6(25)
(
4,154 ) (
24,744 )
(
2,917 ) (
22,690 )
220
22,329
(
10,467 )
12,504
(
609 ) (
1,124 )
(
12,758 ) (
435 )
(
21,676 )
43,106
6(26)
(
89,879 ) (
88,193 )
6(26)
511
52
6(26)
(
193 ) (
129 )
6(26)
(
3,471 ) (
3,643 )
6(26)
(
186,938 ) (
366,844 )
6(13)
-
794,629
6(13)
17,844
7,786
-
10
6(26)
(
4,724 ) (
6,608 )
(
266,850 )
337,060
(
596,451 )
307,614
802,565
494,951
$ 206,114 $ 802,565

The attached notes to the individual financial statements are an integral part of this financial report. Please refer to them in conjunction with the statements.

Chairman: Pi-Hsuang Chen

Manager: Kuo-Yuan Tai

Accounting Manager: Mei-Pei Tsai

~28~

Attachment 4

TWOWAY Communications Inc.

Earnings Distribution Table

2025

Items Unappropriated earnings at the beginning of period Add: 2025 net income Add: Remeasurement of defined benefit plans Add: Special reserve appropriated Less: Legal reserve (10%) Distributable earnings Distribution items Cash dividend to shareholders (NTD 1 per share) Unappropriated earnings at the end of the period	Unit: NTD
	57,960,150 60,957,789 2,996,500 0 (6,395,429)
	115,519,010
	(95,024,815)
	20,494,195

Number of shares: 95,024,815

Description:

Cash dividends are distributed in accordance with the resolution of the Board of Directors of the Company. The number of shares to be distributed is based on the number of outstanding shares at the end of January 2026. The actual number of shares to be distributed is based on the number of outstanding shares on the record date of distribution.
According to the letter Tai-Cai-Shui-Zi No. 871941343 dated 1998.4.30 of the Ministry of Finance, when distributing earnings, the Company shall adopt a separate identification method. In principle, the Company shall distribute the accumulated distributable earnings in the order of the year of the earnings generation, which is to be distributed in a later order.
According to the dividend policy stipulated in the Articles of Incorporation and the experience of dividend distribution, the Company's future development and shareholders' interests are taken into consideration. The proposed cash dividend of NTD 1 per share is distributed from the undistributed earnings of the year.

Chairman: General Manager: Accounting Manager:

~29~

Four. Appendix Appendix 1

		TWOWAY Communications Inc.
		Rules and Procedures of Shareholders’ Meeting
Article	1:	These Rules are adopted in accordance with Article 5 of the Corporate Governance
		Best-Practice Principles for TWSE/TPEx Listed Companies, the Company Act, and
		other relevant laws and regulations, for the purpose of establishing a sound system of
		governance for shareholders’ meetings, enhancing supervisory functions, and
		strengthening management effectiveness.
		Shareholders’ meetings of the Company shall be conducted in accordance with these
		Rules. Any matters not provided for herein shall be handled in accordance with
		applicable laws, regulations, and the directives of the competent authorities.
Article	2:	"Shareholders" as used in these Rules shall mean the shareholders and their proxies.
Article	3:	The Company shall furnish a signature book for the attending shareholders to sign, or
		the attending shareholders may hand in a sign-in card in lieu of signing in.
		The Company shall furnish attending shareholders with the meeting handbook,
		annual report, attendance card, speaker's slips, voting slips, and other meeting
		materials. Where there is an election of directors, ballots shall also be furnished.
		Shareholders shall attend the shareholders' meeting with the attendance card, sign-in
		card, or other documents for attending the shareholders' meeting.
		If the shareholder is a government agency or legal person, there shall be more than
		one representative in the meeting. When a legal person entrusted by the Company is
		appointed to attend the shareholders' meeting, only one representative may be
		appointed to attend.
		When the shareholders' meeting is held by video conference, if the shareholders want
		to attend the meeting by video conference, they shall register with the Company two
		days before the shareholders' meeting.
		If the shareholders' meeting is convened by video conference, the Company shall
		upload the meeting handbook, annual report and other relevant information to the
		video conference platform at least 30 minutes before the meeting starts, and continue
		to disclose such information until the meeting is completed.
Article	3-1:	The Company shall upload the meeting notice, proxy form, and the information and
		explanatory materials related to the motions for ratification, discussion, election or
		discharge of directors to the MOPS at least 30 days before a regular session and at
		least 15 days before an extraordinary session of the General Meeting. The Company
		shall prepare the shareholders' meeting handbook and supplementary information of
		the meeting in electronic version and upload the information to the MOPS at least 21
		days before a regular session or at least 15 days before a special session of the
		General Meeting. However, if the Company's paid-in capital amounted to at least
		NTD 10 billion at the end of the most recent fiscal year, or the total number of
		foreign and Chinese investors registered in the shareholders' register in the most
		recent fiscal year reached 30 percent or more, the Company shall upload the
		aforementioned electronic version of the handbook and supplementary information to
		the MOPS at least 30 days before the scheduled date of the regular session or at least
		15 days before the scheduled date of the special session.
		At least 15 days before the general meeting, the Company shall prepare the meeting
		handbook and supplementary materials, making them available for shareholders to
		review at any time. These materials shall also be displayed at the Company and the
		professional stock agency appointed by the Company.
		The Company shall provide the shareholders with the agenda handbook and
		supplementary information of the meeting in the preceding paragraph in the
		following manner on the day of the meeting:
		1. When the shareholders' meeting is held, it shall be held on the spot.
		2. When the shareholders' meeting is held by video conference, it shall be held on the
		spot of the shareholders' meeting, and the electronic file shall be transmitted to the
		video conference platform.
		3. When the Company holds a video conference, it shall upload the video to the
		video conference platform.
		The reasons for convening a meeting shall be stated in the meeting notice and
		public announcement. The meeting notice may be given by
		electronic means if approved by the recipient.

