Stock Code: 2426

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TYNTEK Corporation

2023 Regular Shareholders’ Meeting

Agenda Handbook

Date: 9:00 am, May 29, 2023 Venue: No. 15, Kezhong Rd., Zhunan Township, Miaoli County

Translation-In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.

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|One. Meeting Procedure|.................................................................................................................... 1|

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Two. Meeting Agenda ........................................................................................................................ 2 I. Report Items ........................................................................................................................ 3 II. Ratification Items................................................................................................................. 3 III. Discussion Items .................................................................................................................. 4 IV. Extraordinary Motions ......................................................................................................... 4 Three. Attachments ............................................................................................................................ 5 I. Business Report ................................................................................................................... 5 II. Audit Committee’s Review Report...................................................................................... 8 III. Independent Auditors’ Report and Financial Statements .................................................... 9 IV. 2022 Statement of Deficit Compensation .......................................................................... 27 V. Comparison Table of Amendments to the Corporate Governance Best Practice Principles ........................................................................................................................... 28 VI. Comparison Table of Amendments to the Articles of Incorporation, and Amended Articles of Incorporation .................................................................................................. 33 VII. Comparison Table of Amendments to the “Rules and Procedures of Shareholders’ Meeting” ............................................................................................................................ 43 VIII. Comparison Table of Amendments to the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies” ......................................................................... 47 Four. Appendices .............................................................................................................................. 49 I. Rules and Procedures of Shareholders’ Meeting ............................................................... 49 II. The Articles of Incorporation ............................................................................................ 53 III. Shareholdings of All Directors .......................................................................................... 62 IV. Impact of Stock Dividend Issuance on Business Performance, EPS, and Shareholder’s Return on Investment ......................................................................................................... 63

One. Meeting Procedure

TYNTEK Corporation 2023 Regular Shareholders’ Meeting Procedure

I. Call Meeting to Order
II. Chairman's Remarks
III. Report Items
IV. Ratification Items
V. Discussion Items
VI. Extraordinary Motions
VII. Adjournment
1 -

Two. Meeting Agenda

TYNTEK Corporation 2023 Regular Shareholders’ Meeting Agenda

I. Form of Shareholders’ Meeting: Physical
II. Time: 9:00 am, May 29, 2023
III. Venue: No. 15, Kezhong Rd., Zhunan Township, Miaoli County
IV. Attendants: All shareholders and equity representatives
V. Chairman: Lee, Biing-Jye, Chairman of the Board
VI. Chairperson’s Remarks
VII. Report Items:
(I) 2022 Business Report.
(II) The Audit Committee’s Review Report on the 2022 financial statements.
(III) Report on the 2022 employee remuneration and director remuneration distribution proposal.
(IV) Report on the amendments to the Company's Corporate Governance Best Practice Principles
(V) Other Report Matters
1. Report on Acceptance of Shareholders’ Proposal Right
2. Other Report Matters
VIII. Ratifications:
(I) 2022 Business Report and financial statements.
(II) 2022 Proposal of Deficit Compensation
IX. Discussions:
(I) Amendment to the “Articles of Incorporation.”
(II) Amendment to the “Rules of Procedure for Shareholders’ Meetings.” (III) Amendment to the “Handling Procedures for Acquisition and Disposal of Assets.”
X. Extraordinary Motions
XI. Adjournment
2 -

Reporting Items

Proposal 1

Cause: Report on the 2022 business.

Explanation: Please refer to Attachment 1, Pages 5-7 of the Handbook for the 2022 Business Report.

Proposal 2

Cause: The Audit Committee’s Review Report on the 2022 financial statements. Explanation: Please refer to Attachment 2, Page 8 of the Handbook for the Audit Committee’s Review Report.

Proposal 3

Cause: Report on the 2022 employee remuneration and director remuneration distribution. Explanation: Pursuant to Articles 18 of the Articles of Incorporation, a loss was made in 2022, and thus no employee remuneration and director remuneration will be distributed.

Proposal 4

Cause: Report on the amendment to the Company's “Corporate Governance Best Practice Principles.” Explanation: Please refer to Attachment 5, Pages 28-32 of the Handbook for the Comparison Table of the Amendment to the “Corporate Governance Best Practice Principles.”

Proposal 5 Cause: Other Reports

Explanation: Regarding the proposing right exercised by shareholders and accepted by this regular shareholders’ meeting:
(1) Handled pursuant to Article 172-1 of the Company Act
(2) The acceptance period of shareholders’ proposal was March 22, 2023, to March 31, 2023, and disclosed on the MOPS as required by laws.
(3) As of March 31, 2023, no shareholder’s proposal was received.

Ratification Items

Proposal 1 Proposed by the board of directors

Cause: The 2022 Business Report and financial statements are submitted for ratification.

Explanation: I. The Company’s 2022 Business Report and financial statements have been approved upon the resolution of the board of directors on February 22, 2023; the financial statements have been audited by Welson Fang, CPA and Gordon Chen, CPA of Deloitte Taiwan. The aforesaid settlement books and statements have been submitted to and audited by the Audit Committee, with the Audit Report presented.
II. Please refer to pages 5-7 Attachment 1 and pages 9-26, Attachments 3 of this handbook for the 2022 Business Report, Independent Auditors’ Report, and financial statements.
III. Please ratify.

Resolution:

Proposal 2 Proposed by the board of directors

Cause: The proposal of 2022 deficit compensation is submitted for ratification. Explanation: I. The Company has settled its 2022 operating accounts with a loss after tax of

NT$181,505,066. The proposal has been approved upon the resolution of the board of directors on February 22, 2023, and was submitted to and audited by the Audit Committee for reference.
II. Pursuant to Articles 18 of the Articles of Incorporation, no employee remuneration and director remuneration for 2022 will be distributed.
III. Considering the future capital needs and long-term financial planning of the Company, no shareholders’ dividends will be distributed for 2022.
IV. Please refer to Attachment 4, Page 27, for the 2022 Deficit Compensation Statement.
V. Please ratify.
3 -

Resolution:

Discussion Items

Proposal 1 Proposed by the board of directors

Cause: The amendment to the company’s “Articles of Incorporation” is hereby presented for discussions.

Explanation: To meet the operational needs and provision of Article 162 of the Company Act, it is proposed to amend some provisions of the Articles of Incorporation. Please refer to Attachments 6, Pages 33-42 for the comparison table of the amendments for discussion.

Resolution:

Proposal 2 Proposed by the board of directors

Cause: The amendment to the Company’s “Rules and Procedures of Shareholders’ Meeting” is hereby submitted for discussion.

Explanation: Pursuant to Article 172-2 of the Company Act and the amended “Regulations

Governing the Administration of Shareholder Services of Public Companies,” a virtual meeting may be convened as a company’s shareholders’ meeting. it is proposed to amend some provisions of the “Rules of Procedure for Shareholders’ Meetings.” Please refer to Attachments 7, Pages 43-46 for the comparison table of the amendments for discussion.

Resolution:

Proposal 3 Proposed by the board of directors

Cause: The amendment to the Company’s “Handling Procedures for Acquisition and Disposal of Assets” is hereby submitted for discussion.

Explanation: To specify the objective, scope and authorization hierarchy for engaging in investment in negotiable securities, it is proposed to amend some provisions of the “Handling Procedures for Acquisition and Disposal of Assets.” Please refer to Attachments 8, Pages 47-48 for the comparison table of the amendments for discussion.

Resolution:

Extraordinary Motions

Adjournment

Three. Attachments

[Attachment 1]

TYNTEK Corporation Business Report

Looking back on 2022, the global economy was affected by the Russia-Ukraine war, geopolitics, COVID-19 lockdowns in China, and the interest rate hike in the US to suppress inflation. Therefore, raw material and transportation costs have been volatile, resulting in the 2022 operating revenue to decline by 23.51% from 2021; due to the slowdown in demands for terminal applications such as backlights, smart wearables, optical couplers, medical, and automotive, the net operating profit decreased by NT$273,110 thousand from 2022. Looking to the future, the Company will continue its dedication in the business development based on the initial commitment by providing products and services satisfying customer demands, thereby generating profits and achieving continuous growth for the Company. Business performance and operations of the Company in 2022 are compared with the ones in 2021 as described in the following respectively:

(I) Implementation results of the 2022 business plan

ntation results of the 2022 business plan	ntation results of the 2022 business plan	ntation results of the 2022 business plan	ntation results of the 2022 business plan	ntation results of the 2022 business plan
Unit: NTD thousand Item 2021 2022 Percentage difference % Net sales amount 3,163,375 2,419,509 (743,866) -23.51 Operating profit 310,547 37,437 (273,110) -87.94 Net non-operating income (expense) 510,543 (201,445) (711,988) -139.46 Net income (loss) before tax 821,090 (164,008) (985,098) -119.97 Income tax expense 94,958 20,415 (74,543) -78.50 Net income (loss) for this period 726,132 (184,423) (910,555) -125.40 Basic earnings (loss) per share after tax (NT$) 2.41 (0.60) (3.01) -124.90
Item	2021	2022	Percentage	difference %
Net sales amount	3,163,375	2,419,509	(743,866)	-23.51
Operating profit	310,547	37,437	(273,110)	-87.94
Net non-operating income (expense)	510,543	(201,445)	(711,988)	-139.46
Net income (loss) before tax	821,090	(164,008)	(985,098)	-119.97
Income tax expense	94,958	20,415	(74,543)	-78.50
Net income (loss) for this period	726,132	(184,423)	(910,555)	-125.40
Basic earnings (loss) per share after tax (NT$)	2.41	(0.60)	(3.01)	-124.90

Note: The impacts of earnings per share and issuance of stock dividends have been included in the retrospective adjustment.

