Stock Code: 2022

TYCOONS

Tycoons Group Enterprise Company Limited

2026 Annual General Meeting Meeting Handbook

9.00 a.m., May 28, 2026

No. 79-1, Xinle St., Gangshan Dist., Kaohsiung City 820, Taiwan (R.O.C.)

(meeting room of the Company)

Physical shareholders meeting

Meeting... 1
Agenda... 2
One. Report Items... 3
Two. Ratification Items... 9
Three. Discussion Items... 10
Four. Extraordinary Motions... 10

Attachment

Report on Remunerations of Directors for 2025... 11
Financial Statements and Independent Auditor's Report... 12
Comparison Table for Amendments to the “Procedures for Lending Funds to Others”... 32
Articles of Incorporation of Tycoons Group Enterprise Company Limited... 35
Rules and Procedures for Shareholder Meetings... 40
Shareholding of All Directors... 43

Tycoons Group Enterprise Company Limited

Meeting Procedure for 2026 Annual General Shareholders’ Meeting

I. Call Meeting to Order (when the attending shareholders representing the number of attending voting rights has met the regulatory cut-off requirement)
II. Chairperson’s Address
III. Report Items
IV. Ratification Items
V. Discussion Items
VI. Extraordinary Motions
VII. Adjournment

Tycoons Group Enterprise Company Limited

Agenda of 2026 Annual General Shareholders’ Meeting

Meeting type: Physical shareholders meeting.

Time: May 28, 2026 (Thursday), 9.00 a.m.

Venue: No. 79-1, Xinle St., Gangshan Dist., Kaohsiung City 820, Taiwan (R.O.C.)
(meeting room of the Company)

Chairperson Remarks

One. Report Items:

I. Business Report for 2025.
II. Audit Committee’s Review Report of Audited Financial Statements for 2025.
III. Report on Remunerations of Directors for 2025.

Two. Ratification Items:

I. Ratification for Business Report and Financial Statements for 2025.
II. Ratification for Accumulated Losses Offsetting Proposal for 2025.

Three. Discussion Items

I. Discussion of amendments to the Company's “Procedures for Lending Funds to Others”

Four. Extraordinary Motions

Five. Adjournment

One. [Report Items]

I. Business Report for 2025.

(I) Implementation Status of Business Plans

The 2025 individual operating revenue of the Tycoons Group was NT$1,124 million, decreasing by NT$1,421 million and 21% year-to-year, and the consolidated operating revenue was NT$9,342 million, increasing by NT$8,004 million and 17% year-to-year. The net loss after tax was NT$6 million, and the net loss after tax per share was NT$0.02.

In 2025, due to the U.S.-China trade war, U.S. tariffs, and the ongoing Russo-Ukrainian War, steel demand declined, resulting in a decrease in the Company's revenue compared to the previous period. However, through effective cost control and an increased share of profits of affiliated companies accounted for using the equity method, the net loss after tax decreased by NT$159 million compared to the previous period.

The war in the Middle East led to an increase in international oil and natural gas prices. In the short term, this is likely to cause volatility in energy and logistics costs. However, tightening supply and rising reconstruction demand are expected to boost steel demand, drive a recovery in demand, and encourage market inventory replenishment, thereby creating a turning point for the steel market.

Looking ahead, the steel market in 2026 is expected to be favorable, supported primarily by China's export controls, global infrastructure demand (such as wind power projects and AI data centers), and downstream restocking needs in Europe. While some regions continue to face inventory pressure, this is anticipated to ease after the first quarter, with steel demand projected to remain strong throughout 2026.

Unit: NTD thousand

Profit or Loss Item	2025	%	2024	%	Increase/Decrease	%
Operating Revenues	1,124,114	100	1,420,769	100	(296,655)	(21)
Operating Cost	(1,092,172)	(97)	(1,409,974)	(99)	317,802	(23)
Gross Profit	31,942	3	10,795	1	21,147	196
Unrealized Loss from Sales	(777)	(0)	(2,176)	(0)	1,399	(64)
Realized Gain from Sales	1,057	0	10,090	1	(9,033)	(90)
Gross (Loss) Profit - Net	32,222	3	18,709	1	13,513	72
Operating Expenses	(100,209)	(9)	(104,011)	(7)	3,802	(4)
Loss from Operations	(67,987)	(6)	(85,302)	(6)	17,315	(20)
Non-operating Income and Expenses	66,158	6	(68,998)	(5)	135,156	(196)
Profit (Loss) before Income Tax	(1,829)	(0)	(154,300)	(11)	152,471	(99)
Net Profit (Loss) for the Year	(6,115)	(1)	(165,301)	(12)	159,186	(96)
Earning (Loss) per share	(0.02)		(0.49)

(II) Financial Income and Loss

Unit: NTD thousand

Item	2025	2024	Increase /decrease
Net cash generated from (used in) operating activities	41,524	(192,316)	233,840
Net cash generated from (used in) investing activities	(271,860)	(138,872)	(132,988)
Net cash generated from (used in) financing activities	205,049	94,283	110,766

The net cash inflow from operating activities increased compared to the previous period, mainly due to the decrease in loss before tax, prepayments for the current period.
The increase in net cash outflow from investing activities from the previous period was mainly due to the increase in acquisition of investments accounted for using the equity method, property, plant and equipment.
Net cash inflow in financing activities increased compared to the previous period, mainly due to the increase in current borrowings, and no appropriation of cash dividend for the current year.

(III) Profitability Analysis

Item	2025	2024
Return on assets (%0	-0.02	-4.36
Return on equity (%)	-0.18	-4.73
Net margin (%)	-0.54	-11.63

In 2025, the Company saw a net loss. As such the profitability ratios for the year are all negative.

(IV) Research and development:

Due to the change in business environment, the Company shall continue to improve its production processes and develop new products.

(V) Future business strategy and important production and marketing policies:

In light of the fierce competition in the wire rod market, the Company is committed to process improvement, focusing on high-quality, low-cost, and high-capacity production to expand its market share and build strong customer partnerships.
Closely monitor domestic and international steel market dynamics and changes in raw material prices, and adjust pricing and sales strategies in a timely manner to respond to market conditions.
Diversify the customer base and expand into multiple industries, such as construction, real estate investment, and manufacturing, to reduce reliance on any single customer group.
Manage inventory and production effectively and adjust production capacity to align with demand trends to reduce the risk of inventory backlog.
Strengthen long-term customer partnerships and continue expanding sales channels to retain clients and capitalize on market growth opportunities.

(VI) Execution of budget: Not applicable.

(VII) Future prospects

Although the steel industry did not directly benefit from the U.S.-Taiwan Agreement on Reciprocal Trade, midstream and downstream steel-consuming industries benefited from the Agreement and saw accelerated destocking, which is expected to indirectly boost upstream steel demand. Recently, the U.S.-Iran war has heightened geopolitical risks, pushing up global energy and shipping costs. With China’s implementation of steel export controls, prices across the steel industry supply chain are expected to increase. The Company will leverage its strong presence in Taiwan, ASEAN, and China, implement production line automation, and adopt a circular economy model to further reduce costs, strengthen competitive advantages, and enhance business resilience and adaptability.

In the future, we shall deepen product planning and pursue cost reduction to maintain our core competitive advantages in the steel industry. By upholding the philosophy of self-surpassing, the Company pursues product diversification and enhancement of operating efficiency to cater to the rapid changing market and create more profit for the shareholders.

Tycoons Group Enterprise Company Limited

Chairman: Huang, Wen-Sung
President: Lu, Yen-Chuan
Finance Director: Chou, Pi-Wan

II. Audit Committee’s Review Report of Audited Financial Statements for 2025.

Audit Committee’s Review Report

The Board of Directors have passed the business report, financial statements, and accumulated losses offsetting proposal for the year 2025, among which the financial statements have been audited and reviewed by Chen Cheng-Chu and Lee Fang-Wen, who are both certified accountants from the CPA firm of Ernst & Young and they have issued an audit report. The above mentioned business report, financial statements, and accumulated losses offsetting proposal were reviewed by the Audit Committee and considered that there was no discrepancy. The above mentioned reports are presented as required by Securities and Exchange Act and Company Act, for further inspection.