~30~

The election or discharge of directors, alteration of the Articles of Incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, dissolution, merger, spin-off, or any matters as set forth in Article 185, paragraph 1 of the Company Act, Article 26-1 and 43-6 of the Securities and Exchange Act, Article 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening a general meeting, and shall not be proposed as impromptu motions. If the convening of the shareholders' meeting has stated the full re-election of directors, and the date of office is specified, the date of office cannot be changed by extempore motions or other methods after the re-election of the shareholders' meeting. Shareholders holding one percent or more of the total number of issued shares may propose to the Company a proposal for discussion at a regular shareholders' meeting, provided that only one matter shall be included in each shareholder's meeting, and no proposal containing more than one matter shall be included in the meeting. The Board of Directors may exclude a proposal submitted by a shareholder that meets any of the conditions described in Article 172-1, paragraph 4 of the Company Act. Shareholders may propose proposals to urge the Company to promote public interests or fulfill its social responsibilities. The procedures shall be in accordance with Article 172-1 of the Company Act, and one proposal shall be limited to one item. Any proposal containing more than one item will not be included in the agenda. The Company shall announce the motions proposed by the shareholders, the written or electronic means of accepting the motions, and the location and time period for accepting the motions before the book closure date before a general meeting is held; the period for accepting the motions shall not be less than ten days. The motions proposed by the shareholders shall be limited to 300 words. Any motion exceeding 300 words will not be included in the agenda. The shareholders shall attend the general meeting in person or entrust a third party to attend the general meeting and participate in the discussion of the motions. The Company shall notify the shareholders of the motions being proposed and discussed before the date of the shareholders' meeting, and shall list the motions meeting the requirements of this Article in the meeting notice. The Board of Directors shall explain the reasons for not including the motions of the shareholders not listed in the agenda of the shareholders' meeting. Article 3-2： The meeting shall be held at the premises of the Company, or at such other place and time as the Company may determine from time to time, and the opinion of the independent directors shall be fully considered in determining the place and time of the meeting. The meeting may not be held earlier than 9 a.m. or later than 3 p.m. When the Company holds a videoconference, the location of the meeting shall not be subject to the restrictions of the preceding paragraph. The Company shall specify in the meeting notice the time and place for shareholders, solicitors, and proxies (hereinafter referred to as shareholders) to report attendance, and other matters to be noted.

The time for accepting shareholder attendance registrations referred to in the preceding paragraph shall be at least 30 minutes before the meeting starts. The place for accepting registrations shall be clearly marked, and sufficient and appropriate personnel shall be assigned to handle the registrations. The video conference shall be held at least 30 minutes before the meeting starts, and the shareholders who complete the registration shall be deemed to have attended the meeting in person. Shareholders shall attend the shareholders' meeting with the attendance card, sign-in card, or other documents for attending the meeting. The Company shall not arbitrarily add other documents to the proof of attendance of the shareholders. Solicitors soliciting proxy forms shall bring their identity documents for verification. Article 3-3: The Company shall specify the following matters in the notice of the shareholders' meeting, which is a video conference:

Shareholders' participation in video conferencing and exercise of rights
The handling method for the video conferencing platform or the video conferencing method that is not able to proceed due to natural disasters, changes in the situation or other force, including at least the following matters:

~31~

  - (I) The time when the aforesaid obstacles continue to be unable to be eliminated and the meeting is postponed or resumed, and the date when the meeting is postponed or resumed.

  - (II) The shareholders who do not register to attend the meeting shall not participate in the meeting after the meeting is postponed or resumed.

  - (III) If the shareholders' meeting is not able to proceed by video conference, the number of shares present at the shareholders' meeting by video conference shall be deducted from the total number of shares present at the shareholders' meeting, and the shareholders' meeting shall be continued. If the shareholders participate in the shareholders' meeting by video conference, the number of shares present at the shareholders' meeting shall be counted in the total number of shares present at the shareholders' meeting, and the shareholders shall be deemed to have waived their rights on all motions at the shareholders' meeting.

  - (IV) If the result of the motion has been announced, but the extempore motion has not been processed, the handling method shall be stated.

Convening of video conferencing shareholders' meetings, and the appropriate substitute measures provided to shareholders who have difficulty in participating in the shareholders' meetings by video conferencing. In addition to the requirements of Paragraph 6, Article 44-9 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall at least provide shareholders with the necessary equipment and necessary assistance, and specify the period for shareholders to apply to the Company and other matters to be noted.
Article 4: The Company shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the meeting, and the voting and counting procedures for the shareholders' meeting. The video and audio data in the preceding paragraph shall be retained for at least one year. However, if a shareholder files a lawsuit in accordance with Article 189 of the Company Act, the lawsuit shall be kept until the end of the lawsuit. If the shareholders' meeting is held by video conference, the Company shall keep a record of the registration, registration, attendance, inquiry, voting and results of the Company's vote counting of the shareholders, and shall keep the video conference on record and videotape the entire process.
The Company shall properly keep the aforementioned data and audio and video recording of the meeting on record for the duration of the existence of the meeting, and the audio and video recording of the meeting shall be provided to the trustee for the custody of the trustee for the video conferencing. If the shareholders' meeting is held by video conference, the Company is advised to record the video conference platform back-end interface.
Article 5: Attendance at Shareholders' Meetings shall be calculated based on the number of shares.
The number of shares represented by the attending shareholders shall be calculated based on the attendance book records or the number of shares represented by the sign-in book, the video conferencing platform, and the number of shares with voting rights exercised in writing or electronically.
The chair shall call the meeting to order at the appointed meeting time, and announce the relevant information, such as the number of shares present and the number of shares without voting rights, etc.

If the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement of the meeting, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one-third of the total number of issued shares, the Chairman shall declare the meeting adjourned. If the meeting is held by video conference, the company shall announce the meeting adjourned on the video conference platform.