(II) Financial Revenue/Expenditure and Profitability Analysis

	item	2021	2022
Financial structure (%)	Debt to total assets ratio	28.79	26.42
	Long-term capital to property, plant & equipment ratio	307.84	247.46
Debt servicing capability (%)	Current ratio	339.97	357.14
	Quick ratio	263.53	262.74
Profitability (%)	Return on asset	11.86	-2.97
	Return on shareholders’ equity	17.20	-4.34
	Net profit margin	22.95	-7.62
	Earnings per share (EPS) (NT$)	2.41	(0.60)

R&D status

The Company has always focused on the product R&D capability and with the continuous efforts over the past years, we have been able to develop and launch numerous outstanding new products, and have also been able to gain support from government agencies. In addition to stabilizing the existing Asian market, it is also actively expanding the European and North American markets to further extend the market share. To have better forward-looking and marketable products, the Company has been sparing no efforts in optical communication sensing components, the long wavelength sensing used in display components and consumer products, development of avalanche diodes, and automotive optical coupling components (for the high speed industrial control of new

energies), medical (blood oxygen), wearables and sensing components of precision control, and certain outcomes have been fruited. In addition, the Company is also active in the investment of relevant product application fields. With the rapid growth of the optoelectronic market, the application scope of various products continues to expand, and the market demand is increasing. To satisfy the market demand, the Company will continue to focus on the development of the following products:

A. High density semiconductor passive components
B. 6” wafer and high-sensitivity sensing PD
C. 6” wafer and high precision and power components
D. High power AlGaInP light emitting diodes
E. High speed communication photodiodes
F. Multiband photo detectors
G. DUV sensors
H. Substrates with electrostatic protection components
I. Flip-chip Zener diodes
J. Photo diode integrated circuit (PDIC)
K. Low-capacitance transient voltage suppressors (TVS)
L. High speed optical communication laser diodes
M. Vertical cavity surface emitting laser (VCSEL) diodes
N. New generation semiconductor material components
O. Long wavelength sensing components
P. Infrared diodes for high-speed industrial control
Q. Point light source infrared diode

Future Operational Objectives

To achieve the business objectives of the present year, the Company will continue to make further improvement on the competitiveness in the marketing, R&D, manufacturing and management aspects. The key operating guidelines of 2023 are as below:

Cope with the overseas market growth, and actively expand the market share in the regions of Europe, U.S. And Japan.
Enhance customized new product development, and improve profitability.
Enhance material development source to diversify risks.
Continue to increase production efficiency and to improve product quality in order to reduce cost.
Continue to promote digital computerization and to increase work efficiency. Increase capital expenditures, continue to invest resources to promote ESG, improve the utilization efficiency of energy and water resource, increase smart production, to achieve the goals of improving economic efficiency and environmental sustainable development, and create a win-win situation for customers, investors, and TYNTEK.
Increase the sales weight of Si component products, thereby enhancing the profitability.
Cope with market development demands for semiconductor lighting, and actively expand integrated power and protection components.
Strengthen 6” wafer production capacity and enhance product technologies.

The forecast sales quantity of the Company is determined based on the environment of the industry and the supply and demand condition of the market along with the consideration of own production capacity and business development. The Company firmly believes that a complete production line is the essential factor supporting the sustainable operation of the Company. Based on this principle, the Company will continue to develop new products and to improve product quality, thereby achieving the goals of increasing customer satisfaction and maintaining excellent relationship with suppliers with best effort.

Important Production and Sale Policies

For the year of 2023, the Company will actively develop new products, new customer sources and will also adjust product structure in order to improve the overall gross margin with best effort, In addition, the Company will also research and develop various products satisfying the market trend, thereby increasing the Company's own technical level and understanding customer demands and market development trend effectively. Furthermore, the Company will also seek cooperation with the upstream raw material suppliers in order to ensure raw material quality and sufficient supply sources while maintaining long term cooperation relationship with customers. Moreover, to cope with the expansion of business, the Company will actively engage in the construction of complete international sales channels and logistics management. The Company also aims to enhance the professional training of engineers, to improve the

technical support of products and after-sale service standards, to expand overseas markets continuously and to secure the domestic market, thereby increasing the market share of the Company’s products.

Future Development Strategy

Short-term Business Development Plan:
(1) Based on the currently existing business, continue to dedicate in the development of high frequency/high power products and various Si sensors and protection components. In addition, for different markets, develop sales methods suitable to the local markets.
(2) Continue to promote the rationalization and flexibility of the production process, in order to achieve harmony between production and sales, as well as to achieve the most optimal operating economic scale, implement quality management thoroughly and achieve the goal of Quality First with best effort. Increase automatic production efficiency and product yield rate, engineering research and development process systematization, thereby improving overall management quality.
(3) To respond to market demands in new application fields, the Company continues to expand 5” and 6” wafer production capacities and efficiency.
(4) Coping with the slowdown of the pandemic, facing inflation, geopolitics, and information security issues, we will improve the control and responsive strategies for various emerging risks, with flexible adjustments.
Long-term Business Development Plan:
(1) In addition to continuing to improve quality and maintaining an excellent relationship with domestic and foreign giants in the industry, the Company aims to expand its market share as well as to establish complete sales channels globally and diverse business strategies.
(2) Integrate various products of the Company and subsidiaries, and establish the operational development model with horizontal expansion and vertical integration, thereby increasing the overall competitiveness of the Company.
(3) Continue research and development, maintain the leading position in manufacturing technologies, and improve OEM capability, thereby exploiting the Company’s advantage in the mass production economic scale.

TYNTEK Corporation

Chairman: Lee, Biing-Jye

Managerial Officer: Chou, Wen-Lung

Accounting Supervisor: Li, Hsiao-Ping

[Attachment 2]

TYNTEK Corporation Audit Committee’s Review Report

We have reviewed the Company’s 2022 business report, consolidated financial statements, parent-company only financial statements, and deficit compensation proposal prepared by the board of directors. The consolidated financial statements, parent-company only financial statements have been audited and attested by Welson Fang, CPA and Gorden Chen, CPA of Deloitte Taiwan, with the independent auditor's report issued. The aforementioned business report, consolidated financial statements, parent-company only financial statements, and deficit compensation proposal have been reviewed and considered to be complied with relevant rules by the undersigned, the Audit Committee of TYNTEK Corporation. Pursuant to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report.

2023 Regular Shareholders’ Meeting

TYNTEK Corporation

Audit Committee

Convener: Liu, Yin-Fei

February 22, 2023

[Attachment 3]

Independent Auditors’ Review Report

To TYNTEK Corporation,

Audit opinion

We have reviewed the accompanying consolidated balance sheets of TYNTEK Corporation (the “Company”) and its subsidiaries (collectively, the “Group”) for the years ended December 31, 2022 and 2021 and the relevant consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and relevant notes, including a summary of significant accounting policies “(collectively referred to as the consolidated financial statements)”.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2022 and 2021 and for the years then ended, and its consolidated financial performance and its consolidated cash flows for the years then ended in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China.

Basis for audit opinion

We conducted our audits in accordance with the Regulations Governing the Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards in the Republic of China. Our responsibility under those standards is further described in the section of "Auditor's Responsibilities for the Audit of the Consolidated Financial Statements". We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We are convinced that we have acquired enough and appropriate audit evidence to serve as the basis of audit opinion.

Key audit matters

Key audit matters refer to the most vital matters in our audit of the consolidated financial statements of the Group for the year ended December 31, 2022, based on our professional judgment. These matters were addressed in our audit of the consolidated financial statements as a whole, and in forming our audit opinion. We do not express a separate opinion on these matters.

Key audit matters of the consolidated financial statements of the Group for the year ended December 31, 2022, are stated as follows:

Sales recognition

The Group’s 2022 consolidated operating income was NT$2,419,509 thousand. Please refer to Notes 4 and 25 to the consolidated financial statements for the accounting policy and information related to revenue recognition. The Group’s operating income is mainly from the sale of optoelectronic products. As it has many sales clients at home and abroad, the sales, in which the transactions increased compared to the prior year, the transaction amounts were significant, and the transaction counterparties were not publicly listed, are listed as a key audit matter for 2021. The main audit procedures we performed for said matter are as follows:

Understand and test the effectiveness of the design and the implementation of the main internal control mechanism for the sales.
Select samples randomly to check the receipts and payment status related to the sales, and inquire the existence of the transaction counterparties to verify the actual occurrence of the sales, and check whether there is any anomaly existing in the sales counterparties and the payment recipients.

Other Matters

The Company has also prepared the parent company’s only financial statements for the years ended December 31, 2022, and 2021, for which we have issued an unqualified opinion.

Included in the aforementioned consolidated financial statements, some of the financial statements of the investees measured using the equity method have not been audited by us but by other CPAs. Therefore, in our opinions on the aforementioned consolidated financial statements, the above-mentioned investment balance of the investees using the equity method and the relevant share of profit and loss on the investees are recognized based on

the audit report of other CPAs. As of December 31, 2022 and 2021, the balance of investment in the aforementioned investees using the equity method was NT$165,874 thousand and NT$149,194 thousand, respectively, accounting for 3.05% and 2.36% of the total consolidated assets, respectively, and the share of profit or loss on associates recognized using the equity method for the year ended December 31, 2022 and 2021 was NT$16,455 thousand and NT$7,459 thousand, respectively, accounting for (10.03)% and 0.91% of the consolidated net income before tax, respectively.

Responsibilities of the management and the governing body for the consolidated financial statements

The responsibilities of the management are to prepare the consolidated financial statements with fair presentation in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS and IAS, as well as IFRIC and SIC interpretations endorsed and entered into effect by the FSC, and to maintain necessary internal control associated with the preparation in order to ensure that the financial statements are free from material misstatement arising from fraud or error.

In preparing the consolidated financial statements, the management is responsible for assessing the ability of the Group in continuing as a going concern, disclosing relevant matters, and adopting the going concern basis of accounting unless the management intends to liquidate the Group or cease the operations without other viable alternatives.

The governing body of the Group (including the Audit Committee) is responsible for supervising the financial reporting process.

Auditor's responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance on whether the consolidated financial statements as a whole are free from material misstatement arising from fraud or error, and to issue an independent auditors' report. Reasonable assurance is a high-level assurance but is not a guarantee that an audit conducted in accordance with the auditing standards in the Republic of China will always detect a material misstatement when it exists. Misstatement may arise from frauds or errors. If the amounts of misstatements, either separately or in aggregate, could reasonably be expected to influence the economic decisions of the users of the consolidated financial statements, they are considered material.