To:

2026 Annual General Shareholders’ Meeting of Tycoons Group Enterprise Company Limited

Convener of Audit Committee: Wei, Gong-Ao
March 12, 2026

III. Report on Remunerations of Directors for 2025.

(I) The correlation between policies, standards, and portfolios for the Company’s payment of remuneration to directors (including independent directors), the procedures for determining remuneration, and business performance and future risks:

Pursuant to the "Articles of Incorporation" and the "Regulations Governing the Remuneration of Directors and Managerial Officers," the Company may pay directors a fixed monthly remuneration and transportation allowance based on actual meeting attendance; if the Company records a profit during the year, it shall allocate no more than 1% of the profit as remuneration to directors.
Directors’ fixed remuneration is determined by the Remuneration Committee, taking into account market benchmarks and whether the individual holds a position in the Company. The proposed remuneration is then submitted to the Board of Directors for approval following a regular assessment of its reasonableness.
Remuneration to directors is determined by the Remuneration Committee, taking into account the Company’s operating performance, the directors’ level of participation in the Company’s operations (such as serving as joint endorsers or guarantors for the Company), and the evaluation results outlined in the “Regulations Governing the Performance Evaluation of the Board of Directors and Functional Committee” (including directors’ attendance rate and continuing education), with assigned weightings. Remuneration is allocated based on these weightings upon submission to the Board of Directors for approval.

(II) Report on remunerations of directors for 2025, please refer to page 11 of the Meeting Handbook, Attachment 1.

Two. [Ratification Items]

Proposal 1 (Proposed by the Board of Directors)

Proposal: Ratification for business report and financial statements for 2025.

Description: The financial statements for 2025 had been reviewed by the Audit Committee and resolved by the Board of Directors. Furthermore, certified public accountants, Chen Cheng-Chu and Lee Fang-Wen from Ernst & Young had conducted an audit and issued an independent auditor’s report for the financial statements (see pages 12-31 of the Meeting Handbook, Attachment 2). The Audit Committee had also reviewed the business report (see pages 3-6 of the Meeting Handbook) and issued a report.

Resolution:

Proposal 2 (Proposed by the Board of Directors)

Proposal: Ratification for Accumulated Losses Offsetting Proposal for 2025.

Description: The accumulated losses offsetting proposal for 2025 is as follows.

Tycoons Group Enterprise Company Limited
Deficit Compensation Statement
2025

Item	Unit: NTD $
	Amount
Beginning balance of accumulated losses	( $ 158,903,146 )
Net loss after tax for the period	( 6,114,507 )
Actuarial gains and losses on defined benefit plan	545,621
Deficit yet to be compensated at the end of the period	( $ 164,472,032 )

Chairwoman: Huang, Wen-Sung
President: Lu, Yen-Chuan
Finance Director: Chou, Pi-Wan

Resolution:

Three. [Discussion Items]

Proposal 1 (Proposed by the Board of Directors)

Proposal: Discussion of amendments to the Company's “Procedures for Lending Funds to Others”

Description: Pursuant to the amendments on the law and regulations, it is proposed to make amendments to the partial articles of the “Procedures for Lending Funds to Others”. For the comparison table for the amendments, please see pages 32-34 of the Meeting Handbook, Attachment 3.

Resolution:

Four. [Extraordinary Motions]

Five. [Adjournment]

Attachment 1

TYCOONS GROUP ENTERPRISE CO., LTD.

Report on Remunerations of Directors for 2025

Unit: NT$, %

Position	Name	Remuneration of directors	Sum of A, B, C and D as a percentage of net income after tax	Compensation to directors also serving as employees	Sum of A, B, C, D, E, F and G as a percentage of net income after tax	Compensation from affiliates other than subsidiaries or parent company
Remunerations (A)	Pensions (B)	Director earnings distribution (C)	Business expenses (D)	Salary, bonuses, and special allowance (E)	Pensions (F)	Employee earnings distribution (G)
The Company	All companies included in the financial statements	The Company	All companies included in the financial statements	The Company	All companies included in the financial statements	The Company
Director	Huang, Wen-Sung	600,000	1,144,272	0	0	0
Director	Lu, Yen-Chuan	360,000	636,243	0	0	0
Independent Director	Wei, Kung-Ao	360,000	360,000	0	0	0
Independent Director	Liu, Jung-Chin	214,000	214,000	0	0	0
Independent Director	Huang, Chun-Kai	360,000	360,000	0	0	0
Independent Director	Wu, Chung-Hsin	150,000	150,000	0	0	0

Note 1: Independent director Wu, Chung-Hsin stepped down following the full re-election of the Board of Directors on May 28, 2025. Independent director Liu, Jung-Chin assumed office following the full re-election of the Board of Directors on May 28, 2025.

Financial Statements and Independent Auditor's Report

Attachment 2

Independent Auditors' Report

To TYCOONS GROUP ENTERPRISE CO., LTD.

Opinion

We have audited the accompanying parent company only balance sheets of TYCOONS GROUP ENTERPRISE CO., LTD. (the "Company") as of December 31, 2025 and 2024, and the related parent company only statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2025 and 2024, and notes to the parent company only financial statements, including the summary of significant accounting policies (together "the parent company only financial statements").

I In our opinion, based on our audits, the parent company only financial statements referred to above present fairly, in all material respects, the parent company only financial position of the Company as of December 31, 2025 and 2024, and the parent company only financial performance and cash flows for the years ended December 31, 2025 and 2024, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

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

Inventory Valuation

As of December 31, 2025, the Company’s net inventories, sold wire rod and spheroidized wire, amounted to NT$172,436 thousand, representing 4% of the total assets, which is significant for the financial statements. Since the raw materials of inventories are significantly affected by the price of the international market and the speed of change of the respective industries. Evaluation involves management’s significant accounting estimation and judgement; Therefore, we considered this a key audit matter.

Our audit procedures included, but not limited to, assessing the appropriateness of the accounting policy of inventories evaluation; evaluating and testing the internal controls established by management for inventory write-downs, including conducting walkthrough tests to verify the design and operational effectiveness of control points; obtaining and sampling the allowance for inventory write-down calculation reports to verify the accuracy of the net realizable value amounts adopted by management; reviewing original documents related to inventory movements to confirm the accuracy of aging classifications; analyzing market value information of inventory items, such as steel raw materials, to assess the reasonableness of obsolescence, evaluating the provision rate for slow-moving inventories, and recalculating the accuracy of the inventory write-down allowance; understanding the warehouse management process, reviewing the annual stocktaking plan, and participating in the annual physical inventory count to assess the effectiveness of management’s classification and control of slowmoving inventories. Please refer to Notes 5 and 6 to the Company’s parent company only financial statements.

Revenue Recognition

The Company primarily generate revenue from the sale of goods. Revenue is recognized upon the completion of sales and fulfillment of performance obligations in accordance with the terms of the contracts. Since the timing of fulfilling performance obligations varies depending on contractual agreements. Therefore, we considered this a key audit matter.

Our audit procedures included, but not limited to, understanding and testing the design and effectiveness of internal controls established by management for revenue recognition; conducting substantive tests by sampling sales revenue details, reviewing related transaction documents such as contracts, customer orders, and shipping documents, and verifying key contract or order terms to identify performance obligations, price allocation, and the timing of fulfillment, ensuring the accuracy of revenue recognition timing. Additionally, a sample of sales transactions within a specified period before and after the balance sheet date is selected and matched with relevant supporting documents to confirm the proper cut-off of revenue recognition. Analytical procedures are performed on the top ten customers of the current and prior periods to identify new transaction partners or patterns, and for newly added transaction partners, transaction verification tests are conducted to check supporting documents and confirm the appropriateness of revenue recognition timing. Please refer to Notes 4 and 6 to the Company’s parent company only financial statements.

Other Matters - Making reference to the audits of component auditors

We did not audit the financial statements of certain subsidiaries, associates and joint ventures

accounted for under the equity method. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinion expressed herein are based solely on the reports of other auditors. The subsidiaries, associates and joint ventures accounted for under the equity method amounted to NT$507,225 thousand and NT$484,134 thousand, representing 13% of total assets as of December 31, 2025 and December 31, 2024. And the related share of profit from the subsidiaries, associates and joint ventures accounted for under the equity method amounted to NT$9,599 thousand and NT$(21,504) thousand, representing 14% of the other comprehensive income for the year ended December 31, 2025 and December 31, 2024.

Responsibilities of Management and Those Charged with Governance for the Parent company only Financial Statements

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

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

Those charged with governance, including Audit Committee, are responsible for overseeing the financial reporting process of the Company.

Auditor's Responsibilities for the Audit of the Parent company only Financial Statements

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

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

Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Company. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the accompanying notes, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2025 and 2024 parent company only financial statements and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Chen, Cheng-Chu

Lee, Fang-Wen

Ernst & Young, Taiwan

March 12, 2026

Notice to Readers

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

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

TYCOONS GROUP ENTRIPRISE CO., LTD.