If the quorum is not met after two postponements as described in the preceding paragraph, but the attending shareholders still represent less than one-third of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act. All shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within one month. If the meeting is held by video conference, if the shareholders want to

~32~

attend by video conference, they shall be registered again with the Company pursuant to Article 3. If the meeting is still in progress, and the attending shareholders represent more than half of the total number of issued shares, the chair may resubmit the tentative resolution for a final decision by the shareholders' meeting pursuant to Article 174 of the Company Act. Article 6: Unless otherwise provided by law, the Board of Directors shall convene the Shareholders Meeting of the Company. Unless otherwise provided by the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall specify in its Articles of Incorporation the procedures for shareholders' meetings, and shall, by a resolution of the Board of Directors, and subject to the resolution of a shareholders' meeting, which shall be attended by two-thirds or more of the Directors and approved by a majority of the Directors present, proceed to carry out. Any change in the method of convening a shareholders' meeting shall be resolved by the Board of Directors, and shall be made at least before the notice of the shareholders' meeting is given. If the shareholders' meeting is convened by the Board of Directors, the meeting shall be chaired by the Chairman of the Board of Directors. When the Chairman of the Board of Directors is on leave or for any reason unable to exercise the powers of the Chairman, the Chairman shall designate a director to act as the proxy. If the Chairman does not make such a designation, the directors shall select from among themselves one person to serve as the proxy. The Company may appoint its retained lawyers, certified public accountants or related personnel to attend the shareholders' meeting in a non-voting capacity. If a shareholders' meeting is convened by the Board of Directors, the meeting agenda shall be set by the Board of Directors. The meeting shall proceed in accordance with the agenda, which shall not be changed without a resolution of the shareholders' meeting. If the shareholders' meeting is convened by any person having the convening right other than the Board of Directors, the provisions of the preceding paragraph shall apply. The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extempore motions). If the chair declares the meeting adjourned in violation of the rules of procedure, other members of the Board of Directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting. After the meeting is adjourned, except for the circumstances described in the preceding paragraph, shareholders shall not elect another Chairman or seek another venue to continue the meeting. Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number or attendance card number, and account name. The order in which shareholders speak will be set by the chair. If an attending shareholder only submits a speaker's slip but does not speak, it shall be deemed no speech. If the content of the speech is inconsistent with the speaker's slip, the content of the speech shall prevail.

Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed five minutes. However, the chair may terminate a shareholder's speech if the shareholder has violated the rules or exceeded the scope of the topic.

When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have obtained the consent of the chair and the speaking shareholder; the chair shall stop any violation.

If the person is not in compliance with the two Chairman's order, proceed to Article 15.

When a legal person shareholder appoints two or more representatives to attend a shareholders meeting, only one of the representatives so appointed may speak on the same proposal.

After an attending shareholder has expressed an opinion, the chair may respond or direct relevant personnel to respond.

~33~

		If the shareholders' meeting is convened by video conference, the shareholders who
		participated in the meeting by video conference may ask questions on the video
		conference platform in text before the meeting is adjourned. The number of
		questions on each proposal shall not exceed two times, and each time shall not
		exceed two words, and the first to sixth paragraphs shall not apply.
		If the aforementioned questions do not violate the rules or exceed the scope of the
		motion, it is advisable that such questions be disclosed on the shareholders' meeting
		platform for reference.
Article	8:	(deleted)
Article	9:	The Chairman shall give sufficient time and opportunity for the shareholders to
		discuss the motions, amendments to the motions, or extempore motions. When the
		Chairman deems that the time for voting is reached, the Chairman may announce the
		discussion closed, put the motions to vote, and arrange sufficient time for voting.
		In the event of an amendment or substitute to the same motion under Article 10, the
		Chairman shall determine the sequence of voting together with the original motion. If
		one of the motions has been approved, the other motions shall be deemed rejected
		and no further voting is required.
		Resolutions at a shareholders' meeting shall be recorded in the minutes of the
		meeting, which shall be affixed with the signature or seal of the Chairman of the
		meeting. The preparation, distribution and maintenance of the minutes of meeting on
		record shall be handled in accordance with the relevant provisions of the Company
		Act.
		The Company may distribute the aforementioned minutes of meeting on record by
		way of public announcement through the MOPS.
		The minutes of meeting shall be prepared with the date, month, year, place, name of
		the Chairman, method of resolution, the summary of the proceedings and the result
		of the meeting (including the number of votes). In case of an election of directors, the
		number of votes of each candidate shall be disclosed. It shall be retained for the
		duration of the existence of the Company.
		If the shareholders' meeting is convened by video conference, the minutes of the
		meeting shall record the time of the meeting, the method of convening, the name of
		the Chairman and the minutes taker, and the handling method and handling situation
		of the video conference platform or the handling of the video conference when the
		platform is blocked by natural disasters, changes in the situation or other force
		majeure events.
		In addition to the provisions of the preceding paragraph, the Company shall also
		specify in its minutes of meeting on video the substitute measures for the
		shareholders who have difficulty in attending the meeting in person.
Article	11:	When a meeting is in progress, the chair may announce a break based on time
		considerations. If a force majeure event occurs, the chair may rule the meeting
		temporarily suspended and announce a time when, in view of the circumstances, the
		meeting will be resumed. If the meeting venue is no longer available for continued
		use before the conclusion of the meeting agenda (including extempore motions) of
		the shareholders' meeting, the shareholders' meeting may adopt a resolution to
		resume the meeting at another venue. The shareholders' meeting may be postponed
		or resumed within five days in accordance with Article 192 of the Company Act.
Article	12:	Attendance and voting at shareholders' meetings of the Company shall be calculated
		based on the number of shares, and each shareholder shall have one vote for each
		share held. No voting right is attached to the motion under the circumstances
		described in Article 179 of the Company Act. The number of shares held by the
		shareholders without voting rights shall not be counted in the total number of issued
		shares when the resolution of the shareholders' meeting is made.
		When the Company holds a shareholders' meeting, it may adopt the exercise of
		voting rights by correspondence or electronic means; if voting rights are exercised by
		correspondence or electronic means, the method of exercise shall be specified in the
		shareholders' meeting notice. A shareholder who exercises his/her voting rights by
		correspondence or electronic means shall be deemed to have attended the
		shareholders' meeting in person. However, the Company shall be advised to avoid
		proposing extraordinary motions and amendments to original motions at a general
		meeting, as it shall be deemed to have waived its voting rights on any extraordinary
		motions or amendments to original motions.
		If the shareholder exercises his/her voting rights by way of a written ballot or by way
		of electronic transmission under the preceding paragraph, the intent of the

~34~

shareholder shall be delivered to the Company two days prior to the scheduled date of the meeting. In case of duplicate delivery, the earliest delivery shall prevail. Unless the declaration is made to cancel the intent of expression before the declaration.