We have utilized our professional judgment and maintained professional doubt when performing the audit work in accordance with the auditing standards in the Republic of China. We also perform the following tasks:

Identify and assess the risks of material misstatement arising from fraud or error within the consolidated financial statements; design and execute countermeasures in response to said risks, and obtain sufficient and appropriate audit evidence to provide a basis of our opinion. Fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Therefore, the risk of not detecting a material misstatement resulting from fraud is higher than the one resulting from error.
Understand the internal control related to the audit in order to design appropriate audit procedures under the circumstances, while not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
Evaluate the appropriateness of accounting policies adopted and the reasonableness of accounting estimates and relevant disclosures made by the management.
Conclude on the appropriateness of the management's adoption of the going concern basis of accounting based on the audit evidence obtained and whether a material uncertainty exists for events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we are of the opinion that a material uncertainty exists, we shall remind users of the consolidated financial statements to pay attention to relevant disclosures in said statements within our audit report. If such disclosures are inadequate, we need to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure, and content of the consolidated financial statements (including relevant notes), and whether the consolidated financial statements adequately present the relevant transactions and events.
Obtain sufficient and appropriate audit evidence concerning the financial information of entities within the Group, to express an opinion on the consolidated financial statements. We are responsible for guiding, supervising, and performing the audit and forming an audit opinion on the Group.
The matters communicated between us and the governing body include the planned scope and times of the
audit and significant audit findings (including any significant deficiencies in internal control identified during the audit).

We also provided the governing body with a declaration that we have complied with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China regarding independence, and communicated with them all relationships and other matters that may possibly be regarded as detrimental to our independence (including relevant protective measures).

From the matters communicated with the governing body, we determined the key audit matters for the audit of the Group's consolidated financial statements for the year ended December 31, 2022. We have clearly indicated such matters in the auditors' report unless legal regulations prohibit the public disclosure of specific matters, or in extremely rare cases, we decided not to communicate over specific items in the auditors' report, for it could be reasonably anticipated that the negative effects of such disclosure would be greater than the public interest it brings forth.

Deloitte Taiwan CPA Su-Li Fang CPA Chen, Ming-Hui

The Financial Supervisory Commission R.O.C. Approved No. Jing-Guang-Zheng-VI-Zi No. 0940161384

Securities and Futures Commission Approval Document No. Tai-Cai-Zeng-VI-Zi No. 0930128050

February 22, 2023

TYNTEK Corporation and Its Subsidiaries Consolidated balance sheet For the Years Ended December 31, 2022 and 2021

Code 1100 1110 1136 1150 1170 1180 1200 130X 1410 1476 1479 11XX 1510 1517 1535 1550 1600 1755 1780 1840 1915 1920 1990 15XX 1XXX	Asset CURRENT ASSETS Cash and cash equivalents (Notes 6 and 31) Financial assets at fair value through profit or loss - current (Note 7 and 31) Financial assets at amortized cost - current (Note 9, 31 and 33) Notes receivable, net (Note 10, 31) Accounts receivable, net (Notes 10 and 31) Accounts receivable - related parties, net (Notes 10, 31, and 32) Other receivables (Notes 10 and 31) Inventories (Note 11) Prepayments (Notes 17 and 34) Other financial assets (Notes 18, 31, and 33) Other current assets (Note 18) Total current assets non-current assets Financial assets at fair value through profit or loss - non-current (Note 7 and 31) Financial assets at fair value through profit or loss - non-current (Note 8 and 31) Financial assets at amortized cost - non-current (Note 9, 31 and 33) Investments accounted for using equity method (Note 13) Property, plant and equipment (Notes 14, 33 and 34) Right-of-use assets (Note 15) Other intangible assets (Note 16) Deferred tax assets (Note 27) Prepayments for equipment (Note 34) Refundable deposits (Note 31) Other non-current assets - others (Note 18) Total non-current assets Total assets		December 31,	2022 % 25 4 - - 12 1 1 15 - - - 58 - 1 - 3 34 2 - 1 1 - - 42 100		Dec. 31, 2021 Amount % $ 1,145,382 18 583,316 9 44,191 1 21,863 - 998,356 16 84,274 1 67,529 1 843,782 14 22,725 1 3,593 - 6,046 - 3,821,057 61 263,055 4 74,231 1 6,615 - 175,738 3 1,686,193 27 99,949 2 1,561 - 81,287 1 98,416 1 1,963 - 4,622 - 2,493,630 39 $ 6,314,687 100	Code 2100 2120 2130 2150 2170 2180 2200 2230 2280 2320 2313 2399 21XX 2540 2550 2570 2580 2640 2630 2645 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 31XX 36XX 3XXX	LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 19 and 31) Financial liabilities at fair value through profit or loss - current (Note 7 and 31) Contract liabilities - Current (Note 25) Notes payable (Notes 20 and 31) Accounts payable (Notes 20 and 31) Accounts payable to related parties (Notes 20, 31 and 32) Other payables (Notes 21, 31, and 32) Current tax liabilities (Note 27) Lease liabilities - current (Notes 15 and 31) Current portion of long-term borrowings (Notes 19 and 31) Unearned revenue (Notes 21, 29, and 31) Other current liabilities (Note 21) Total current liabilities non-current liabilities Long-term borrowings (Notes 19 and 31) Provisions - non-current (Note 22) Deferred tax liabilities (Note 27) Lease liabilities - non-current (Notes 15 and 31) Defined benefit liability - non-current (Note 23) Long-term deferred revenue (Notes 19, 29, and 31) Guarantee deposits received (Note 31) Total non-current liabilities Total liabilities Equity attributable to owners of the company (Note 24) Ordinary shares Capital surplus Retained earnings Statutory reserves Special reserves undistributed earnings Total retained earnings Other equities Total equity attributable to owners of the company Non-controlling interests (Notes 12 and 24) Total equity Total liabilities and equity		December 31,	2022 % 2 - - - 6 - 4 1 - 3 - - 16 8 - - 2 - - - 10 26 55 5 5 1 8 14 ( 1) 73 1 74 100		Unit: NTD thousand Dec. 31, 2021	Unit: NTD thousand Dec. 31, 2021
			Amount $ 1,342,144 218,194 1,000 21,574 622,998 35,281 66,629 811,589 18,653 1,003 2,063 3,141,128 - 45,417 6,665 192,780 1,838,843 92,567 6,762 35,469 60,514 3,410 6,463 2,288,890 $ 5,430,018			Amount $ 1,145,382 583,316 44,191 21,863 998,356 84,274 67,529 843,782 22,725 3,593 6,046 3,821,057 263,055 74,231 6,615 175,738 1,686,193 99,949 1,561 81,287 98,416 1,963 4,622 2,493,630 $ 6,314,687				Amount $ 108,429 344 477 6,492 312,233 1,705 233,773 35,945 9,053 146,195 11,375 13,512 879,533 431,092 18,444 2,655 82,612 18,862 846 393 554,904 1,434,437 3,006,223 243,873 286,048 37,523 432,801 756,372 46,383) 3,960,085 35,496 3,995,581 $ 5,430,018			Amount $ 157,977 - 303 4,911 454,548 6,453 275,540 62,522 8,899 116,558 4,631 31,587 1,123,929 529,091 16,807 15,325 89,618 37,905 1,031 4,545 694,322 1,818,251 3,006,223 243,639 214,568 55,815 960,086 1,230,469 22,435) 4,457,896 38,540 4,496,436 $ 6,314,687	%
									(			(		3 - - - 7 - 4 1 - 2 - 1 18 8 - - 2 1 - - 11 29 47 4 3 1 15 19 - 70 1 71 100

The accompanying notes are an integral part of the consolidated financial statements (With Deloitte & Touche review report dated February 22, 2023)

Chairman: Lee, Biing-Jye

Manager: Will Chou

Head of Accounting: Hsiao-Ping Li

TYNTEK Corporation and Its Subsidiaries Consolidated Statements of Comprehensive Income For the Year Ended December 31, 2022 and 2021

Unit: NTD thousands; EPS (loss) in NTD

Code 4000 Operating revenue (Notes 25 and 32) 5000 Operating costs (Notes 11, 26, and 32) 5900 Gross income from operations Operating expenses 6100 Selling and marketing expenses (Notes 23 and 26) 6200 Administrative expenses (Notes 23 and 26) 6300 Research and development expense (Notes 23 and 26) 6000 Total operating expenses 6500 Other income and expenses, net (Note 26) 6900 Operating profit Non-operating income and expense 7100 Interest revenue (Note 26) 7010 Other income (Notes 26 and 32) 7020 Other gains or losses (Notes 26 and 35) 7050 Financial costs (Note 26) 7060 Share of profit (loss) on associates using the equity method 7000 Total non-operating income and expenses 7900 Net income (loss) before tax 7950 Income tax expense (Note 27) 8200 Net income (loss) for this year		2022		% 100 84 16 1 7 6 14 - 2 - 2 11 ) - 1 8) 6 ) 1 7)		2021
		Amount $ 2,419,509 2,032,905 386,604 41,767 166,179 141,652 349,598 431 37,437 4,564 41,128 255,340 ) 12,862 ) 21,065 201,445) 164,008 ) 20,415 184,423)				Amount $ 3,163,375 2,446,714 716,661 41,493 231,702 132,896 406,091 23) 310,547 5,489 26,212 485,335 20,531 ) 14,038 510,543 821,090 94,958 726,132		%
	( ( ( ( (		( ( ( (		( (		(	100 77 23 1 8 4 13 - 10 - 1 15 1 ) 1 16 26 3 23