PARENT COMPANY ONLY BALANCE SHEETS

December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Assets	%ages	December 31, 2025	%	December 31, 2024	%	Liabilities and Equity	%ages	December 31, 2025	%	December 31, 2024	%
Current assets						Current liabilities
Cash and cash equivalents	4,6.(1)	$225,088	7	$250,375	7	Short-term borrowings	4,6.(9)	$379,134	10	$167,002	5
Financial assets at fair value through profit or loss, current	4,6.(2)	7,468	0	10,243	0	Contract liabilities, current	4,6.(12)	5,014	0	—	—
Notes receivable, net	4,6.(4)	8,722	0	35,329	1	Notes payable		39,592	1	40,275	1
Accounts receivable, net	4,6.(5)	102,377	3	90,239	2	Notes payable		49,753	1	26,224	1
Accounts receivable - related parties, net	4,6.(5),7	1,342	0	3,704	0	Other payables		28,639	1	31,267	1
Other receivables	13	123,925	3	60,446	2	Lease liabilities, current	4,6.(14)	4,897	0	6,488	0
Current tax assets	4,6.(18)	1,089	0	848	0	Other current liabilities, other		14,700	0	128	0
Inventories	4,6.(6)	172,436	4	138,333	4	Total current liabilities		521,729	13	272,184	8
Prepayments:		16,816	0	101,599	3	Non-current liabilities
Other current assets		2,765	0	12,630	0	Deferred tax liabilities	4,6.(18)	20,555	1	10,902	0
Total current assets		661,128	17	703,746	19	Lease liabilities, non-current	4,6.(14)	10,871	0	12,025	0
						Guarantee deposits	12	1,576	0	1,294	0
Non-current assets						Other non-current liabilities		1	0	2	0
Financial assets at fair value through other comprehensive income, non-current	4,6.(3)	41,410	1	41,410	0	Total non-current liabilities		33,003	1	24,223	0
Investments accounted for using the equity method	4,6.(7)	2,490,923	63	2,174,712	59	Total liabilities		554,732	14	296,407	8
Property, plant and equipment	4,6.(8),8	777,419	19	615,558	17
Highly-steered assets	4,7	15,608	0	18,426	1	Equity attributable to the parent company	6.(11)
Deferred tax asset	4,6.(18)	947	0	144	0	Share capital
Refundable deposits	12	427	0	3,427	0	Common stock		3,371,682	84	3,371,682	92
Other non-current assets, other	4	1,896	0	115,654	4	Capital surplus		116,094	3	112,693	3
Total non-current assets		3,327,640	83	2,969,291	81	Retained earnings
						Legal reserve		8,130	0	8,130	0
						(Accumulated deficit) Unappropriated earnings		(164,473)	(4)	(158,904)	(4)
						Other components of equity		102,603	3	43,029	1
						Total equity		3,434,036	86	3,376,030	92
Total Assets		$3,988,768	100	$3,673,037	100	Total liabilities and equity		$3,988,768	100	$3,673,037	100

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

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

TYCOONS GROUP ENTERPRISE CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings per Share)

Accounting	Notes	For the years ended December 31
		2025	%	2024	%
Operating revenues	4,6.(12),7	$1,124,114	100	$1,420,769	100
Operating costs	4,6.(6)(20)	(1,092,172)	(97)	(1,409,974)	(99)
Gross profit		31,942	3	10,795	1
Unrealized loss from sales		(777)	(0)	(2,176)	(0)
Realized profit on from sales		1,057	0	10,090	1
Gross profit from operations		32,222	3	18,709	1
Operating expenses	6.(10)(15)
Sales and marketing expenses		(27,871)	(2)	(27,616)	(2)
Administrative expenses		(72,338)	(6)	(76,395)	(5)
Total operating expense		(100,209)	(8)	(104,011)	(7)
Operating (loss)		(67,987)	(5)	(85,302)	(6)
Non-operating income and (expenses)	4,6.(16)
Interest income		6,946	1	4,885	0
Other income		1,649	0	1,368	0
Other gains and (losses)		(6,496)	(1)	79,436	6
Finance costs		(6,758)	(1)	(2,767)	(0)
Share of profit (loss) of associates accounted for using the equity method	4,6.(7)	70,817	6	(151,920)	(11)
Total non-operating income and expense		66,158	5	(68,998)	(5)
(Loss) from continuing operations before income tax		(1,829)	(0)	(154,300)	(11)
Income tax (benefit)	4,6.(18)	(4,286)	(0)	(11,001)	(1)
Net (loss)		(6,115)	(0)	(165,301)	(12)
Other comprehensive income (loss)	4,6.(17)
Items that will not be reclassified to profit or loss
Unrealized (losses) gains from investment in equity instruments measured at fair value through other comprehensive income		(1,567)	(0)	(357)	(0)
Share of other comprehensive income of associates, and joint ventures accounted for using the equity method		546	0	--	--
Share of other comprehensive income of associates, and joint ventures accounted for using the equity method		(466)	(0)	625	0
Items that will be reclassified to profit or loss
Exchange differences on translation of foreign financial statements, net after tax		77,009	7	11,672	1
Income tax (expense) benefit related to items that may be reclassified subsequently to profit or loss		(15,402)	(1)	(2,334)	(0)
Total other comprehensive income, net of tax		60,120	6	9,606	1
Total comprehensive income (loss)		$54,005	6	($155,695)	(11)
(Loss) earnings per share (NTD)	6.(19)
(Loss) earnings per share - Basic		($0.02)		($0.49)
(Loss) earnings per share - Diluted		($0.02)		($0.49)

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

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

TYCOONS GROUP ENTERPRISE CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

For the years ended December 31, 2023 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Accounting	Equity attributable to the parent company
	Common stock	Capital surplus	Retained earnings		Other components of equity		Total equity
			Legal reserve	Underobated earnings (Accumulated deficit)	Exchange differences on translation of foreign financial statements	Unrealized gains or losses on financial assets measured at fair value through other comprehensive income
Balance as of January 1, 2024	$3,371,682	$129,054	$-	$81,298	$33,998	$87	$3,616,119
Legal reserve	-	-	8,130	(8,130)	-	-	-
Cash dividends	-	-	-	(67,433)	-	-	(67,433)
Net income in 2024	-	-	-	(165,301)	-	-	8,130
Other comprehensive income (loss) in 2024	-	-	-	662	9,338	(394)	(165,301)
Total comprehensive income (loss)	-	-	-	(164,639)	9,338	(394)	9,606
The differences between the fair value of the consideration paid or received from acquiring or disposing of subsidiaries and the carrying amounts of subsidiaries	-	(16,361)	-	-	-	-	(155,695)
Balance as of December 31, 2024	$3,371,682	$112,693	$8,130	($158,904)	$43,336	($307)	$3,376,630
Balance as of January 1, 2025	$3,371,682	$112,693	$8,130	($158,904)	$43,336	($307)	$3,376,630
Legal reserve	-	-	-	-	-	-	-
Cash dividends	-	-	-	-	-	-	-
Net (loss) in 2025	-	-	-	(6,115)	-	-	(6,115)
Other comprehensive income (loss) in 2025	-	-	-	546	61,607	(2,033)	60,120
Total comprehensive income (loss)	-	-	-	(5,569)	61,607	(2,033)	54,005
The differences between the fair value of the consideration paid or received from acquiring or disposing of subsidiaries and the carrying amounts of subsidiaries	-	3,401	-	-	-	-	3,401
Balance as of December 31, 2025	$3,371,682	$116,094	$8,130	($164,473)	$104,943	($2,340)	$3,434,036