After a shareholder exercises his/her voting rights by correspondence or electronic means, if he/she wants to attend the shareholders' meeting in person or by video, he/she shall express the intent of revoking the intent expression previously expressed in the same manner as the revocation of the intent expression previously expressed in the preceding paragraph two days before the shareholders' meeting; otherwise, the revocation of the intent expression previously expressed by correspondence or electronic means shall prevail. If the voting rights are exercised in writing or by way of electronic transmission, and the proxy form is appointed to attend the shareholders' meeting, the voting rights exercised by the proxy at the meeting shall prevail. Unless otherwise provided by the Company Act and the Company's Articles of Incorporation, the motion is passed by a majority of the voting rights represented by the attending shareholders. When voting, the chair or the chair's designated personnel shall first announce the total number of voting rights represented by the attending shareholders for each proposal, followed by a poll of the shareholders on each proposal. The results of the votes cast for, against and abstained shall be entered into the MOPS on the same day after the meeting. If no objection is voiced after the chair consulted all the shareholders present, the motion is deemed to have been passed with the same effect as a vote. If there is any objection, a poll shall be conducted in accordance with the preceding paragraph. The counting of votes for the motions or elections at the shareholders' meeting shall be conducted in the public place of the meeting venue, and the voting results, including the statistical counting of votes, shall be announced on the spot after the counting is completed and recorded. When the Company holds a video conference, the shareholders who participated in the video conference shall vote on each motion and the election of directors through the video conference platform after the Chairman announces the meeting. The voting shall be completed before the Chairman announces the end of the voting. If the time limit is not met, the shareholders shall be deemed to have waived their rights. If the shareholders' meeting is convened by video conference, the results of the vote shall be counted once after the Chairman announces the end of the vote, and the results of the vote and the election shall be announced. When the Company holds a videoconference, the shareholders who have registered for the videoconference in accordance with Article 6 shall attend the meeting in person. They shall revoke the registration two days before the meeting in the same manner as the revocation of the registration. If the revocation is made after that time, only the videoconference may be used. If the shareholder exercises the voting right in writing or by way of electronic transmission, and has not revoked the intent of expression, and participates in the shareholders' meeting by way of video conferencing, except for extempore motions, the shareholder shall not exercise the voting right on the original motion or the amended motion, or the amended motion, on the original motion. If a shareholder has a personal interest in an agenda item that is likely to prejudice the Company's interests, he/she may not participate in the voting on that item and may not exercise voting rights on behalf of another shareholder. The number of shares not entitled to exercise voting rights shall not be counted in the number of voting rights of the shareholders present. Shareholders may appoint a proxy to attend the shareholders' meeting by executing a power of attorney printed by the Company, stating therein the scope of authorization. Except for a trust enterprise or a stock agency approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights of that proxy shall not exceed 3% of the voting rights of the total number of issued shares, and if that percentage is exceeded, the voting rights in excess of that percentage shall not be counted. A shareholder may only execute one proxy form and appoint one proxy only, and shall deliver the form to the Company five days prior to the scheduled date of the meeting. In case of duplicate forms, the first one delivered to the Company shall prevail. However, this does not apply to the appointment of proxy cancellation. After the delivery of the authorization of agent to the Company, if the shareholder intends

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		to attend the meeting in person, a written notice of revocation of the authorization
		shall be submitted to the Company at least two days prior to the meeting. If the
		revocation notice is submitted after that time, the proxy shall be deemed to have
		attended the meeting.
		After the delivery of the authorization of agent to the Company, if the shareholder
		intends to attend the meeting by video, a written notice of proxy cancellation should
		be submitted to the Company two days prior to the meeting. If the cancellation
		notice is submitted after that time, the proxy cancellation shall be based on the
		voting rights exercised by the proxy at the meeting.
Article	13:	The vote monitoring and counting personnel for the motion shall be appointed by the
		chair, provided that the monitoring personnel shall be shareholders. The results of the
		voting shall be announced on the spot and recorded.
Article	14:	If an election of directors is held at a shareholders' meeting, the election results,
		including the names of those elected as directors and the numbers of votes with
		which they were elected, and the names of those not elected as directors and the
		numbers of votes with which they were not elected, shall be announced on the spot in
		accordance with the applicable election and appointment rules adopted by the
		Company.
		The ballots for the election referred to in the preceding paragraph shall be sealed and
		signed by the scrutineers and kept in proper custody for at least one year. However, if
		a shareholder files a lawsuit according to Article 189 of the Company Act, the
		lawsuit shall be kept until the end of the lawsuit.
Article	15:	Administrative personnel at the shareholders' meeting shall wear ID or arm badge.
		The chair may direct the picket or security personnel to assist in maintaining the
		order of the meeting venue. When the proctors or security personnel assist in
		maintaining order at the meeting place, they shall wear arm badge or ID card marked
		with the wordings of "Proctor". If the meeting place is equipped with sound
		amplifying equipment, the chair may terminate any shareholder's speech unless the
		shareholder is using the equipment set up by the company. If a shareholder violates
		the rules of procedure and is not willing to be ordered by the chair to take corrective
		action, the chair may direct the picket or security personnel to escort the shareholder
		from the meeting venue.
Article	16:	If the solicitor solicits for the quantity of shares, the number of shares represented by
		the proxy, and the number of shares represented by the shareholders present in the
		meeting in writing or by way of electronic transmission, the Company shall prepare
		the statistical form in the prescribed format on the day of the meeting and disclose
		the information clearly at the meeting place. If the meeting is convened by video
		conference, the Company shall upload the aforesaid information to the video
		conference platform at least 30 minutes before the meeting and continue to disclose
		the information until the end of the meeting.
		When the Company holds a video conference, the total number of shares represented
		by the attending shareholders shall be disclosed on the video conference platform
		when the meeting is in progress. The same shall apply to the total number of shares
		and the number of voting rights represented by the attending shareholders, if any, at
		the meeting.
		If matters put to a resolution at a shareholders' meeting constitute material
		information under applicable laws or regulations or under Taiwan Stock Exchange
		Corporation (Taipei Exchange) regulations, the Company shall upload the content of
		such resolution to the MOPS within the prescribed time period.
Article	17:	If the shareholders' meeting is held by video conference, the Company shall disclose
		the results of the motions and the results of the election on the platform of the video
		conference in accordance with the regulations, and shall continue to disclose the
		results for at least 15 minutes after the Chairman announces the meeting adjourned.
Article	18:	When the Company holds a videoconference, the Chairman and the minutes taker
		shall be at the same place in the country. The Chairman shall announce the address of
		the place during the meeting.
Article	19:	If the shareholders' meeting is held by video conference, the Company may provide
		the shareholders with a simple connection test before the meeting and provide related
		services immediately before the meeting and during the meeting to help the technical
		problems of the communication.
		If the shareholders' meeting is convened by video conference, the Chairman shall
		announce the meeting at the time of the meeting. In addition, the Chairman shall
		announce that the meeting is not postponed or resumed pursuant to Article 44-20,