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Code Other comprehensive income (Note 24) 8310 Items that will not be reclassified subsequently to profit or loss: 8311 Remeasurement of defined benefit plans 8316 Unrealized gains (losses) on investments in equity instruments at FVTOCI 8349 Income tax relating to items that will not be reclassified subsequently to profit or loss (Note 27) 8360 Items that may be reclassified subsequently to profit or loss: 8361 Exchange Differences in Translating the Financial Statements of Foreign Operations 8399 Income tax (expense) income related to the components of other comprehensive income (Note 27) 8300 Other comprehensive income of the current year (net amount after tax) 8500 Total comprehensive income of the current year 8600 Net income (loss) attributable to: 8610 Owners of the company 8620 Non-controlling interests 8700 Total comprehensive income attributable to: 8710 Owners of the company 8720 Non-controlling interests Earnings (loss) per share (Note 28) 9710 Basic 9810 Diluted		2022		% - 1 ) - - - 1) 8) 8 ) - 8) 8 ) - 8)		2021
		Amount $ 8,030 33,159 ) 5,963 4,121 812) 15,857) $ 200,280) $ 181,505 ) 2,918) $ 184,423) $ 197,423 ) 2,857) $ 200,280) $ 0.60) $ 0.60)				Amount $ 2,054 ) 40,778 6,112 ) 2,428 ) 480 30,664 $ 756,796 $ 724,850 1,282 $ 726,132 $ 755,540 1,256 $ 756,796 $ 2.41 $ 2.39		%
	( ( ( ( ( ( ( ( ( ( ( (		( ( ( ( ( ( (		( ( (			- 1 - - - 1 24 23 - 23 24 - 24

The accompanying notes are an integral part of the consolidated financial statements (With Deloitte & Touche review report dated February 22, 2023)

Chairman: Lee, Biing-Jye

Manager: Will Chou

Accounting Supervisor: Li, Hsiao-Ping

TYNTEK Corporation and Its Subsidiaries Consolidated Statements of Equity Changes For the Year Ended December 31, 2022 and 2021

Unit: In Thousands of New Taiwan Dollars, Unless Stated Otherwise

		Equity attributable to owners of the company	Equity attributable to owners of the company	Equity attributable to owners of the company				Non-controlling interests $ 37,284 - - - - 1,282 ( 26) 1,256 - 38,540 - - - - ( 2,918 ) 61 ( 2,857) ( 187) $ 35,496		Total equity
Share capital Shares (thousand) Amount 300,621 $ 3,006,223 - - - - - - - - - - - - - - - - 300,621 3,006,223 - - - - - - - - - - - - - - - - 300,621 $ 3,006,223	Capital surplus $ 224,694 - - - 18,945 - - - - 243,639 - - - 234 - - - - $ 243,873		Retained earnings	Undistributed earnings $ 466,022 ( 28,486 ) 33,220 ( 225,467 ) - 724,850 ( 2,054) 722,796 ( 7,999) 960,086 ( 71,480 ) 18,292 ( 300,622 ) - ( 181,505 ) 8,030 ( 173,475) - $ 432,801	Other equities Exchange differences in translating the financial statements of foreign operations Unrealized gains or losses on financial assets at FVTOCI ( $ 20,929 ) ( $ 42,249 ) - - - - - - - - - - ( 1,922) 34,666 ( 1,922) 34,666 - 7,999 ( 22,851 ) 416 - - - - - - - - - - 3,248 ( 27,196) 3,248 ( 27,196) - - ($ 19,603) ($ 26,780)
					Exchange differences in translating the financial statements of foreign operations ( $ 20,929 ) - - - - - ( 1,922) ( 1,922) - ( 22,851 ) - - - - - 3,248 3,248 - ($ 19,603)
Shares (thousand) 300,621 - - - - - - - - 300,621 - - - - - - - - 300,621		Statutory reserves $ 186,082 28,486 - - - - - - - 214,568 71,480 - - - - - - - $ 286,048	Special reserve $ 89,035 - ( 33,220 ) - - - - - - 55,815 - ( 18,292 ) - - - - - - $ 37,523
			( (	( ( ( ( ( ( ( (	( ( ( ( (	( ( ( (	( ( ( ( (	( ( ( (	( ( ( ( ( (	$ 3,946,162 - - 225,467 ) 18,945 726,132 30,664 756,796 - 4,496,436 - - 300,622 ) 234 184,423 ) 15,857) 200,280) 187) $ 3,995,581

The accompanying notes are an integral part of the consolidated financial statements (With Deloitte & Touche review report dated February 22, 2023)

Chairman: Lee, Biing-Jye

Manager: Will Chou

Accounting Supervisor: Li, Hsiao-Ping

TYNTEK Corporation and Its Subsidiaries Consolidated Statements of Cash Flow For the Year Ended December 31, 2022 and 2021

Unit: NTD thousand

Code CASH FLOWS FROM OPERATING ACTIVITIES A10000 Net income (loss) before tax for this year A20010 Adjustments for: A20100 Depreciation expenses A20200 Amortization expenses A20400 Net loss (gain) on financial assets and liabilities at FVTPL A20900 Financial costs A21200 Interest income A21300 Dividend revenue A22300 Share of profit or loss of associates accounted for using equity method A22500 (Gains) losses on disposal of property, plant and equipment A23000 Gains on disposal of non-current assets held for sale A23200 Gains on disposal of investments accounted for using the equity method A23800 Losses on inventory valuation and obsolescence losses A24100 Unrealized gains on foreign currency exchange A29900 Gains on lease modification A30000 Changes in operating assets and liabilities A31130 Note receivable A31150 Accounts receivable - related parties A31180 Other receivables A31200 Inventories A31230 Pre-payments A31240 Other current assets A32125 contract liability A32130 Note payable A32150 Accounts payable - related parties A32180 Other payables A32200 Provisions A32230 Other current liabilities A32240 Net defined benefit liability A33000 Cash from operations A33300 Interest paid A33500 Income tax paid AAAA Net cash inflow from operating activities		2022 $ 164,008 ) 273,393 1,409 346,710 12,862 4,564 ) 23,604 ) 21,065 ) 431 ) - - 27,880 8,889 ) 1 ) 289 422,484 626 4,313 2,231 3,983 174 1,581 148,808 ) 48,193 ) 1,637 18,075 ) 11,013) 650,921 12,115 ) 8,694) 630,112		2021
	( ( ( ( ( ( ( ( ( ( ( ( (		( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( (	$ 821,090 246,559 818 126,101 ) 20,531 5,489 ) 14,930 ) 14,038 ) 23 379,527 ) 282 ) - 28,753 ) - 12,639 ) 226,187 ) 1,452 ) 115,057 ) 7,337 ) 1,699 ) 1,919 ) 1,340 ) 115,709 60,421 1,379 5,691 11,407) 324,064 20,980 ) 47,418) 255,666

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Code Cash flows from investing activities B00010 Acquisition of financial assets at FVTOCI B00020 Disposal of financial assets at FVTOCI B00050 Disposal of financial assets at amortized cost B00100 Purchase of financial assets at fair value through profit or loss B00200 Disposal of financial assets at FVTPL B01800 Acquisition of long-term investments in equity using the equity method B01900 Disposal of long-term investments in equity using the equity method B02600 Proceeds from disposal of non-current assets held for sale B02700 Acquisition of property, plant and equipment B02800 Proceeds from disposal of property, plant and equipment B03700 Decrease (increase) in refundable deposits B04500 Acquisition of intangible assets B06500 Decrease in other financial assets B07100 Increase in pre-payments for equipment B07500 Interest received B07600 Dividends received BBBB Net cash inflows from investing activities Cash flows from financing activities C00100 Increase in short-term borrowings C00200 Decrease in short-term borrowings C01600 Proceeds from long-term borrowings C01700 Repayments of long-term borrowings C03000 Decrease in guarantee deposits received C04020 Repayment of the principal portion of leases C04500 Cash dividends distributed C05000 Changes in non-controlling interests CCCC Net cash outflows from financing activities DDDD Effects of exchange rate changes on the balance of cash held in foreign currencies EEEE Increase in cash and equivalents E00100 Balance of cash and cash equivalents at the beginning of the year E00200 Balance of cash and cash equivalents at the end of the year		2022 $ 4,344 ) - 43,521 67,349 ) 357,906 - - - 196,322 ) 2,259 1,447 ) 6,609 ) 2,590 175,320 ) 4,788 23,604 16,723) 276,647 332,522 ) 80,060 141,863 ) 4,152 ) 9,540 ) 300,622 ) 187) 432,179) 15,552 196,762 1,145,382 $ 1,342,144		2021
	( ( ( ( ( ( ( ( ( ( ( ( ( (		( ( ( ( ( ( ( ( ( ( (	$ - 28,880 518,945 20,754 ) 185,303 1,470 ) 12,054 600,161 105,459 ) 1,374 213 211 ) 12,671 151,946 ) 5,616 14,930 1,100,307 1,099,231 1,461,009 ) 518,917 763,713 ) 11,635 ) 43,353 ) 225,467 ) - 887,029) 20,689 489,633 655,749 $ 1,145,382

The accompanying notes are an integral part of the consolidated financial statements (With Deloitte & Touche review report dated February 22, 2023)

Chairman: Lee, Biing-Jye Manager: Will Chou Accounting Supervisor: Li, Hsiao-Ping

Independent Auditors’ Review Report

To TYNTEK Corporation,

Audit opinion

We have reviewed the standalone balance sheet of TYNTEK Corporation (the “Company”) for the years ended December 31, 2022 and 2021 and the related standalone statements of comprehensive income, changes in equity and cash flows for the years then ended, and relevant notes, including a summary of significant accounting policies “(collectively referred to as the standalone financial statements)”.

In our opinion, the accompanying standalone financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021 and for the years then ended, and its individual financial performance and its individual cash flows for the years then ended in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for audit opinion

We conducted our audits in accordance with the Regulations Governing the Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards in the Republic of China. Our responsibility under those standards is further described in the section of "Auditor's Responsibilities for the Audit of the Parent-only Financial Statements". We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We are convinced that we have acquired enough and appropriate audit evidence to serve as the basis of audit opinion.

Key audit matters

Key audit matters refer to the most vital matters in our audit of the standalone financial statements of the Company for the year ended December 31, 2022 based on our professional judgment. These matters were addressed in our audit of the parent-only financial statements as a whole, and in forming our audit opinion. We do not express a separate opinion on these matters.