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

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

TYCOONS GROUP ENTERPRISE CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Accounting	For the years ended December 31
	2025	2024
Cash flows from operating activities:
(Loss) before income tax	($1,829)	($154,300)
Adjustments for:
Depreciation	56,515	52,361
Interest expense	6,758	2,767
Interest income	(6,946)	(4,885)
Dividend income	(66)	(66)
Share of (profit) loss of associates accounted for using the equity method	(70,817)	151,920
Loss on disposal of property, plant and equipment	16	726
Loss (Gain) on disposal of investments	82	(7,934)
(Gain) on disposal of investments accounted for using the equity method	—	(88,911)
Loss on impairment of financial assets	—	27,242
Realized (loss) on the transactions with subsidiaries and associates	(280)	(7,914)
Others	(7,365)	(15,404)
Subtotal	(22,103)	109,902
Changes in operating assets and liabilities:
Decrease (Increase) in financial assets mandatorily measured at fair value through profit or loss	706	(340)
Decrease (Increase) in notes receivable	26,607	(25,702)
(Increase) in accounts receivable	(12,138)	(56,732)
Decrease in accounts receivable - related parties	2,362	11,053
(Increase) Decrease in other receivables	(59,903)	32,243
(Increase) Decrease in inventories	(21,648)	55,110
Decrease (Increase) in prepayments	84,783	(85,569)
Decrease (Increase) in other current assets	12,701	(3,993)
Increase (Decrease) in contract liabilities	5,014	(78,140)
(Decrease) in notes payable	(683)	(7,899)
Increase in accounts payable	23,529	3,225
(Decrease) increase in other payables	(2,628)	4,098
Increase (Decrease) in other current liabilities	14,572	(170)
Subtotal	73,274	(152,816)
Cash provided by (used in) operations	49,342	(197,214)
Interest received	4,270	5,534
Interest paid	(6,758)	(2,767)
Income tax (returned) paid	(5,330)	2,151
Net cash provided by (used in) operating activities	41,524	(192,316)
Cash flows from investing activities:
Acquisition of financial assets measured at amortized cost	(6,082)	(8,152)
Disposal of financial assets measured at amortized cost	8,069	10,432
Acquisition of investments accounted for using the equity method	(201,995)	(66,285)
Disposal of investments accounted for using the equity method	—	57,600
Acquisition of property, plant and equipment	(211,795)	(57,224)
Disposal of property, plant and equipment	—	80
Decrease (Increase) in refundable deposits	3,000	(400)
(Increase) in other financial assets	(2,836)	(2,836)
Decrease (Increase) in other non-current assets	113,848	(85,961)
Dividends received	25,931	13,874
Net cash (used in) investing activities	(271,860)	(138,872)
Cash flows from financing activities:
Increased in short-term borrowings	1,841,522	167,802
Decrease in short-term borrowings	(1,630,190)	—
Increase in guarantee deposits received	282	1,190
Payment of lease liabilities	(6,564)	(7,278)
(Decrease) Increase in non-current liabilities	(1)	2
Cash dividends paid	—	(67,433)
Net cash provided by financing activities	205,049	94,285
Net (decrease) in cash and cash equivalents	(25,287)	(236,905)
Cash and cash equivalents at beginning of period	250,375	487,280
Cash and cash equivalents at end of period	$225,088	$250,375

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

Independent Auditors' Report

To TYCOONS GROUP ENTERPRISE CO., LTD.

Opinion

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

In our opinion, based on our audits, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company and its subsidiaries as of December 31, 2025 and 2024, and their consolidated financial performance and cash flows for the years ended December 31, 2025 and 2024, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed and became effective by Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

Inventory Valuation

As of December 31, 2025, the Company’s and its subsidiaries’ net inventories, sold wire rod and spheroidized wire, amounted to NT$3,296,316 thousand, representing 32% of the total consolidated assets, which is significant for the financial statements. Since the raw materials of inventories are significantly affected by the price of the international market and the speed of change of the respective industries. Evaluation involves management’s significant accounting estimation and judgement; Therefore, we considered this a key audit matter.

Revenue Recognition

The Company and its subsidiaries primarily generate revenue from the sale of goods. Revenue is recognized upon the completion of sales and fulfillment of performance obligations in accordance with the terms of the contracts. Since the timing of fulfilling performance obligations varies depending on contractual agreements. Therefore, we considered this a key audit matter.

Company's consolidated financial statements.

Other Matters - Making reference to the audits of component auditors

We did not audit the financial statements of certain consolidated subsidiaries of the Group. Those statements were audited by other auditors, whose reports have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included in the consolidated financial statements relative to these consolidated subsidiaries, was based solely on the reports of other auditors. The total assets of the subsidiaries amounted to NT$1,328,993 thousand and NT$1,238,439 thousand, respectively, representing 12.7% and 13.5% of total consolidated assets as of December 31, 2025 and December 31, 2024. And the total revenues of the subsidiaries amounted to NT$1,356,590 thousand, and NT$1,300,122 thousand, respectively, representing 14.5% and 16.2% of total consolidated revenues for the years ended December 31, 2025 and December 31, 2024.

We did not audit the financial statements of certain subsidiaries, associates and joint ventures accounted for under the equity method. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinion expressed herein are based solely on the reports of other auditors. The subsidiaries, associates and joint ventures accounted for under the equity method amounted to NT$173,619 thousand and NT$177,173 thousand, respectively, both representing 2% of total consolidated assets as of December 31, 2025 and December 31, 2024. And the related share of profit from the subsidiaries, associates and joint ventures accounted for under the equity method amounted to NT$(53) thousand and NT$(158,884) thousand, representing 0% and 59% of the consolidated other comprehensive income for the year ended December 31, 2025 and December 31, 2024.

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

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

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

Those charged with governance, including Audit Committee, are responsible for overseeing the

financial reporting process of the Company and its subsidiaries.

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

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

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

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company and its subsidiaries.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management..
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Company and its subsidiaries. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company and its subsidiaries to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the accompanying notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2025 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other

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

Chen, Cheng-Chu

Lee, Fang-Wen

Ernst & Young, Taiwan

March 12, 2026

Notice to Readers

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

English Translation of Consolidated Financial Statements Originally Issued in Chinese

TYCOONS GROUP ENTERPRISE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Assets	Notes	December 31, 2025	%	December 31, 2024	%
Current assets
Cash and cash equivalents	4,6.(1)	$794,274	8	$879,861	10
Financial assets at fair value through profit or loss, current	4,6.(2)	8,220	0	11,450	0
Notes receivable, net	4,6.(5)	40,126	0	106,970	1
Accounts receivable, net	4,6.(6)	954,277	9	713,620	8
Other receivables	4,7	173,408	2	69,144	1
Current tax assets	4,6.(23)	1,577	0	2,167	0
Inventories	4,6.(7)	3,296,316	32	2,678,539	29
Prepayments		236,072	2	156,813	2
Other current assets		29,396	0	33,812	0
Other current financial assets	8	15,652	0	22,477	0
Total current assets		5,549,318	53	4,674,853	51
Non-current assets
Financial assets at fair value through other comprehensive income, non-current	4,6.(2)	107,976	1	105,407	1
Financial assets at amortized cost, non-current	4,6.(4)	71,135	1	82,771	1
Investments accounted for using the equity method	4,6.(8)	173,619	2	177,173	2
Property, plant and equipment	4,6.(10),8	3,931,802	37	3,539,300	39
Right-of-use assets	4,6.(19)	42,025	0	39,000	0
Investment property	4,6.(11)	329,139	3	316,525	4
Intangible assets	4	29,427	0	16,895	0
Deferred tax asset	4,6.(23)	56,057	1	22,079	0
Refundable deposits		4,343	0	5,452	0
Other non-current assets, other		164,600	2	226,304	2
Total non-current assets		4,910,123	47	4,530,906	49
Total Assets		$10,459,441	100	$9,205,759	100

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

English Translation of Consolidated Financial Statements Originally Issued in Chinese
TYCOONS GROUP ENTERPRISE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)

Liabilities and Equity	Notes	December 31, 2025	%	December 31, 2024	%
Current liabilities
Short-term borrowings	4,6.(12)	$2,119,551	20	$1,565,281	18
Financial liabilities at fair value through profit or loss, current	4,6.(13)	13,040	0	-	-
Contract liabilities, current	4,6.(17)	73,684	1	110,144	1
Notes payable		105,120	1	87,111	1
Accounts payable	7	273,548	3	220,971	2
Other payables		280,696	3	211,640	2
Current tax liabilities	4,6.(23)	2,382	0	-	-
Lease liabilities, current	4,6.(19)	10,648	0	6,488	0
Long-term loans payable due within one year	4,6.(14)	9,756	0	9,317	0
Other current liabilities, other		50,270	0	12,427	0
Total current liabilities		2,938,695	28	2,223,379	24
Non-current liabilities
Long-term borrowings	4,6.(14)	407,707	4	205,274	3
Deferred tax liabilities	4,6.(23)	54,141	0	37,200	0
Lease liabilities, non-current	4,6.(19)	10,871	0	12,024	0
Net defined benefit liabilities, non-current		68,726	1	56,158	1
Guarantee deposits		584	0	1,585	0
Other non-current liabilities		3,367	0	2	0
Total non-current liabilities		545,396	5	312,243	4
Total liabilities		3,484,091	33	2,535,622	28
Equity attributable to the parent company	6.(16)
Share capital
Common stock		3,371,682	33	3,371,682	37
Capital surplus		116,094	1	112,693	1
Retained earnings
Legal reserve		8,130	0	8,130	0
(Accumulated deficit) Unappropriated earnings		(164,473)	(2)	(158,904)	(2)
Total retained earnings		(156,343)	(2)	(150,774)	(2)
Other components of equity		102,603	1	43,029	0
Total equity attributable to the parent company		3,434,036	33	3,376,630	36
Non-controlling interests		3,541,314	34	3,293,507	36
Total equity		6,975,350	67	6,670,137	72
Total liabilities and equity		$10,459,441	100	$9,205,759	100

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

English Translation of Consolidated Financial Statements Originally Issued in Chinese

TYCOONS GROUP ENTERPRISE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings per Share)