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paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies. If the video conference platform or the video conference is blocked by natural disasters, changes in the situation, or other force majeure events, the meeting shall be postponed or resumed within five days of the date of the meeting, which is not applicable to Article 192 of the Company Act. If the meeting is postponed or resumed before the date of occurrence, the shareholders who are not registered shall not participate in the meeting.

If the meeting is postponed or resumed in accordance with the second paragraph, the number of shares represented by the shareholders who have registered to attend the meeting and have completed the registration, and the number of shares, voting rights and election rights of the shareholders who do not participate in the meeting shall be counted in the total number of shares, voting rights and election rights of the shareholders present at the meeting.

If the shareholders' meeting is postponed or resumed pursuant to the second paragraph, the motion for the completed voting and counting and the results of the voting or the list of the elected directors and supervisors shall not be discussed and resolved again.

If the Company holds a video conference to assist shareholders' meeting, and the meeting cannot be continued as stated in paragraph 2, the meeting shall be resumed if the number of shares present is still equal to the statutory number of shares after deducting the number of shares present at the meeting in a video conference manner. The meeting shall be resumed without the need to postpone or resume the meeting in accordance with paragraph 2.

The matters referred to in the preceding paragraph shall be continued, and the shareholders shall participate in the shareholders' meeting by way of videoconference. The number of shares present shall be counted in the total number of shares represented by the shareholders present, but the shareholders shall be deemed to have waived their rights on all motions at the shareholders' meeting. If the Company delays or continues the meeting in accordance with the second paragraph, it shall comply with the provisions of Paragraph 7, Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies, and shall complete the preparation work in accordance with the original date of the shareholders' meeting and the relevant provisions of each article. The date of the meeting of shareholders of the public company shall be postponed or resumed in accordance with the second paragraph of Article 12, paragraph 3 of Article 13, paragraph 2 of Article 44-5, paragraph 4 of Article 44-15, and paragraph 1 of Article 44-17 of the Regulations Governing the Administration of Shareholder Services of Public Companies.
Article 20: When the Company holds a videoconference, it shall provide appropriate substitute measures for shareholders who have difficulty in attending the meeting in a videoconference manner. In addition to the requirements of Paragraph 6, Article 44-9 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall at least provide shareholders with the necessary equipment and necessary assistance, and specify the period for shareholders to apply to the Company and other matters to be noted.
Article 21: These Rules, and any amendments hereto, shall be implemented after adoption by a shareholders' meeting.

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Appendix 2 TWOWAY Communications Inc. Articles of Incorporation

I. General Provisions

Article 1: The Company is incorporated in accordance with the Company Act and is named TWOWAY COMMUNICATIONS INC.
Article 2: The Company's business activities are as follows:
E599010 Pipelines Engineering.
I501010 Product Designing.
E604010 Machinery Installation.
CE01010 General Instrument Manufacturing.
CC01010 Manufacture of Power Generation, Transmission and Distribution Machinery.
F113030 Wholesale of Precision Instruments.
F401010 International Trade.
E603010 Cable Installation Engineering.
E603050 Automatic Control Equipment Engineering.
F119010 Wholesale of Electronic Materials.
F113010 Wholesale of Machinery.
F213080 Retail Sale of Machinery and Tools.
F113990 Wholesale of Other Machinery and Tools.
CC01990 Other Electrical Engineering and Electronic Machinery Equipment Manufacturing.
F113070 Wholesale of Telecommunication Apparatus.
F213060 Retail Sale of Telecommunication Apparatus.
CC01110 Computer and Peripheral Equipment Manufacturing.
E605010 Computer Equipment Installation.
F113050 Wholesale of Computers and Clerical Machinery Equipment.
F213030 Retail Sale of Computers and Clerical Machinery Equipment.
CC01060 Wired Communication Mechanical Equipment Manufacturing.
CC01070 Wireless Communication Mechanical Equipment Manufacturing.
CC01080 Electronics Components Manufacturing.
F219010 Retail Sale of Electronic Materials.
CC01090 Manufacture of Batteries and Accumulators.
F113110 Wholesale of Batteries.
F213110 Retail Sale of Batteries.
E701020 Satellite Television KU and Channel C Equipment Installation.
EZ05010 Instrument and Meter Installation Engineering
F118010 Wholesale of Computer Software.
F218010 Retail Sale of Computer Software.
IG03010 Energy Technical Services.
J502020 Community Shared Antenna System TV Equipment.
JA02010 Electric Appliance and Electronic Products Repair.
E701030 Controlled Telecommunications Radio-Frequency Devices Installation Engineering.