Key audit matters of the standalone financial statements of the Company for the year ended December 31, 2022 are stated as follows

Sales recognition

The Company’s 2022 consolidated operating income was NT$2,203,396 thousand. Please refer to Notes 4 and 24 to the consolidated financial statements for the accounting policy and information related to revenue recognition. The Company’s operating income is mainly from the sale of optoelectronic products. As it has many sales clients at home and abroad, the sales, in which transactions increased compared to the prior year, the transaction amounts were significant, and the transaction counterparties were not publicly listed, are listed as a key audit matter for 2021. The main audit procedures we performed for said matter are as follows:

Understand and test the effectiveness of the design and the implementation of the main internal control mechanism for the sales.
Select samples randomly to check the receipts and payment status related to the sales, and inquire the existence of the transaction counterparties to verify the actual occurrence of the sales, and check whether there is any anomaly existing in the sales counterparties and the payment recipients.

Other Matters

Some of the investees included in the standalone financial statements using the equity method have not been audited by us but by other CPAs. Therefore, in the opinion we expressed about the standalone financial statements, the above-mentioned investees using the equity method and its relevant shares of profit or loss are recognized according to the audit report by other CPAs. As of December 31, 2022 and 2021, the balance of investment in the aforementioned investees using the equity method was NT$165,874 thousand and NT$149,194 thousand, accounting for 3.17% and 2.44% of the total assets, respectively, and the share of profit or loss on associates recognized using the equity method for the year ended December 31, 2022 and 2021 was NT$16,455 thousand and NT$7,459 thousand, accounting for (10.16)% and 0.92% of the net income before tax.

Responsibilities of the management and the governing body for the parent-only financial statements

The responsibilities of the management are to prepare the parent-only financial statements with fair presentation in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and to maintain necessary internal control associated with the preparation in order to ensure that the financial statements are free from material misstatement arising from fraud or error.

In preparing the standalone financial statements, the management is responsible for assessing the ability of the Company in continuing as a going concern, disclosing relevant matters, and adopting the going concern basis of accounting unless the management intends to liquidate the Company or cease the operations without other viable alternatives.

The governing body of the Company (including the Audit Committee) is responsible for supervising the financial reporting process.

Auditor's responsibilities for the audit of the parent-only financial statements

Our objectives are to obtain reasonable assurance on whether the parent-only financial statements as a whole are free from material misstatement arising from fraud or error, and to issue an independent auditors' report. Reasonable assurance is a high-level assurance but is not a guarantee that an audit conducted in accordance with the auditing standards in the Republic of China will always detect a material misstatement when it exists. Misstatement may arise from frauds or errors. If the amounts of misstatements, either separately or in aggregate, could reasonably be expected to influence the economic decisions of the users of the parent-only financial statements, they are considered material.

Identify and assess the risks of material misstatement arising from fraud or error within the parent-only financial statements; design and execute countermeasures in response to said risks, and obtain sufficient and appropriate audit evidence to provide a basis of our opinion. Fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Therefore, the risk of not detecting a material misstatement resulting from fraud is higher than the one resulting from error.
Understand the internal control related to the audit in order to design appropriate audit procedures under the circumstances, while not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
Evaluate the appropriateness of accounting policies adopted and the reasonableness of accounting estimates and relevant disclosures made by the management.
Conclude on the appropriateness of the management's adoption of the going concern basis of accounting based on the audit evidence obtained and whether a material uncertainty exists for events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we are of the opinion that a material uncertainty exists, we shall remind users of the parent-only financial statements to pay attention to relevant disclosures in said statements within our audit report. If such disclosures are inadequate, we need 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-only financial statements (including relevant notes), and whether the parent-only financial statements adequately present the relevant transactions and events.
Obtain sufficient and appropriate audit evidence concerning the financial information of entities within the Company, to express an opinion on the standalone financial statements. We are responsible for guiding, supervising, and performing the audit and forming an audit opinion on the Company.
The matters communicated between us and the governing body include the planned scope and times of the
audit and significant audit findings (including any significant deficiencies in internal control identified during the audit).

From the matters communicated with the governing body, we determined the key audit matters for the audit of the Company's standalone financial statements for the year ended December 31, 2022. We have clearly indicated such matters in the auditors' report unless legal regulations prohibit the public disclosure of specific matters, or in extremely rare cases, we decided not to communicate over specific items in the auditors' report, for it could be reasonably anticipated that the negative effects of such disclosure would be greater than the public interest it brings forth.

Deloitte Taiwan CPA Su-Li Fang

The Financial Supervisory Commission R.O.C. Approved No. Jing-Guang-Zheng-VI-Zi No. 0940161384

CPA Chen, Ming-Hui

Securities and Futures Commission Approval Document No. Tai-Cai-Zeng-VI-Zi No. 0930128050

February 22, 2023

TYNTEK Corporation parent-only Balance Sheet For the Years Ended December 31, 2022 and 2021

Code 1100 1110 1136 1150 1170 1180 1200 1210 130X 1479 11XX 1510 1517 1535 1550 1600 1755 1780 1840 1915 1990 15XX 1XXX	Asset CURRENT ASSETS Cash and cash equivalents (Notes 6 and 30) Financial assets at FVTPL - current (Notes 7 and 30) Financial assets at amortized cost - current (Notes 9, 30, and 32) Notes receivable, net (Notes 10 and 30) Accounts receivable, net (Notes 10 and 30) Accounts receivable - related parties, net (Notes 10, 30, and 31) Other receivables (Notes 10 and 30) Other receivables - related parties (Notes 10, 30, and 31) Inventories (Note 11) Other current assets (Note 17) Total current assets non-current assets Financial assets at fair value through profit or loss - non-current (Note 7 and 30) Financial assets at fair value through profit or loss - non-current (Note 8 and 30) Financial assets at amortized cost - non-current (Notes 9, 30, and 32) Investments accounted for using equity method (Note 12) Property, plant and equipment (Notes 13, 32, and 33) Right-of-use assets (Note 14) Intangible assets (Note 16) Deferred tax assets (Note 26) Prepayments for equipment (Note 33) Other non-current assets (Note 17) Total non-current assets Total assets		December 31, 202	2	% 24 - - - 11 1 - - 14 - 50 - 1 - 14 31 2 - 1 1 - 50 100		Dec. 31, 2021		% 15 3 1 - 16 1 - 4 12 - 52 2 1 - 16 25 1 - 1 2 - 48 100	Code 2100 2120 2150 2170 2180 2200 2230 2280 2320 2313 2399 21XX 2540 2550 2570 2580 2630 2640 2670 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 3XXX	LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 18 and 30) Financial liabilities at fair value through profit or loss - current (Note 7 and 30) Notes payable (Notes 19 and 30) Accounts payable (Notes 19 and 30) Accounts payable to related parties (Notes 19, 30, and 31) Other payables (Notes 20 and 30) Current tax liabilities (Note 26) Lease liabilities - current (Notes 14 and 30) Current portion of long-term borrowings (Notes 18 and 30) Unearned revenue (Notes 20, 28, and 30) Other current liabilities (Note 20) Total current liabilities non-current liabilities Long-term borrowings (Notes 18 and 30) Provisions - non-current (Note 21) Deferred tax liabilities (Note 26) Lease liabilities - non-current (Notes 14 and 30) Long-term deferred revenue (Notes 28 and 30) Defined benefit liability - non-current (Note 22) Other non-current liabilities (Note 20) Total non-current liabilities Total liabilities Equity (Note 23) Ordinary shares Capital surplus Retained earnings Statutory reserves Special reserves undistributed earnings Total retained earnings Other equities Total equity Total liabilities and equity		December 31, 202	2	% 1 - - 6 - 4 - - 3 - - 14 8 - - 2 - - - 10 24 57 5 6 1 8 15 1) 76 100		Unit December 31, 202	: N 1	TD thousand
			Amount $ 1,232,790 24,248 - 615 580,928 35,296 7,949 8,014 715,679 9,771 2,615,290 - 35,857 6,665 741,050 1,651,585 82,174 6,708 35,469 60,488 1,603 2,621,599 $ 5,236,889				Amount $ 940,225 187,838 43,191 1,377 951,876 89,099 9,300 224,934 752,560 10,249 3,210,649 87,201 63,425 6,615 989,924 1,494,318 83,732 1,458 81,287 96,072 449 2,904,481 $ 6,115,130						Amount $ 54,629 344 27 283,695 1,705 206,332 20,236 2,872 137,861 11,375 10,390 729,466 420,814 18,444 2,655 81,679 846 18,862 4,038 547,338 1,276,804 3,006,223 243,873 286,048 37,523 432,801 756,372 46,383) 3,960,085 $ 5,236,889				Amount $ 91,677 - - 421,267 6,453 251,753 44,609 2,857 116,558 4,631 28,518 968,323 529,091 16,807 15,325 82,656 1,031 37,905 6,096 688,911 1,657,234 3,006,223 243,639 214,568 55,815 960,086 1,230,469 22,435) 4,457,896 $ 6,115,130		%
												(		(		(			2 - - 7 - 4 1 - 2 - - 16 9 - - 1 - 1 - 11 27 49 4 3 1 16 20 - 73 100

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

Chairman: Lee, Biing-Jye

Manager: Will Chou

Head of Accounting: Hsiao-Ping Li

TYNTEK Corporation

parent-only Statement of Comprehensive Income For the Year Ended December 31, 2022 and 2021

Unit: NTD thousands; EPS (loss) in NTD

Code 4000 Operating revenue (Notes 24 and 31) 5000 Operating costs (Notes 11, 25, and 30) 5900 Gross income from operations Operating expenses 6100 Selling and marketing expenses (Notes 21 and 25) 6200 Administrative expenses (Notes 21 and 25) 6300 Research and development expense (Notes 21 and 25) 6000 Total operating expenses 6550 Other income and expenses, net (Note 25) 6900 Operating profit Non-operating income and expense 7100 Interest revenue (Notes 25 and 30) 7010 Other income (Notes 25 and 30) 7020 Other gains or losses (Note 25) 7050 Financial costs (Note 25) 7070 Share of profit or loss of subsidiaries and associates accounted for using equity method (Note 12) 7000 Total non-operating income and expenses		2022		% 100 85 15 1 6 5 12 - 3 - 1 1 ) 1 ) 9) 10)		2021
		Amount $ 2,203,396 1,869,095 334,301 32,127 131,412 114,102 277,641 452 57,112 4,231 12,658 28,585 ) 10,955 ) 196,440) 219,091)				Amount $ 2,953,154 2,329,703 623,451 32,637 195,442 110,274 338,353 12) 285,086 4,543 12,505 379,483 18,619 ) 145,179 523,091		%
	( ( ( (		( ( ( (		( (		(	100 79 21 1 6 4 11 - 10 - 1 13 1 ) 5 18