Accounting	Notes	For the years ended December 31
		2025	%	2024	%
Operating revenues	4,6.(17),7	$9,341,621	100	$8,003,810	100
Operating costs	4,6.(7)(20),7	(8,406,771)	(90)	(7,340,970)	(92)
Gross profit		934,850	10	662,840	8
Operating expenses	6.(20),7
Sales and marketing expenses		(542,317)	(6)	(533,582)	(7)
Administrative expenses		(291,297)	(3)	(290,711)	(4)
Research and development expenses		(8,370)	(0)	(10,132)	(0)
Gains on reversal of expected credit	4,6.(18)	851	0	1,415	0
Total operating expense		(841,083)	(9)	(833,010)	(11)
Operating (loss) income		93,767	1	(170,170)	(3)
Non-operating income and (expenses)	4,6.(21)
Interest income		6,125	0	8,144	0
Other income		8,433	0	613	0
Other gains and (losses)		91,212	1	(28,913)	(0)
Finance costs		(69,979)	(1)	(95,222)	(1)
Share of profit (loss) of associates accounted for using the equity method	4,6.(8)	1,961	0	(163,481)	(2)
Total non-operating income and expense		37,752	0	(278,859)	(3)
(Loss) Gain from continuing operations before income tax		131,519	1	(449,029)	(6)
Income tax (benefit) expense	4,6.(23)	(11,568)	(0)	(44,955)	(1)
Net (loss) income		119,951	1	(493,984)	(7)
Other comprehensive income (loss)	4,6.(22)
Items that will not be reclassified to profit or loss
Unrealized (losses) from investment in equity instruments measured at fair value through other comprehensive income		(10,089)	(0)	(517)	(0)
Share of other comprehensive income of associates, and joint ventures accounted for using the equity method		546	0	662	0
Income tax benefit related to items that will not be reclassified subsequently to profit or loss		652	0	32	0
Items that will be reclassified to profit or loss
Exchange differences on translation of foreign financial statements, net after tax		201,728	2	227,829	3
Income tax (expense) related to items that may be reclassified subsequently to profit or loss		(15,285)	(0)	(2,324)	(0)
Total other comprehensive income, net of tax		177,552	2	225,682	3
Total comprehensive income (loss)		$297,503	3	($268,302)	(4)
Net income (loss) attributable to:
(Loss), attributable to the parent company		($6,115)	(0)	($165,301)	(2)
Profit (loss), attributable to non-controlling interests		126,066	1	(328,683)	(4)
		$119,951	1	($493,984)	(6)
Comprehensive income (loss) attributable to:
Comprehensive income (loss), attributable to the parent company		$54,005	1	($155,695)	(2)
Comprehensive income (loss), attributable to non-controlling interests		243,498	2	(112,607)	(2)
		$297,503	3	($268,302)	(4)
(Loss) earnings per share (NTD)	6.(24)
(Loss)earnings per share - Basic		($0.02)		($0.49)
(Loss)earnings per share - Diluted		($0.02)		($0.49)

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

English Translation of Consolidated Financial Statements Originally Issued in Chinese

TYCOONS GROUP ENTERPRISE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the years ended December 31, 2023 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Accounting	Equity attributable to the parent company								Non-controlling interests	Total equity
	Common stock	Capital surplus	Retained earnings		Other components of equity			Total
			Legal reserve	Undistributed earnings (Accumulated deficit)	Exchange differences on translation of foreign financial statements	Unrealized gains or losses on financial assets measured at fair value through other comprehensive income	Equity directly related to non-current assets held for sale
Balance as of January 1, 2024	$3,371,682	$129,054	$-	$81,298	$63,281	$87	($29,283)	$3,616,119	$3,288,644	$6,904,763
Legal reserve	-	-	8,130	($130)	-	-	-	-	-	-
Cash dividends	-	-	-	(67,433)	-	-	-	(67,433)	-	(67,433)
Net (loss) in 2024	-	-	-	(165,301)	-	-	-	(165,301)	(328,683)	(493,984)
Other comprehensive income (loss) in 2024	-	-	-	662	(19,944)	(395)	29,283	9,606	216,076	225,682
Total comprehensive income (loss)	-	-	-	(164,639)	(19,944)	(395)	29,283	(133,695)	(112,607)	(268,302)
The differences between the fair value of the consideration paid or received from acquiring or disposing of subsidiaries and the carrying amounts of subsidiaries	-	(16,361)	-	-	-	-	-	(16,361)	20,155	3,794
Change in non-controlling interests	-	-	-	-	-	-	-	-	97,315	97,315
Balance as of December 31, 2024	$3,371,682	$112,693	$8,130	($158,994)	$43,337	($308)	$-	$3,376,630	$3,293,507	$6,670,137
Balance as of January 1, 2025	$3,371,682	$112,693	$8,130	$(158,904)	$43,337	($308)	$-	$3,376,630	$3,293,507	6,670,137
Net (loss) in 2025	-	-	-	(6,115)	-	-	-	(6,115)	126,066	119,951
Other comprehensive income (loss) in 2025	-	-	-	346	61,607	(2,033)	-	60,120	117,432	177,552
Total comprehensive income (loss)	-	-	-	(5,369)	61,607	(2,033)	-	54,005	243,498	207,505
The differences between the fair value of the consideration paid or received from acquiring or disposing of subsidiaries and the carrying amounts of subsidiaries	-	3,401	-	-	-	-	-	3,401	(59)	3,342
Change in non-controlling interests	-	-	-	-	-	-	-	-	4,368	4,368
Balance as of December 31, 2024	$3,371,682	$116,094	$8,130	($164,473)	$104,944	($2,341)	$-	$3,434,038	$3,541,514	$6,975,250

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

English Translation of Consolidated Financial Statements Originally Issued in Chinese

TYCOONS GROUP ENTERPRISE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the years ended December 31, 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Accounting	For the years ended December 31
	2025	2024
Cash flows from operating activities:
Profit (Loss) before income tax from continuing operations	$131,519	($449,029)
Adjustments for:
Depreciation	312,802	271,935
Amortization	4,710	3,185
(Gains) on reversal expected credit	(851)	(1,415)
Net (gain) on financial assets and liabilities at fair value through profit or loss	(2,383)	(8,250)
Interest expense	69,979	95,418
Interest income	(6,125)	(8,144)
Dividend income	(66)	(613)
Share of (profit) loss of associates accounted for using the equity method	(1,961)	163,481
Loss on disposal of property, plant and equipment	18,073	21,078
Property, plant and equipment transferred to expenses	15,015	10,353
(Gains) on disposal of investments	-	(7,934)
Loss on impairment of financial assets	-	156,458
(Gain) on impairment of non-financial assets	(18,173)	(2,386)
Purchase of bargain gain	(8,325)	-
Subtotal	382,695	693,166
Changes in operating assets and liabilities:
Decrease in financial assets mandatorily measured at fair value through profit or loss	18,653	1,173
Decrease (Increase) in notes receivable	66,844	(70,266)
(Increase) in accounts receivable	(166,806)	(177,672)
(Increase) Decrease in accounts receivable - related parties	(33,640)	15,406
(Increase) Decrease in other receivables	(104,264)	57,137
(Increase) in inventories	(610,411)	(407,246)
(Increase) Decrease in prepayments	(79,259)	2,645
Decrease (Increase) in other current assets	6,554	(15,039)
(Decrease) in contract liabilities	(36,460)	(66,049)
Increase in accounts payable	62,708	59,029
Increase in other payables	48,864	75,556
Increase (Decrease) in other current liabilities	33,874	(23,855)
Increase in net defined benefit liabilities, non-current	11,017	5,299
Subtotal	(782,326)	(543,882)
Cash (used in) operations	(268,112)	(299,745)
Interest received	6,125	8,144
Interest paid	(69,715)	(95,222)
Income tax paid	(41,891)	(4,683)
Net cash (used in) operating activities	(373,593)	(391,506)
Cash flows from investing activities:
Acquisition of financial assets measured at amortized cost	11,636	(19,305)
Acquisition of investments accounted for using the equity method	-	122
Net cash flow from acquisition of subsidiaries	(25,535)	-
Disposal of holding shares in subsidiaries	-	20,175
Acquisition of property, plant and equipment	(486,456)	(500,662)
Disposal of property, plant and equipment	16,724	1,372
Increase (Decrease) in refundable deposits	7,002	(31)
Acquisition of intangible assets	(14,628)	(626)
Increase (Decrease) in other financial assets	6,825	(18,513)
(Increase) in other non-current assets	-	(108,919)
(Decrease) in prepayments for property, plant and equipment	(3)	-
Dividends received	3,566	613
Net cash (used in) investing activities	(480,869)	(625,774)
Cash flows from financing activities:
Increased in short-term borrowings	5,945,687	4,936,758
Decreased in short-term borrowings	(5,450,454)	(4,114,962)
Increase in long-term borrowings	136,600	-
Repayments of long-term borrowings	(44,459)	(9,323)
(Decrease) in guarantee deposits received	(968)	(6,562)
Payment of lease liabilities	(11,066)	(8,042)
Cash dividends paid	-	(67,433)
Change in non-controlling interests	4,368	97,315
Net cash provided by financing activities	579,708	827,751
Impact of exchange differences on cash and cash equivalents	189,167	(75,777)
Net (decrease) in cash and cash equivalents	(85,587)	(264,751)
Cash and cash equivalents at beginning of period	879,861	1,144,612
Cash and cash equivalents at end of period	$794,274	$879,861

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

Comparison Table for Amendments to the "Procedures for Lending Funds to Others"

Attachment 3

Article	Before amendment	After amendment	Reason for amendment
3	The aggregate amount of loans and the maximum amount permitted to a single borrower

I. The Company may only loan funds to entities that need funding for business dealings with the Company or to maintain its normal operations, and shall comply with the Company Act.