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F401021 Telecommunications Radio-Frequency Devices Import.
CC01101 Telecommunications Radio-Frequency Devices Manufacturing.
E701010 Telecommunications Engineering.
F401091 Export and Import of Guns, Ammunition and Knives.
ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.
Article 3: The Company has its Headquarters in New Taipei City, and may establish branches or offices in Taiwan or overseas if necessary by resolution of the Board of Directors and approval of the competent authorities.
Article 4: The Company's announcement is made in accordance with Article 28 of the Company Act.
Article 5: When the Company invests in other companies, the total amount of all the investments is not subject to the restrictions of Article 13 of the Company Act. The Company shall comply with the relevant regulations issued by the competent authority of securities for the endorsement and guarantee of external parties.

II. Shares

Article 6: The total capital of the Company is NTD 1.5 billion, divided into 150 million shares of NTD 10 per share. The Board of Directors is authorized to issue the shares in installments.
The total capital mentioned in the preceding paragraph and the amount of NTD 70 million reserved for the issuance of employee stock options, totaling 7 million shares, at NTD 10 per share, may be issued in installments according to the resolution of the Board of Directors.
Article 6-1: The Company repurchases treasury shares in accordance with the Company Act, and the recipients of the transfer include employees of subsidiaries who meet certain criteria.
The Company's employees entitled to receive employee stock options or RSAs include the employees of subsidiaries of the Company meeting certain specific requirements.
When the Company issues new shares, the employees entitled to receive the shares include the employees of the subsidiaries meeting certain criteria.Article 7:The Company's shares are registered shares, signed or sealed by the directors representing the Company, and certified by a bank permitted by law before issuance.
The Company may issue shares without printing any share certificate, but shall register the issued shares with a centralized securities depositary institution.
Article 8: The Company's stock affairs shall be handled in accordance with the "Regulations Governing the Administration of Shareholder Services of Public Companies" in addition to the relevant laws and regulations.
Article 9: The transfer of shares shall be suspended within 60 days prior to the date of a regular shareholders' meeting, within 30 days prior to the date of a special shareholders' meeting, or within 5 days prior to the date fixed by the Company for distribution of dividends, bonuses, or other benefits.
Article 10: Deleted.

III. Shareholders' Meeting

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Article 11:The convening of the Shareholders Meeting is as follows:

Convened within six months after the end of each fiscal year,
Extraordinary meetings may be convened by the Board of Directors if necessary.

Article 12: If the shareholders' meeting is convened by the Board of Directors, the Chairman shall preside over the meeting. When the Chairman is on leave, the Chairman shall designate a director to act as the proxy. If the Chairman does not make such a designation, the directors shall select from among themselves one person to serve as the proxy. If the shareholders' meeting is convened by any other person having the convening right but not a director, such person shall preside over the meeting. However, if there are two or more persons having the convening right, the Chairman of the meeting shall be elected from among them.

Article 13: The convening of a regular shareholders' meeting shall be notified to each shareholder 30 days prior to the meeting. The convening of an extraordinary shareholders' meeting shall be notified to each shareholder 15 days prior to the meeting. The meeting date, venue and reason for convening shall be specified in the meeting notice and public announcement.

Article 14: Each shareholder of the Company shall have one vote for each share held, except for those who do not have voting rights as listed in relevant laws and regulations. Article 15: Unless otherwise provided by laws, resolutions at a shareholders' meeting shall be adopted by a majority of the shareholders present, or by a majority of the voting rights of the shareholders present, in person or by proxy, who represent more than half of the total number of issued shares. The Company shall include electronic transmission as one of the channels for exercising voting rights. Shareholders who exercise their votes electronically shall be deemed to have attended the meeting in person. Any matters related thereto shall be governed by applicable laws and regulations. Article 16: If a shareholder is unable to attend the shareholders' meeting in person, he/she may appoint a proxy to attend the shareholders' meeting and exercise voting rights on his/her behalf by using a proxy form issued by the competent authority.

Article 17: Resolutions at a shareholders' meeting shall be recorded in the minutes of the meeting, which shall be affixed with the signature or seal of the Chairman of the meeting and shall be distributed to all shareholders of the company within twenty days after the close of the meeting. The distribution of the minutes of meeting on record may be made by public announcement.
The minutes of meeting shall record the date, place, name of the Chairman, method of resolution, the summary of the proceedings and the results of the meeting, and shall be kept permanently during the existence of the company.

The attendance card and the proxy form shall be retained for at least one year.

Chapter 4: Directors and managers Article 18: The Company shall have 7 to 9 seats of Directors, and the term of office of the Directors shall be 3 years, and they may be re-elected. The total shareholding ratio of all directors shall be in accordance with the regulations of the competent authority of securities.

Article 18-1: If the number of vacant seats exceeds one-third of the total number of directors,

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the Board of Directors shall convene an extraordinary shareholders' meeting to hold a by-election to fill the vacancies, and the term of office of the replacements shall be limited to the expiry of the term of office of the predecessor.
Article 18-2: In accordance with Article 14-2 of the Securities and Exchange Act, among the above-mentioned number of directors, independent directors shall not be less than two and shall not be less than one fifth of the number of directors. The election of directors is based on the candidate nomination system specified in Article 192-1 of the Company Act. The implementation of the relevant matters is handled in accordance with the Company Act, Securities and Exchange Act and other relevant laws and regulations.
Article 18-3: The Company's Board of Directors may establish other functional committees in accordance with the law, and the organizational charter of which shall be established by the Board of Directors.
Article 18-4: The Company has established the Audit Committee composed of all the independent directors. The organization rules, powers and rules of procedure for meetings shall be established by the Board of Directors in accordance with the relevant laws and regulations. The Company does not have supervisors. The provisions of the Company Act, Securities and Exchange Act and other laws or regulations regarding supervisors are applicable to the Audit Committee.
Article 19: The Company's corporate shareholders have the right to appoint representatives as candidates for directors, and have the right to re-appoint representatives as directors at any time to fill the original term of office.
Article 20: The Directors shall form the Board of Directors. With the attendance of at least two-thirds of the Directors and the consents of at least half of the Directors present, the Chairman shall be elected from among the Directors. The Chairman shall represent the Company externally.
Article 21: The Board of Directors shall be convened by the Chairman of the Board of Directors. However, the first meeting of each term of the Board of Directors shall be convened by the director representing the highest number of votes at the election. The convening of the Board of Directors shall specify the meeting date, venue and agenda, and shall notify all directors at least seven days prior to the meeting. In case of emergency, the meeting may be convened at any time. The notice of the previous paragraph may be given by electronic means with the consent of the recipient.
Unless otherwise provided by the law, a resolution of the Board of Directors shall be adopted by a majority of the directors present at a meeting of the Board of Directors attended by two-thirds of the total number of directors.
Directors may appoint other directors to attend the Board of Directors in their behalf, provided that the proxy may accept the appointment of one other director only. If the Board of Directors is held by video conference, the directors who participated in the meeting by video conference shall be deemed to attend the meeting in person.
Article 22: When the Chairman is on leave or for any reason unable to exercise his/her powers, the proxy shall be handled in accordance with Article 208 of the Company Act.
Article 23: The duties of the Board of Directors are as follows:

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(I) Review of the Company's business policy and long-term and short-term development plans.
(II) Review and supervise the implementation of the annual business plan.
(III) Review of budget and review of final accounts.
(IV) Propose to increase or decrease capital.
(V) Proposal for allocation of earnings or covering of losses.
(VI) Propose the important contracts.
(VII)Propose the acquisition and disposal of important assets of the Company.
(VIII)Review of the distribution of technology and stock dividends.
(IX) Propose to amend the Articles of Incorporation.
(X) Review of the Company's organizational rules and regulations and important business practices.
(XI) Determination of the establishment, reorganization or cancellation of branch offices.
(XII)Review of major capital expenditure plans.
(XIII)Appointment and dismissal of managers.
(XIV)Convening of Shareholders' Meeting and Business Report.
(XV)Other powers granted by law and by shareholders' meetings.
Article 23-1: The Board of Directors is authorized to determine the remuneration to directors based on the degree of involvement and contribution to the Company's operations and the common level of the industry.
Article 23-2: The Company may take out liability insurance for the directors during their term of office in respect of their legal liability to perform the scope of business.
Article 24: (deleted)
Article 25: The Company shall have one General Manager, whose appointment, dismissal and remuneration shall be handled in accordance with Article 29 of the Company Act. There shall be several Deputy General Managers and managers to assist the General Manager.
Article 26: The General Manager shall manage all business of the Company under the instructions of the Chairman. Deputy General Manager shall provide assistance. The managerial officers shall be authorized to manage affairs and sign documents on behalf of the Company, and the scope of their authorization shall be determined by the department in charge and the Board of Directors.

Chapter 5 Accounting

Article 27: The Company's fiscal year shall begin on January 1 of each year and end on December 31 of the same year. Year-end accounting settlement.
Article 28: At the end of each fiscal year, the Board of Directors shall prepare the following reports and statements for submission to the shareholders' meeting for ratification: 1. Business Report.
Financial Statements.
Allocation of earnings or offset of losses.
Article 29: If the Company has earnings in the annual final accounts, the Company shall first pay taxes and cover losses of prior years according to laws and regulations, followed by setting aside 10% of the remaining earnings as legal reserve. However, this is not

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applicable if the legal reserve has reached the statutory amount. If necessary, the Company may set aside or reverse the special reserve according to laws and regulations. If there is still a balance, it will be combined with the undistributed earnings of prior years, and the Board of Directors will propose an earnings distribution or loss off-setting proposal based on the Company's dividend policy, and submit it to the shareholders' meeting for ratification. When the Company has no deficit, the legal reserve and the capital reserve in compliance with the Company Act may be used to issue new shares or cash in part or in all. When the legal reserve is used to issue new shares or cash, the amount of such reserve shall exceed 25% of the paid-in capital.

When the Company distributes new shares in accordance with the earnings distribution proposal or the legal reserve and capital reserve, the proposal shall be submitted to the shareholders' meeting for resolution. If the distribution is in cash, the Board of Directors is authorized to distribute it by special resolution and report to the shareholders' meeting.

If the Company has a balance after deducting the accumulated losses, the Company shall allocate no less than 3% as remuneration to the employees (among the allocated amount, 40% shall be distributed as the remuneration to non-executive employees) , and no more than 3% as remuneration to the Directors.

The remuneration to employees shall be distributed in the form of shares or in cash as resolved by the Board of Directors. The remuneration to employees of subsidiaries of the Company meeting certain specific requirements shall be included. The remuneration to directors shall be distributed in cash only.

The remuneration to employees and directors shall be resolved by the Board of Directors and reported to the shareholders' meeting.

Article 30: The distribution of dividends and bonuses to shareholders shall be based on the shareholders recorded in the Register on the record date of distribution.
Article 30-1:Dividend policy:
The Company will consider the economic environment and growth stage of the Company to respond to the future investment environment, capital needs, long-term financial planning, and the impact of capital expansion on profit dilution, and satisfy the needs of shareholders for cash inflow, and distribute dividends to shareholders from the distributable earnings of Article 29. The Company's dividends to shareholders may be paid in cash or shares. The Company shall set aside no less than 25% of the distributable earnings of the net income for the year as dividends to shareholders. However, the distribution may not be made if the accumulated distributable earnings are less than 25% of the paid-in capital. The cash dividends to shareholders shall not be less than 20% of the total dividends to shareholders.

Chapter 6 Supplementary Provisions

Article 31: Any details or regulations of these Articles of Incorporation shall be determined by the Board of Directors.
Article 32: Any matters not covered by these Articles of Incorporation shall be handled in accordance with the provisions of the Company Act and related laws and regulations.
Article 33: These Articles of Incorporation were established on October 9, 1992.