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Code 7900 Net income (loss) before tax 7950 Income tax expense (Note 26) 8200 Net income (loss) for this year Other comprehensive income (net amount) 8310 Items that will not be reclassified subsequently to profit or loss: 8311 Remeasurement of defined benefit plans (Note 22) 8316 Unrealized gains (losses) on investments in equity instruments at FVTOCI (Note 23) 8336 Unrealized gains (losses) on equity instruments of subsidiaries, associates, and joint ventures at FVOCI accounted for using the equity method (Note 23) 8349 Income tax relating to items that will not be reclassified subsequently to profit or loss (Note 23) 8360 Items that may be reclassified subsequently to profit or loss (Note 23): 8380 Share of other comprehensive income of subsidiaries accounted for using the equity method 8399 Income tax relating to items that may be reclassified subsequently to profit or loss 8300 Other comprehensive income of the current year (net amount after tax) 8500 Total comprehensive income of the current year Earnings (loss) per share (Note 27) 9710 Basic 9810 Diluted		2022		% 7 ) 1 8) - 1 ) - - - - 1) 9)		2021
		Amount $ 161,979 ) 19,526 181,505) 8,030 29,815 ) 3,344 ) 5,963 4,060 812) 15,918) $ 197,423) $ 0.60) $ 0.60)				Amount $ 808,177 83,327 724,850 2,054 ) 30,424 10,354 6,112 ) 2,402 ) 480 30,690 $ 755,540 $ 2.41 $ 2.39		%
	( ( ( ( ( ( ( ( (		( ( ( ( (		( ( (			28 3 25 - 1 - - - - 1 26

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

Chairman: Lee, Biing-Jye Manager: Will Chou

Accounting Supervisor: Li, Hsiao-Ping

TYNTEK Corporation parent-only Statement of Changes in Equity For the Year Ended December 31, 2022 and 2021

Unit: NTD thousand

Share capital Shares (thousand) Amount 300,621 $ 3,006,223 - - - - - - - - - - - - - - - - 300,621 3,006,223 - - - - - - - - - - - - - - 300,621 $ 3,006,223		Retained earnings	Retained earnings	Undistributed earnings $ 466,022 ( 28,486 ) 33,220 ( 225,467 ) - 724,850 ( 2,054) 722,796 ( 7,999) 960,086 ( 71,480 ) 18,292 ( 300,622 ) - ( 181,505 ) 8,030 ( 173,475) $ 432,801	Other items of equity Exchange Differences in Translating the Financial Statements of Foreign Operations Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive Income ( $ 20,929 ) ( $ 42,249 ) - - - - - - - - - - ( 1,922) 34,666 ( 1,922) 34,666 - 7,999 ( 22,851 ) 416 - - - - - - - - - - 3,248 ( 27,196) 3,248 ( 27,196) ($ 19,603) ($ 26,780)	Other items of equity Exchange Differences in Translating the Financial Statements of Foreign Operations Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive Income ( $ 20,929 ) ( $ 42,249 ) - - - - - - - - - - ( 1,922) 34,666 ( 1,922) 34,666 - 7,999 ( 22,851 ) 416 - - - - - - - - - - 3,248 ( 27,196) 3,248 ( 27,196) ($ 19,603) ($ 26,780)		Total equity
					Exchange Differences in Translating the Financial Statements of Foreign Operations ( $ 20,929 ) - - - - - ( 1,922) ( 1,922) - ( 22,851 ) - - - - - 3,248 3,248 ($ 19,603)
Shares (thousand) 300,621 - - - - - - - - 300,621 - - - - - - - 300,621	Statutory reserves $ 186,082 28,486 - - - - - - - 214,568 71,480 - - - - - - $ 286,048		Special reserve $ 89,035 - 33,220 ) - - - - - - 55,815 - 18,292 ) - - - - - $ 37,523
		( (		( ( ( ( ( ( ( (	( ( ( ( (	( ( ( (	( ( ( ( (	$ 3,908,878 - - 225,467 ) 18,945 724,850 30,690 755,540 - 4,457,896 - - 300,622 ) 234 181,505 ) 15,918) 197,423) $ 3,960,085

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

Chairman: Lee, Biing-Jye

Manager: Will Chou

Accounting Supervisor: Li, Hsiao-Ping

TYNTEK Corporation

parent-only Statement of Cash Flows For the Year Ended December 31, 2022 and 2021

Unit: NTD thousand

Code CASH FLOWS FROM OPERATING ACTIVITIES A10000 Net income (loss) before tax for this year A20010 Adjustments for: A20100 Depreciation expenses A20200 Amortization expenses A20400 Net loss (gain) on financial assets and liabilities at FVTPL A20900 Financial costs A21200 Interest income A21300 Dividend revenue A22400 Share of profit or loss of subsidiaries and associates accounted for using equity method A23000 Gains on disposal of non-current assets held for sale A23700 Losses on inventory valuation and obsolescence losses A22500 (Gains) losses on disposal of property, plant and equipment A24100 Unrealized gains on foreign currency exchange A29900 Gains on lease modification A30000 Changes in operating assets and liabilities A31130 Note receivable A31150 Accounts receivable - related parties A31180 Other receivables - related parties A31200 Inventories A31230 Pre-payments A31240 Other current assets A32130 Note payable A32150 Accounts payable - related parties A32180 Other payables A32200 Provisions A32230 Other current liabilities A32240 Net defined benefit liability - non-current A33000 Cash from operations A33300 Interest paid A33500 Income tax paid AAAA Net cash inflow from operating activities		2022 $ 161,979 ) 230,834 1,323 118,607 10,955 4,231 ) 5,814 ) 196,440 - 27,880 452 ) 8,889 ) 1 ) 762 422,884 2,725 9,001 581 187 ) 27 144,065 ) 49,866 ) 1,637 18,128 ) 11,013) 619,031 10,208 ) 5,600) 603,223		2021
	( ( ( ( ( ( ( ( ( ( ( ( (		( ( ( ( ( ( ( ( ( ( ( ( ( (	$ 808,177 202,803 415 21,514 ) 18,619 4,543 ) 7,462 ) 145,179 ) 379,527 ) - 11 28,753 ) - 1,146 ) 245,221 ) 1,794 ) 101,382 ) 2,409 ) 20 - 107,573 75,321 1,379 4,784 11,407) 268,765 19,068 ) 38,440) 211,257

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Code 2022 2021 Net cash flows of investing activities B00010 Acquisition of financial assets at FVTOCI ( $ 2,247 ) $ - B00050 Disposal of financial assets at amortized cost 43,521 473,773 B00020 Disposal of financial assets at FVTOCI - 6,615 B00100 Purchase of financial assets at fair value through profit or loss - ( 9,029 ) B00200 Disposal of financial assets at FVTPL 144,051 112,081 B01900 Disposal of long-term investments in equity using the equity method 3,186 - B02400 Refunds for subsidiary's capital reduction 215,631 - B02600 Proceeds from disposal of non-current assets held for sale - 600,161 B02700 Acquisition of property, plant, and equipment ( 124,148 ) ( 55,031 ) B02800 Proceeds from disposal of property, plant and equipment 2,232 1,375 B03700 Decrease in refundable deposits 7 211 B04500 Acquisition of intangible assets ( 6,573 ) ( 161 ) B06500 Decrease in other financial assets 84 3,791 B07100 Increase in pre-payments for equipment ( 222,702 ) ( 148,852 ) B07500 Interest received 4,096 4,668 B07600 Dividends received 5,814 7,462 B09900 Collection of dividends from subsidiaries 50,198 - B09900 Other investing activities ( 1,161) 475 BBBB Net cash inflows from investing activities 111,989 997,539 Cash flows from financing activities C00100 Increase in short-term borrowings ( 206,885 ) 835,515 C00200 Decrease in short-term borrowings 163,510 ( 1,195,834 ) C01600 Proceeds from long-term borrowings 55,060 518,917 C01700 Repayments of long-term borrowings ( 135,475 ) ( 762,046 ) C03000 Decrease in guarantee deposits received ( 2,058 ) ( 9,430 ) C04020 Repayment of the principal portion of leases ( 3,152 ) ( 3,186 ) C04500 Cash dividends distributed ( 300,622) ( 225,467) CCCC Net cash outflows from financing activities ( 429,622) ( 841,531) DDDD Effects of exchange rate changes on the balance of cash held in foreign currencies 6,975 20,111 EEEE Increase in cash and equivalents 292,565 387,376 E00100 Balance of cash and cash equivalents at the beginning of the year 940,225 552,849 E00200 Balance of cash and cash equivalents at the end of the year $ 1,232,790 $ 940,225 The accompanying notes are an integral part of the parent-only financial statements. Chairman: Lee, Biing-Jye Manager: Will Chou Accounting Supervisor: Li, Hsiao-Ping		2021

[Attachment 4]

TYNTEK Corporation 2022 Statement of Deficit Compensation

Unit: NTD＄

	Unit: NTD＄
Item	Amount (NTD)
Undistributed earnings in the beginning of the period	$ 606,275,609
Plus: actuarial gains and losses accounted in retained earnings	8,029,915
Undistributed earnings	614,305,524
Loss after tax for 2022	(181,505,066)
Distributable net profit	$ 432,800,458
Less: appropriate shareholders' equity deducting special reserve. Less: distributable items Dividend to shareholders- cash Dividend to shareholders- shares	(8,858,254) 0 0
Undistributed earnings at the end of the period	$ 423,942,204

Chairman: Lee, Biing-Jye Managerial Officer: Chou, Wen-Lung Accounting Officer: Li, Hsiao-Ping

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[Attachment 5]