II. The aggregate amount of loans to all borrowers shall not exceed 40% of the Company’s net worth as stated in its latest financial statements audited or reviewed by CPAs.

III. The amount of loans to each individual borrower shall not exceed the following percentages of the Company’s net worth as stated in its latest financial statements audited or reviewed by CPAs.

(I) Subsidiaries in which the Company holds more than 50% equity: 40%
(II) Subsidiaries in which the Company holds more than 50% equity: 20%
(III) Non-subsidiary entities: 10% | The aggregate amount of loans and the maximum amount permitted to a single borrower

I. The Company may only loan funds to entities that need funding for business dealings with the Company or to maintain its normal operations, and shall comply with the Company Act.

II. The aggregate amount of loans to all borrowers shall not exceed 40% of the Company’s net worth as stated in its latest financial statements audited or reviewed by CPAs.

III. For companies or business entities with a need for short-term financing, the amount of loans to each individual borrower shall not exceed the following percentages of the Company’s net worth as stated in its latest financial statements audited or reviewed by CPAs.

(I) Subsidiaries in which the Company holds more than 50% equity: 40%
(II) Subsidiaries in which the Company holds more than 50% equity: 20%
(III) Non-subsidiary entities: 10%

IV. For companies or firms that have business dealings with the Company, the amount of loans extended to each borrower shall not exceed the amount of their business dealings with the Company and shall not | Complied with the regulation revision. |

Article	Before amendment	After amendment	Reason for amendment
	IV. Loans between foreign companies wholly owned, directly or indirectly, by the Company, or between the Company and these companies, are not subject to the restrictions specified in Paragraph 2 of Article 2 and Paragraphs 2 and 3 of Article 3. Loans between foreign companies wholly owned, directly or indirectly, by the Company, or from these companies to the Company, shall generally have a maximum term of two years. Any extension requires approval from the Board of Directors, and the total amount of such loans shall not exceed 50% of the Company’s net worth as shown in its latest financial statements audited or reviewed by CPAs.

If the Company’s responsible person violates Paragraph 2 and the proviso of the preceding paragraph, the responsible person shall bear joint and several liability with the borrower for repayment; if the Company suffers damages, the responsible person shall also be liable for damages.

The above-mentioned net worth refers to the equity attributable to the owners of the parent company, as presented in the balance sheet prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers. | exceed 10% of the Company’s net worth. The amount of business dealings referred to herein shall be the greater of the purchase or sale amount between the parties in the most recent year.

V. Loans between foreign companies wholly owned, directly or indirectly, by the Company, or between the Company and these companies, are not subject to the restrictions specified in Paragraph 2 of Article 2 and Paragraphs 2 and 3 of Article 3. Loans between foreign companies wholly owned, directly or indirectly, by the Company, or from these companies to the Company, shall generally have a maximum term of two years. Any extension requires approval from the Board of Directors, and the total amount of such loans shall not exceed 40% of the Company’s net worth as shown in its latest financial statements audited or reviewed by CPAs.

Article	Before amendment	After amendment	Reason for amendment
15	The above is omitted.	The above is omitted.
The 12th amendment was made on May 28, 2026.	Amendment date added.

Attachment 4

Articles of Incorporation of Tycoons Group Enterprise Company Limited

Section One - General Provisions

Article 1: The Company shall be incorporated under the Company Act, and its name shall be 聚亨企業股份有限公司 in Chinese. (Tycoons Group Enterprise Company Limited in English).

Article 2: The scope of business of the Company shall be as follows:

I. Trading of screws, nuts, washers, bolts, and trading of mechanical hardware, hand tools, automobile materials and components.
II. Spheroidization heat treatment, casting, trading and fabrication of steel wire, screws, nuts and other related metal items.
III. Manufacturing, fabrication, trading and exportation of socket wrench components, torque wrenches, screwdrivers, wire rods, iron bars and chains.
IV. Manufacturing, fabrication, trading, exportation and leasing of machinery components, forming machines, tapping machines, heading machines, trimming machines, threading machines, packaging machinery, heat treatment equipment and components of the aforementioned machines.
V. Manufacturing, fabrication, trading and exportation of various types of metal modules.
VI. General import and export trading. (except those that are subject to special approval)
VII. H701020 Industrial Factory Development and Rental.
VIII. H701010 Housing and Building Development and Rental.
IX. C801010 Basic Chemical Industrial.
X. F107100 Wholesale of Chemical Materials.
XI. ZZ99999 All business items that are not prohibited or restricted by law, except those subject to special approval.

Article 3: The Company shall establish its head office in Kaoshiung City. Where necessary, the Company shall establish subsidiaries or factories at appropriate locations within or outside the territory of the Republic of China in accordance with the resolution passed by the Board of Directors. The Board of Directors shall determine both establishment and termination of entities.

Article 4: The Company may make reinvestment, in which the total amount of reinvestment shall not be subject to the restriction of not more than forty percent of the Company's paid-up capital as provided in Article 13 of the Company Act, and shall be determined by the Board of Directors.

Section Two – Shareholdings

Article 5: The total capital stock of the Company shall be in the amount of 7,000,000,000 New Taiwan Dollars, divided into 700,000,000 shares, at ten New Taiwan Dollars each. The Board of Directors is authorized to issue the unissued stocks in batches according to business needs.

The employee stock options or new stocks shall be issued by the Company to eligible employees who fulfill certain requirements. The Board of Directors is authorized to

resolve the requirements for the purchase.

Article 6: Taiwan Securities Central Depository Company, Limited may request consolidation of existing issued shares into larger denomination share certificates.

Article 7: The Company’s stocks are registered stocks and shall be issued after signed or stamped by Director representing the Company. Further, the Company shall be exempted from printing any share certificate for the shares issued.

Article 8: Registration for transfer of shares shall be suspended within sixty (60) days prior to a convening date of a regular shareholders’ meeting, or within thirty (30) days prior to a convening date of a special shareholders’ meeting, or within five (5) days prior to the record date scheduled by the Company for distribution of dividends, bonuses, or other benefits.

Article 9: The shareholders shall provide their names, residential addresses, seals and tax ID number to the Company for registration. Any changes made shall also be provided to the Company. Disbursement of dividend and bonus to the shareholders shall be made based on seals in the registration.

Article 10: Apart from the law and regulations, the Company shall conduct the stock matters in accordance with “Regulations Governing the Administration of Shareholder Services of Public Companies.”

Section Three - Shareholders’ Meetings

Article 11: There are two types of shareholders’ meetings for the Company: (1) regular meeting and (2) special meeting. Regular meetings shall be convened, by the Board of Directors, within six (6) months after the close of each fiscal year. Special meetings shall be convened in accordance with the relevant laws, rules and regulations when necessary. At the shareholders’ meeting, the shareholders may cast their votes in written or electronic form. The voting shall be conducted in accordance with the law and regulations. Meetings can also be held by means of visual communication network or other methods promulgated by the central competent authority.

For shareholders’ meeting convened by the Board of Directors, the Chairperson of the meeting shall preside over the meeting. In his or her absence, the meeting shall be convened in accordance with the provisions of Article 208 of the Company Act; for a shareholders’ meeting convened by any other person having the convening right, the convener shall preside over the meeting. If there are two or more persons convening the meeting, the conveners shall elect a person among themselves to preside over the meeting.

Article 11-1: For the shareholders’ meeting, a shareholder holding 1% or more of the total number of outstanding shares issued by the company may submit to the company in writing a proposal for discussion at a general shareholders’ meeting, provided that only one matter shall be allowed in each proposal. In event of a proposal containing more than one matter, such proposal shall not be included in the agenda.

Article 12: In the event the shareholder is unable to attend the shareholders’ meeting in person, he or she may appoint a proxy to attend on his or her behalf by conferring a power of attorney printed by the Company to the proxy, which specifies the scope of power authorized to the proxy. The use of a power of attorney shall be in accordance with the law and regulations stipulated by the competent authority.