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The first amendment was made on November 22, 1995. The second amendment was made on November 13, 1996. The third amendment was made on March 24, 1997. The fourth amendment was made on August 11, 1997. The fifth amendment was made on July 29, 1998. The sixth amendment was made on October 15, 1998. The seventh amendment was made on May 21, 1999. The eighth amendment was made on December 13, 1999. The ninth amendment was made on May 26, 2000. The tenth amendment was made on August 25, 2000. The eleventh amendment was made on June 15, 2001. The twelfth amendment was made on November 20, 2001. The thirteenth amendment was made on June 25, 2002. The fourteenth amendment was made on June 24, 2003. The fifteenth amendment was made on June 18, 2004. The sixteenth amendment was made on June 18, 2004. The seventeenth amendment was made on June 22, 2005. The eighteenth amendment was made on June 28, 2006. The nineteenth amendment was made on June 28, 2007. The twentieth amendment was made on June 24, 2008. The twenty first amendment was made on June 29, 2010. The twenty second amendment was made on June 26, 2012. The twenty third amendment was made on June 18, 2014. The twenty fourth amendment was made on June 16, 2016. The twenty fifth amendment was made on June 20, 2019. The twenty sixth amendment was made on June 20, 2020. The twenty seventh amendment was made on August 6, 2021. The twenty eighth amendment was made on June 21, 2022. The twenty ninth amendment was made on June 13, 2023. The thirty amendment was made on June 12, 2025.

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Appendix3

TWOWAY Communications Inc.

Shareholding of All Directors

The total number of shares issued by the Company is 95,041,815 shares.
The minimum shareholding of all directors is 7,603,346 shares.
The Company has established the Audit Committee; therefore, the minimum shareholding of the supervisors is not applicable.
All directors have reached the statutory percentage.

		Book closure date: April 3,2026 Number of shares held on the book closure date Number of shares Shareholdingratio 4,439,925 4.67% 5,192,934 5.46% 39,948 0.04% 189,269 0.2% 5,648,251 5.94% 0 0% 0 0% 0 0% 0 0% 15,510,327 16.31%	Book closure date: April 3,2026 Number of shares held on the book closure date Number of shares Shareholdingratio 4,439,925 4.67% 5,192,934 5.46% 39,948 0.04% 189,269 0.2% 5,648,251 5.94% 0 0% 0 0% 0 0% 0 0% 15,510,327 16.31%
Title	Name	Number of shares held on the book closure date
		Number of shares	Shareholdingratio
Chairman	Pi-Shuang Chen	4,439,925	4.67%
Director	Kuo-Yuan Tai	5,192,934	5.46%
Director	Ming-Yuan Cheng	39,948	0.04%
Director	Wen-Yan Chang	189,269	0.2%
Director	Chang Syuan Investment Co., Ltd.	5,648,251	5.94%
Independent Director	Yung-Chih Lien	0	0%
Independent Director	Shien-Kuei Liaw	0	0%
Independent Director	Yi-Yun Chen	0	0%
Independent Director	Ching-Sung Wu	0	0%
Total		15,510,327	16.31%

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AI assistant

TWOWAY — AGM Information 2026

52711_rns_2026-04-30_80583752-be9c-4009-b67a-57858d946574.pdf

TWOWAY COMMUNICATIONS INC.

2026 Annual Shareholders’ Meeting Meeting Handbook

Table of Contents

One. Meeting Procedure

2026 Annual Shareholders’ Meeting Procedure

Two. Agenda

TWOWAY Communications Inc.

2026 Annual Shareholders’ Meeting Agenda

【 Report item 】

Proposal 2

Proposal 3

Proposal 4

【 Ratifications 】

【 Extraordinary motions 】

【 Adjournment 】

Three. Attachment

Attachment 1

2025 Business Report

Dear Shareholders:

TWOWAY Communications Inc. Audit Committee's Review Report

To

Attachment 3 - Financial Statements

Audit Opinions

Basis for Opinion

Key Audit Matters

Valuation of inventory

Description of key audit matters

Corresponding audit procedures

Other matters – Parent Company Only Financial Statements

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

TWOWAY Communications Inc. and its Subsidiaries

Consolidated Balance Sheets December 31, 2025 and 2024

TWOWAY Communications Inc. and its Subsidiaries

Consolidated Balance Sheets December 31, 2025 and 2024

TWOWAY Communications Inc. and its Subsidiaries

Consolidated Statements of Comprehensive Income January 1 to December 31, 2025 and 2024

TWOWAY Communications Inc. and its Subsidiaries Consolidated Statements of Changes in Equity January 1 to December 31, 2025 and 2024

TWOWAY Communications Inc. and its Subsidiaries Consolidated Statements of Cash Flows January 1 to December 31, 2025 and 2024

TWOWAY Communications Inc. and its Subsidiaries Consolidated Statements of Cash Flows January 1 to December 31, 2025 and 2024

Independent Auditors’ Report

To TWOWAY Communications Inc.:

Audit Opinions

Basis for Opinion

Key Audit Matters

Description of key audit matters

Corresponding audit procedures

Valuation of inventory

Description of key audit matters

Corresponding audit procedures

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

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

Tsui-Miao Yeh

TWOWAY Communications Inc.

Parent Company Only Balance Sheet December 31, 2025 and 2024

TWOWAY Communications Inc.

Parent Company Only Balance Sheet December 31, 2025 and 2024

TWOWAY Communications Inc. Parent Company Only Statement of Comprehensive Income January 1 to December 31, 2025 and 2024

TWOWAY Communications Inc.

Parent Company Only Statement of Changes in Equity January 1 to December 31, 2025 and 2024

TWOWAY Communications Inc.

Parent Company Only Cash Flow Statement January 1 to December 31, 2025 and 2024

TWOWAY Communications Inc.

Parent Company Only Cash Flow Statement January 1 to December 31, 2025 and 2024

Attachment 4

TWOWAY Communications Inc.

Earnings Distribution Table

Four. Appendix Appendix 1

Appendix 2

TWOWAY Communications Inc. Articles of Incorporation

I. General Provisions

II. Shares

Article 11:The convening of the Shareholders Meeting is as follows:

Chapter 5 Accounting

Appendix3

TWOWAY Communications Inc.

Shareholding of All Directors

TWOWAY AGM Information 2026