TYNTEK Corporation

Table of Amendments to the Corporate Governance Code of Conduct

	Amended Clause	Current Clause	Reason for Amendment
	Article 3-1 (Personnel responsible for corporate governance affairs) The Company should assign corporate governance personnel with appropriate qualifications based on the size of the company, business situations and management needs, and shall do so in accordance with the requirements of the competent authorities, TWSE or TPEx a chief corporate governance officer as the most senior officer to be in charge of corporate governance affairs. Said officer shall be a qualified, practice-eligible lawyer or accountant or have been in a managerial position for at least three years in a securities, financial, or futures related institution or a public company in handling legal affairs, legal compliance, internal audit, financial affairs, stock affairs, or corporate governance affairs. It is required that the corporate governance affairs mentioned in the preceding paragraph include at least the following items: I. Handling matters relating to board meetings and shareholders meetings according to laws II. Producing minutes of board meetings and shareholders meetings III. Assisting in onboarding and continuous development of directors IV. Furnishing information required for business execution by directors V. Assisting directors with legal compliance VI.Report to the board of directors the review results regarding whether the qualifications of independent directors, at the time of their nomination, election and during their terms office comply with the related regulations. VII. Handling matters related to changes in directors VIII. Other matters set out in the articles or corporation or contracts,among other things.	Article 3-1 (Personnel responsible for corporate governance affairs) The Company should assign corporate governance personnel with appropriate qualifications based on the size of the company, business situations and management needs, and shall do so in accordance with the requirements of the competent authorities, TWSE or TPEx a chief corporate governance officer as the most senior officer to be in charge of corporate governance affairs. Said officer shall be a qualified, practice-eligible lawyer or accountant or have been in a managerial position for at least three years in a securities, financial, or futures related institution or a public company in handling legal affairs, legal compliance, internal audit, financial affairs, stock affairs, or corporate governance affairs. It is required that the corporate governance affairs mentioned in the preceding paragraph include at least the following items: I. Handling matters relating to board meetings and shareholders meetings according to laws II. Producing minutes of board meetings and shareholders meetings III. Assisting in onboarding and continuous development of directors IV. Furnishing information required for business execution by directors V. Assisting directors with legal compliance VI. Other matters set out in the articles or corporation or contracts.	Functions of the chief corporate governance officer is added to cope with the amended regulations.
	Article 6 (The board of directors of the Company shall properly arrange the agenda items and procedures for shareholders meetings) The board of directors of the Company shall properly arrange the agenda items and procedures for shareholders meetings, and formulate the principles and	Article 6 (The board of directors of the Company shall properly arrange the agenda items and procedures for shareholders meetings) The board of directors of the Company shall properly arrange the agenda items and procedures for shareholders meetings, and formulate the principles	The amendment is made to be aligned with the law.

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	Amended Clause	Current Clause	Reason for Amendment
	procedures for shareholder nominations of directors (independent directors included) and submissions of shareholder proposals. The board shall also properly handle the proposals duly submitted by shareholders. Arrangements shall be made to hold shareholders meetings at a convenient location,advisably with videoconferencing availableand sufficient time allowed and a sufficient number of suitable personnel assigned to handle attendance registration. No arbitrary requirements shall be imposed on shareholders to provide additional evidentiary documents beyond those showing eligibility to attend. Shareholders shall be granted a reasonable time to deliberate each proposal and an appropriate opportunity to make statements. For a shareholders meeting called by the board of directors, it is advisable that the board chairperson chair the meeting, that a majority of the directors (including at least one independent director) and convener of the audit committee, or at least one supervisor, attend in person, and that at least one member of each functional committee attend as a representative. Attendance details should be recorded in the shareholders meeting minutes.	and procedures for shareholder nominations of directors (independent directors included) and submissions of shareholder proposals. The board shall also properly handle the proposals duly submitted by shareholders. Arrangements shall be made to hold shareholders meetings at a convenient location, and sufficient time allowed and a sufficient number of suitable personnel assigned to handle attendance registration. No arbitrary requirements shall be imposed on shareholders to provide additional evidentiary documents beyond those showing eligibility to attend. Shareholders shall be granted reasonable time to deliberate each proposal and an appropriate opportunity to make statements. For a shareholders meeting called by the board of directors, it is advisable that the board chairperson chair the meeting, that a majority of the directors (including at least one independent director) and convener of the audit committee, or at least one supervisor, attend in person, and that at least one member of each functional committee attend as a representative. Attendance details should be recorded in the shareholders meeting minutes.
	Article 12 (Material financial and business transactions shall be approved the shareholders meeting) In entering into material financial and business transactions such as acquisition or disposal of assets, lending funds, and making endorsements or providing guarantees, the Company shall proceed in accordance with the applicable laws and/or regulations and establish operating procedures in relation to these material financial and business transactions which shall be reported to and approved by the shareholders meeting so as to protect the interests of the shareholders. When the Company is involved in a merger, acquisition or public tender offer, in addition to proceeding in accordance with the applicable laws and/or regulations, it shall not only pay attention to the fairness, rationality, etc. of the plan and transaction of the merger, acquisition or public tender offer, but information disclosure and the soundness of the company's financial structure thereafter. Where any management member or major	Article 12 (Material financial and business transactions shall be approved the shareholders meeting) In entering into material financial and business transactions such as acquisition or disposal of assets, lending funds, and making endorsements or providing guarantees, the Company shall proceed in accordance with the applicable laws and/or regulations and establish operating procedures in relation to these material financial and business transactions which shall be reported to and approved by the shareholders meeting so as to protect the interests of the shareholders. When the Company is involved in a merger, acquisition or public tender offer, in addition to proceeding in accordance with the applicable laws and/or regulations, it shall not only pay attention to the fairness, rationality, etc. of the plan and transaction of the merger, acquisition or public tender offer, but information disclosure and the soundness of the company's financial structure thereafter. The relevant personnel of a TWSE/TPEx	The amendment is made to be aligned with the law.

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Amended Clause	Current Clause	Reason for Amendment
shareholder is involved in the merger and acquisition, the legal opinions from a lawyer with independence shall be presented regarding whether the audit committee members deliberating the merger and acquisition in the preceding paragraph meet the requirements in Article 3 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and they are not to be related parties to the counterparties of the transaction, or have any interest in the transaction that will compromise their independence, whether the design and implementation of the related procedures comply with the related laws and regulations, and whether the information is disclosed pursuant to the related laws and regulations. The qualificiations of the lawyer in the preceding paragraph shall meet the requirements in Article 3 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and the lawyer shall not be a related party to the counterparties of the transaction, nor have any interest in the transaction that will compromise their independence. The relevant personnel of a TWSE/TPEx listed company handling the matters related tomerger, acquisition or public tender offershall pay attention to the occurrence of any conflicts of interest and the need for recusal.	listed company handling the matters in thepreceding paragraphshall pay attention to the occurrence of any conflicts of interest and the need for recusal.
Chapter 2 Protection of Shareholders' Rights and Interests Section 3 Corporate Governance Relationships Between the Company and Its Related Parties	Chapter 2 Protection of Shareholders' Rights and Interests Section 3 Corporate Governance Relationships Between the Company and Its Affiliated Enterprises	Amendments are made to the title of section to cope with the laws and regulations.
Article 17 (Business dealingsor transactionsamong the Company, its related parties,and shareholders shall be fair and reasonable as a principle) When the Company and itsrelated parties and shareholdersenter into inter-company business dealingsor transactions, a written agreement governing the relevant financial and business operations between them shall be made in accordance with the principle of fair dealing and reasonableness. Price and payment terms shall be definitively stipulated when contracts are signed, andnon-arm's length transactionsshall be prohibited. The content of the written agreements in the preceding paragraph shall include the	Article 17 (Business transactions between the Company and its affiliated enterprises shall be fair and reasonable as a principle) When the Company and its affiliated enterprises enter into inter-company business transactions, a written agreement governing the relevant financial and business operations between them shall be made in accordance with the principles of fairness and reasonableness. Price and payment terms shall be definitively stipulated when contracts are signed, and non-arm's length transactions shall be prohibited. All transactions or contracts made by and	The amendment is made to be aligned with the law.

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	Amended Clause		Current Clause	Reason for Amendment
	managerial procedures for transactions of purchase and sales, acquisition or disposal of assets, loaning of funds, and endorsement and guarantee and other transactions; the related material transactions shall be submitted to the board of directors for approval, and submitted to the shareholders for consent, or report to the same.		between the Company and its affiliated persons and shareholders shall follow the principles set forth in the preceding paragraph, and improper channeling of profits is strictly prohibited.
	Article 29 (Enhance and improve the quality of its financial reports) To improve the quality of its financial reports, a TWSE/TPEx listed company shall establish the position of deputy to its principal accounting officer. To enhance the professional abilities of the deputy accounting officer of the preceding paragraph, the deputy's continuing education shall proceed following the schedule of the principal accounting officer. Accounting personnel handling the preparation of financial reports shall also participate in relevant professional development courses for 6 hours or more each year. Those courses may be company internal training activities or may be professional courses offered by professional development institutions for principal accounting officers. The Company shall select as its external auditor a professional, responsible, and independent attesting CPA, who shall perform regular reviews of the financial conditions and internal control measures of the company. With regard to any irregularity or deficiency discovered and disclosed in a timely manner by the auditor during the review, and concrete measures for improvement or prevention suggested by the auditor, the company shall faithfully implement improvement actions. It is advisable that the company establish channels and mechanisms of communication between the independent directors, the supervisor or audit committee, and the attesting CPA, and to incorporate procedures for that purpose into the company's internal control system for management purposes. The Company shall evaluate the independence and suitability of the CPA engaged by the company regularly, and no less frequently than once annually,by referring to the Audit Quality Indicators (AQIs).In the event that the company engages the same CPA without replacement for 7 years consecutively, or		Article 29 (Enhance and improve the quality of its financial reports) To improve the quality of its financial reports, a TWSE/TPEx listed company shall establish the position of deputy to its principal accounting officer. To enhance the professional abilities of the deputy accounting officer of the preceding paragraph, the deputy's continuing education shall proceed following the schedule of the principal accounting officer. Accounting personnel handling the preparation of financial reports shall also participate in relevant professional development courses for 6 hours or more each year. Those courses may be company internal training activities or may be professional courses offered by professional development institutions for principal accounting officers. The Company shall select as its external auditor a professional, responsible, and independent attesting CPA, who shall perform regular reviews of the financial conditions and internal control measures of the company. With regard to any irregularity or deficiency discovered and disclosed in a timely manner by the auditor during the review, and concrete measures for improvement or prevention suggested by the auditor, the company shall faithfully implement improvement actions. It is advisable that the company establish channels and mechanisms of communication between the independent directors, the supervisor or audit committee, and the attesting CPA, and to incorporate procedures for that purpose into the company's internal control system for management purposes. The Company shall evaluate the independence and suitability of the CPA engaged by the company regularly, and no less frequently than once annually. In the event that the company engages the same CPA without replacement for 7 years consecutively, or if the CPA is subject to disciplinary action or other	The amendment is made to be aligned with the law.