Article 13: Except as otherwise stipulated by the law and regulations, a shareholder shall have one vote per share.

Article 14: Except as otherwise provided in the Company Act, shareholders’ meeting may be held if attended by shareholders in person or by proxy representing more than one half of the

total issued and outstanding capital stock of the Company, and resolutions shall be adopted at the meeting with the concurrence of a majority of the votes held by shareholders present.

Section Four - Directors and Audit Committee

Article 15: The Company shall have five to nine Directors, of which the number of independent Directors shall not be less than three persons, or one-third of the total number of Directors. Directors shall be elected by adopting the candidates nomination system and from the candidate list during the shareholders’ meeting. The term of office for Directors shall be three (3) years, and all Directors shall be eligible for re-election.

Matters regarding the professional qualification, shareholdings, restrictions of concurrent positions held, nomination, election method and other compliances of the Independent Directors shall be conducted in accordance with relevant provisions stipulated by the competent authority.

In accordance with the Securities and Exchange Act Article 14-4, the Company shall establish the Audit Committee to replace Supervisors. Matters regarding power and authority and other related matters pertaining to the Audit Committee shall be undertaken in accordance with the law and regulations and determined by the Board of Directors.

Article 16: The Board of Directors shall be organized by Directors. The Chairperson shall be elected among the Board of Directors by a majority in a meeting attended by over two-thirds of the Directors. The Chairperson shall preside over the shareholders' meeting and the Board of Directors meeting internally and shall have the authority to represent the Company externally. When the Chairperson is unable to exercise his or her power and authority for causes, the designation of a representative shall be undertaken in accordance with the provisions of Article 208 of the Company Act.

Article 16-1: The Company shall purchase liability insurance for the Directors to ensure the rights and interest of the Directors and lower the business risks of the Company.

Article 16-2: To convene the Board of Directors meeting, the Company shall state the purpose of convening the meeting clearly and notify the Directors seven (7) days before the meeting. In case of emergency, the Company may convene the Board of Directors meeting at any time. The notification to the Directors for convening the Board of Directors meeting may be issued by written correspondences, e-mails or facsimile.

Article 17: If a Director is unable to attend a Board meeting for causes, the designation of a proxy shall be undertaken in accordance with the provisions of Article 205 of the Company Act. Any Director attending the meeting via video conference shall be deemed attending the meeting in person.

Article 18: Deleted.

Article 19: Regardless of profit and loss, the Company shall disburse monthly remuneration to Directors. The Board of Directors shall be authorized to prescribe the Directors' remuneration after referring to the industrial standard.

Section Five – Managers

Article 20: The Company shall appoint managers, in which the appointment, termination and remuneration are undertaken in accordance with the provisions of Article 29 of the Company Act.

Section Six – Accounting

Article 21: The company's fiscal year shall be from January 1 to December 31 of the same year.

Article 22: After the closing of each fiscal year, the following reports shall be prepared by the Board of Directors, and submitted to the Audit Committee for review before submitting to the regular shareholders’ meeting for ratification in accordance with the law and regulations: 1. Business Report; 2. Financial Statements; 3. Proposals Concerning the Distribution of Earnings or Covering of Losses.

Article 23: For a profitable fiscal year (a profitable fiscal year refers to the annual profit before tax before deducting the remunerations of employees and Directors), the Company shall appropriate 2% to 5% of the profit as employee remuneration and not more than 1% as Director’s remuneration. Of the aforementioned amount allocated for employee remuneration, at least 5% shall be designated for the remuneration of entry-level employees. However, in the event of accumulated losses, the Company shall reserve a sufficient amount to offset the losses.

The Company shall distribute the employee remuneration in the form of stocks or cash to eligible employees who fulfill certain requirements. The Board of Directors is authorized to resolve the requirements.

The disbursement of the employee and Director remunerations shall be passed by the Board of Directors via a special resolution.

Article 23-1: As the Company is undergoing a transformative stage, the consideration of dividend policy shall take into account the investment capital requirements, financial structure, earnings and other circumstances of the Company. The Board of Directors shall prepare the earning distribution proposal and submit it to the shareholders’ meeting for a resolution.

In the event of profit after tax, the Company shall appropriate the profit to offset the following:

(I) tax payments.
(II) accumulated losses.
(III) legal capital reserve at 10% of the undistributed earnings other than profit after tax for the period.
(IV) special reserve required to be appropriated as stipulated by the law and regulations. The reversal of special reserve shall be integrated into undistributed earnings before distribution as stipulated by the law and regulations.
(V) After appropriated to the aforementioned items from (I) to (IV), for the remaining earnings of the fiscal year, together with any accumulated undistributed earnings of the previous year, the Company shall appropriate at least 50% to 100% as the stock dividend. The remaining amount shall be reserved as the balance of undistributed earnings for the fiscal year. Further, the cash dividend appropriated shall not be less than 10% of the total shareholder dividend distributed for the fiscal year.

For the aforementioned dividend distribution principles, the Company shall take into account the changes in the internal and external business environment. The Board of Directors shall prepare the distribution proposal and submit it to the shareholders’ meeting for adjustment, and a resolution.

Article 24: The regulations for the Board of Directors and other business units are established separately.

Section Seven - Supplementary Provisions

Article 25: Due to business needs, the Company shall provide endorsement and guarantee in accordance with the procedures for the provision of endorsement and guarantee of the Company.

Article 26: The Company shall undertake matters not stipulated by the Articles in accordance with the Company Act and other relevant law and regulations.

Article 27: The Articles shall be adopted after resolved by the shareholders’ meeting. The same applies to the amendment of the Articles.

Article 28: The Articles were established on November 20, 1980.

The 1st amendment was made on December 25, 1981.

The 2nd amendment was made on June 2, 1984.

The 3rd amendment was made on May 27, 1985.

The 4th amendment was made on December 9, 1985.

The 5th amendment was made on January 6, 1987.

The 6th amendment was made on May 15, 1987.

The 7th amendment was made on January 3, 1988.

The 8th amendment was made on December 12, 1989.

The 9th amendment was made on May 24, 1990.

The 10th amendment was made on July 1, 1990.

The 11th amendment was made on May 22, 1991.

The 12th amendment was made on June 22, 1991.

The 13th amendment was made on August 24, 1991.

The 14th amendment was made on June 2, 1992.

The 15th amendment was made on November 24, 1992.

The 16th amendment was made on March 15, 1993.

The 17th amendment was made on September 17, 1993.

The 18th amendment was made on May 25, 1994.

The 19th amendment was made on March 10, 1995.

The 20th amendment was made on April 16, 1996.

The 21st amendment was made on December 5, 1996.

The 22nd amendment was made on June 24, 1997.

The 23rd amendment was made on November 28, 1997.

The 24th amendment was made on April 23, 1998.

The 25th amendment was made on June 23, 2000.

The 26th amendment was made on June 27, 2001.

The 27th amendment was made on June 25, 2002.

The 28th amendment was made on May 18, 2004.

The 29th amendment was made on June 16, 2005.

The 30th amendment was made on June 22, 2006.

The 31st amendment was made on May 26, 2010.

The 32nd amendment was made on June 12, 2012.

The 33rd amendment was made on June 23, 2015.

The 34th amendment was made on June 14, 2016.

The 35th amendment was made on January 31, 2019.

The 36th amendment was made on June 27, 2019.

The 37th amendment was made on May 28, 2020.

The 38th amendment was made on May 28, 2025.

Tycoons Group Enterprise Company Limited
Chairman: Huang, Wen-Sung

Attachment 5

Tycoons Group Enterprise Company Limited Rules and Procedures for Shareholder Meetings

I. Unless stated otherwise as stipulated by the law and regulations, Shareholders' Meeting of the Company shall be conducted in accordance with these Rules and Procedures.

II. At the Meeting, the shareholders may cast their votes in written or electronic form. The voting shall be conducted in accordance with the Company Act and other relevant regulations. The Company shall establish an attendance sheet for attending shareholders (or proxies) to sign in or collect attendance cards from the shareholders for attendance marking. The number of attending votes is calculated based on the attendance cards collected.

The attendance cards collected represent the attendance of the shareholders or proxies. The Company shall not be liable to authenticate the identities of attendees.

III. The attendance and voting at the Meeting shall be calculated based on shareholding.

IV. The venue of the Meeting shall be convened at the head office of the Company or at any other appropriate place that is convenient for the shareholders to attend. The time to commence the meeting shall not be earlier than 9:00 a.m. or later than 3:00 p.m.

V. The Chairperson of the Board of Directors shall preside over the Meeting if the Meeting is convened by the Board of Directors. When the Chairperson is unable to do so, he or she shall designate one of the Directors to preside over the Meeting. If no Director is designated by the Chairperson, the Directors shall elect a person among themselves to preside over the Meeting. If the Meeting is convened by any other person entitled to convene the Meeting, such person shall be the Chairperson to preside over the Meeting.

VI. The Company may appoint designated counsel, CPA or other related persons to attend the Meeting. Persons handling affairs of the Meeting shall wear identification cards or badges.

VII. The Company shall make audio and video recordings on the process of the Meeting, and these recordings shall be preserved for not less than one year.

VIII. The Chairperson shall call the Meeting to order at the time scheduled for the Meeting. If the number of shares represented by the shareholders present at the Meeting has yet to constitute the quorum at the time scheduled for the Meeting, the Chairperson may postpone the meeting time. The postponements shall be limited to not more than two times and the total time postponed shall not be longer than one hour. If after two postponements, no quorum can yet be constituted but the shareholders present at the Meeting represent more than one third of the total outstanding shares, tentative resolutions may be made in accordance with Section 1 of Article 175 of the Company Act.

Before the Meeting is concluded, if the number of outstanding shares represented by the shareholders present becomes sufficient to constitute the quorum, the Chairperson may submit the tentative resolutions to the Meeting for approval in accordance with the Company Act.

IX. The agenda of the Meeting shall be set by the Board of Directors if the Meeting is convened by the Board of Directors. Unless otherwise resolved at the Meeting, it shall proceed in

accordance with the agenda.

The above provision applies mutatis mutandis to cases where the Meeting is convened by any person, other than the Board of Directors, entitled to convene such Meeting.

Unless otherwise resolved at the Meeting, the Chairperson cannot announce adjournment of the Meeting before all the discussion items (including special motions) listed in the agenda are resolved.

The shareholders shall not designate any other person as Chairperson and continue the Meeting in the same or another place after the Meeting is adjourned.

X. Deleted.

XI. When a shareholder present at the Meeting wishes to speak, a Speech Note should be filled out with a summary of the speech, the shareholder account number (or the serial number of the attendance card) and the name of the shareholder. The sequence of speeches made by the shareholders should be decided by the Chairperson.

If a shareholder present at the Meeting submits a Speech Note but does not speak, no speech shall be deemed to have been made by such shareholder. In the event of the contents of the speech of a shareholder are inconsistent with the contents of the Speech Note, the contents of the actual speech shall prevail. The Company shall not be liable to verify the restriction(s) placed upon the power or authority as documented in the power of attorney or other methods conferred to the agent(s) by shareholder(s). The content of actual speech and voting of the agent(s) shall prevail.

Unless otherwise permitted by the Chairperson and the shareholder in speaking, no shareholder shall interrupt the speeches of the other shareholders. Otherwise, the Chairperson shall stop such interruption.

XII. Unless otherwise permitted by the Chairperson, each shareholder shall not, for each discussion item, speak more than two times and each time not exceeding 5 minutes. If any shareholder's speech violates the above provision or exceeds the scope of the discussion item, the Chairperson may stop the speech of such shareholder.

XIII. Any legal entity designated as proxy by a shareholder(s) to be present at the Meeting may appoint only one representative to attend the Meeting.

If a corporate shareholder designates two or more representatives to attend the Meeting, only one representative can speak for each discussion item.

XIV. The attendance and voting at the Meeting shall be calculated based on shareholding. As headcount is difficult to be performed, if a shareholder proposes to perform a headcount, the Chairperson may deny the proposal.

XV. After the speech of a shareholder, the Chairperson may respond in person or designate an appropriate person to respond.

XVI. The Chairperson may announce to end the discussion for any resolution and proceed to vote if the Chairperson deems the discussion adequate.

XVII. The person(s) to check and the person(s) to record the ballots for voting by casting ballots shall be appointed by the Chairperson. The person(s) checking the ballots shall be a shareholder(s).

The result of the voting shall be announced at the Meeting and documented on record.

XVIII. During the Meeting, the Chairperson may, at his or her discretion, set a time for intermission. In event of one session of the Meeting is inadequate to complete the agenda, by resolution of the shareholders present at the Meeting, the Chairperson may resume the Meeting within five days without further notice or public announcement.

XIX. Except otherwise specified in the Company Act, a resolution shall be adopted by a majority of the votes represented by the shareholders present at the Meeting. The resolution shall be deemed adopted and shall have the same effect as if it was voted by casting ballots if no objection is voiced after solicitation by the Chairperson.

XX. If there is an amendment to or substitute for a discussion item, the Chairperson shall decide the voting sequence for such discussion item, the amendment or the substitute. If any one of them has been adopted, the others shall be deemed vetoed and no further voting is necessary.

XXI. The Chairperson may conduct the disciplinary officers or the security guard to assist in keeping the order of the Meeting venue. Such disciplinary officers or security guards shall wear badges marked "Disciplinary Officers" for identification purposes.

XXII. The Company shall undertake matters not stipulated by the Rules in accordance with the Company Act and the Articles of Incorporation.

XXIII. The Rules shall be adopted after resolved by the shareholders’ meeting.

Attachment 6

Tycoons Group Enterprise Company Limited Shareholding of All Directors

The shareholding of all Directors as of the book closure date (March 30, 2026) before the annual general shareholders' meeting for 2026 is as indicated in Attachment.
The total number of issued shares amounted to 337,168,138 shares. In accordance with "Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies," Article 2, the Company is not subject to a minimum shareholding requirement for all directors.

Table:

Position	Name	Shareholding	Shares Ratio
Chairman	Botian Investment Co., Ltd.
Representative: Huang, Wen-Sung	14,906,234	4.42%
Directors	Ju Yuan Investment Co., Ltd.
Representative: Lu, Yen-Chuan	9,330,384	2.77%
Independent Director	Wei, Kung-Ao	-	-
Independent Director	Liu, Jung-Chin	-	-
Independent Director	Huang, Chun-Kai	-	-
Total	Directors	24,236,618	7.19%

AI assistant

TYCOONS AGM Information 2026

51949_rns_2026-04-27_7224392c-801c-496c-a3cd-a7019be93940.pdf

TYCOONS

Table of Contents

Tycoons Group Enterprise Company Limited

Chairperson Remarks

(II) Financial Income and Loss

II. Audit Committee’s Review Report of Audited Financial Statements for 2025.

Audit Committee’s Review Report

TYCOONS GROUP ENTERPRISE CO., LTD.

Report on Remunerations of Directors for 2025

Independent Auditors' Report

Opinion

Basis for Opinion

Key Audit Matters

Inventory Valuation

Revenue Recognition

Other Matters - Making reference to the audits of component auditors

Responsibilities of Management and Those Charged with Governance for the Parent company only Financial Statements

Auditor's Responsibilities for the Audit of the Parent company only Financial Statements

Notice to Readers

Revenue Recognition

Other Matters - Making reference to the audits of component auditors

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

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

Other

Notice to Readers

Articles of Incorporation of Tycoons Group Enterprise Company Limited

Section One - General Provisions

Section Two – Shareholdings

Section Three - Shareholders’ Meetings

Section Four - Directors and Audit Committee

Section Five – Managers

Section Six – Accounting

Section Seven - Supplementary Provisions

Tycoons Group Enterprise Company Limited Rules and Procedures for Shareholder Meetings

Tycoons Group Enterprise Company Limited Shareholding of All Directors

AI assistant

TYCOONS — AGM Information 2026

51949_rns_2026-04-27_7224392c-801c-496c-a3cd-a7019be93940.pdf

TYCOONS

Table of Contents

Tycoons Group Enterprise Company Limited

Chairperson Remarks

(II) Financial Income and Loss

II. Audit Committee’s Review Report of Audited Financial Statements for 2025.

Audit Committee’s Review Report

TYCOONS GROUP ENTERPRISE CO., LTD.

Report on Remunerations of Directors for 2025

Independent Auditors' Report

Opinion

Basis for Opinion

Key Audit Matters

Inventory Valuation

Revenue Recognition

Other Matters - Making reference to the audits of component auditors

Responsibilities of Management and Those Charged with Governance for the Parent company only Financial Statements

Auditor's Responsibilities for the Audit of the Parent company only Financial Statements

Notice to Readers

Revenue Recognition

Other Matters - Making reference to the audits of component auditors

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

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

Other

Notice to Readers

Articles of Incorporation of Tycoons Group Enterprise Company Limited

Section One - General Provisions

Section Two – Shareholdings

Section Three - Shareholders’ Meetings

Section Four - Directors and Audit Committee

Section Five – Managers

Section Six – Accounting

Section Seven - Supplementary Provisions

Tycoons Group Enterprise Company Limited Rules and Procedures for Shareholder Meetings

Tycoons Group Enterprise Company Limited Shareholding of All Directors

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TYCOONS AGM Information 2026