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Amended Clause	Current Clause	Reason for Amendment
if the CPA is subject to disciplinary action or other circumstances prejudicial to the CPA’s independence, the company shall evaluate the necessity of replacing the CPA and submit its conclusion to the board of directors.	circumstances prejudicial to the CPA’s independence, the company shall evaluate the necessity of replacing the CPA and submit its conclusion to the board of directors.
Article 41-1(Establish the intellectual property management system)	Article 42 (Establish the intellectual property management system)	Article numbers are adjusted.
Article 61 (Implementation) This Code shall come into force after being approved by the Board of Directors, and the same shall apply to any amendment thereto. This Code was formulated on November 6, 2014. The 1stamendment was made on March 20, 2015. The 2ndamendment was made on March 26, 2018 and took effect when the directors of the 12thBoard of Directors took office. The 3rdamendment was made on March 29, 2019. The 4thamendment was made on March 26, 2020. The 5thamendment was made on February 22, 2022. The 6thamendment was made on February 22, 2023.	Article 61 (Implementation) This Code shall come into force after being approved by the Board of Directors, and the same shall apply to any amendment thereto. This Code was formulated on November 6, 2014. The 1stamendment was made on March 20, 2015. The 2ndamendment was made on March 26, 2018 and took effect when the directors of the 12thBoard of Directors took office. The 3rdamendment was made on March 29, 2019. The 4thamendment was made on March 26, 2020. The 5thamendment was made on February 22, 2022.	The date of the 6th amendment is added.

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[Attachment 6]

TYNTEK Corporation Table of Amendments to the Articles of Incorporation

Amended Clause	Current Clause	Reason for Amendment
Article 6: For the shares issued by the Company, the Company may be exempted from printing any share certificate for the shares issued, and shall register the issued shares with a centralized securities depositary enterprise. Shareholders of the Company performing shareholder services of share transfer, reporting of loss, inheritance, gift and chop loss/change or address change, etc., unless the laws and securities regulations specify otherwise, shall be handled according to the “Regulations Governing the Administration of Shareholder Services of Public Companies.”	Article 6:The share certificates of the Company shall be in registered form, signed or sealed by at least three Directors, assigned with serial numbers, and shall be certified according to the laws before issuance of the share certificates.For the shares issued by the Company, the Company may be exempted from printing any share certificate for the shares issued, and shall register the issued shares with a centralized securities depositary enterprise. Shareholders of the Company performing shareholder services of share transfer, reporting of loss, inheritance, gift and chop loss/change or address change, etc., unless the laws and securities regulations specify otherwise, shall be handled according to the “Regulations Governing the Administration of Shareholder Services of Public Companies.”	TYNTEK is a TWSE listed company without physical share certificate; therefore the first part of the texts are deleted and the latter part of the texts are amended.
Article 12-1: In the roster of Directors described in the preceding paragraph, the number of Independent Directors of the Company shall not be less than three and shall not be less than one fifth of the total number of Directors. Relevant matters of the professional qualification, concurrent job position limitation, determination of independence, nomination and election methods of the Independent Director as well as other necessary requirements shall comply with relevant regulations specified by the securities competent authority. Independent Directors and non- independent Directors shall be elected at the same time but on separate ballots. The Company may establish functional committees pursuant to laws and regulations or the needs of the Company.	Article 12-1: In the roster of Directors described in the preceding paragraph, the number of Independent Directors of the Company shall not be less than three and shall not be less than one fifth of the total number of Directors. Relevant matters of the professional qualification, concurrent job position limitation, determination of independence, nomination and election methods of the Independent Director as well as other necessary requirements shall comply with relevant regulations specified by the securities competent authority. Independent Directors and non- independent Directors shall be elected at the same time but on separate ballots.	To solidify the functions of the board of directors and cope with the current practical operations, the provision regarding the functional committees is added.
Article 20: These Articles of Incorporation were formulated on March 7, 1987. The 1stto the 33rdamendments are omitted. The thirty-fourth amendment was made on June 8, 2022. The thirty-five amendment was made on May 29, 2023.	Article 20: These Articles of Incorporation were formulated on March 7, 1987. The 1stto the 33rdamendments are omitted. The thirty-fourth amendment was made on June 8, 2022.	The data of the 35thamendment is added.

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TYNTEK Corporation Articles of Incorporation (Amended)

Chapter 1 General Rules

Article 1: The Company shall be incorporated under the Company Act, and its name shall be TYNTEK CORPORATION.

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

I. CC01080 Electronics Components Manufacturing.
II. CC01060 Wired Communication Mechanical Equipment Manufacturing.
III. CC01070 Wireless Communication Mechanical Equipment Manufacturing.
IV. CC01020 Electric Wires and Cables Manufacturing.
V. CD01030 Motor Vehicles and Parts Manufacturing.
VI. I301010 Information Software Services.

VII. I501010 Product Designing.

VIII. CC01101 Controlled Telecommunications Radio-Frequency Devices and Materials Manufacturing.
IX. IG03010 Energy Technical Services. (Limited to business operation by branch offices outside the science park)
Research, development, production, manufacturing and sale of the following products:
- (1) Gallium arsenide, infrared, light emitting diode, laser diode, phototransistor, photodiode, single crystal epitaxy and crystal grain.
- (2) Optoelectronic system, software/hardware of computers and peripheral equipment, electronic final products, semi-products, various wireless/wired telecommunication equipment and various wireless antiburglary equipment. (Limited to business operation by branch offices outside the science park).
- (3) Radio transmitter, radio transceiver, radio receiver and other electrical machineries capable of generating radio radiant energy. (Limited to business operation by branch offices outside the science park)
Export and import businesses of the aforementioned products.
X. CC01040 Lighting Equipment Manufacturing. (Limited to business operation by branch offices outside the science park)
XI. F119010 Wholesale of Electronic Materials. (Limited to business operation by branch offices outside the science park)
XII. F219010 Retail Sale of Electronic Materials. (Limited to business operation by branch offices outside the science park)
XIII. ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval. (Limited to business operation by
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branch offices outside the science park)

Article 3: The Company is headquartered in the Hsinchu Science Park, R.O.C. (Taiwan) and may establish branch offices or factories at home and abroad when necessary, upon the resolution by the Board of Directors and with the competent authority’s approval. The external investment total amount made by the Company may exceed 40% of paid-in capital and may also provide guarantee to the external based on the business needs.
Article 4: The public announcement method of the Company shall be handled in accordance with the provision of Article 28 of the Company Act.

Chapter 2 Shares

Article 5: The total capital of the Company shall be NTD 700,000,000, divided into 70,000,000 shares, at a par value of NTD 10, and issued at discrete times. For the unissued shares, the Board of Directors is authorized to issue separately according to the resolutions reached and based on the actual needs.

The Company may issue employee stock option certificates, and an amount of NTD 100,000,000 may be reserved from the total number of shares described in the preceding paragraph, which is divided into 10,000,000 shares as the shares for the issuance of the employee stock option certificates at discrete times.

Article 6: For the shares issued by the Company, the Company may be exempted from printing any share certificate for the shares issued, and shall register the issued shares with a centralized securities depositary enterprise. Shareholders of the Company performing shareholder services of share transfer, reporting of loss, inheritance, gift and chop loss/change or address change, etc., unless the laws and securities regulations specify otherwise, shall be handled according to the “Regulations Governing the Administration of Shareholder Services of Public Companies.”
Article 7: Any change and transfer registration of shares shall be prohibited within sixty days prior to the ordinary shareholders’ meeting, thirty days prior to the extraordinary shareholders’ meeting, or five days prior to the record date for the distribution of dividends and bonuses or other interests by the Company.

Article 7-1: Where the shares repurchased by the Company according to the laws are transferred to employees at a price lower than the average price of the shares actually repurchased by the Company, and where employee stock option certificates are issued at a price lower than the Company’s common share price closed on the date of issuance, such issuance shall only be made based on the consents of attending shareholders representing more than two-thirds of the total voting rights in a shareholders’ meeting attended by shareholders representing a

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majority of the total number of issued shares.

Chapter 3 Shareholders’ Meeting

Article 8: The shareholder’s meetings are classified into ordinary shareholders’ meetings and extraordinary shareholders’ meetings. An ordinary shareholders’ meeting is held annually and shall be convened within six months after the end of each fiscal year according to the laws, and the Broad of Directors shall issue notice to all shareholders thirty days prior to the meeting. An extraordinary meeting may be held whenever necessary according to the laws, and all shareholders shall be informed fifteen days prior to the meeting.
Article 8-1: When the Company convenes a shareholders’ meeting, it may hold a meeting by video or in other methods announced by the central competent authority and shall adopt shareholders’ exercise of voting rights by electronic means, and the Company may adopt exercise of voting rights by correspondence or electronic means. When the Company adopts the exercise of voting rights by correspondence or electronic means, the method of exercise shall be specified in the shareholders meeting notice.
Article 9: Where a shareholder for any reasons cannot attend a shareholders’ meeting in person, he/she/it may appoint a proxy to attend the shareholders' meeting on his/her/its behalf by sealing and executing a power of attorney printed by the Company stating therein the scope of power authorized to the proxy. The regulations for authorizing proxies to attend meetings on behalf of shareholders shall comply with the regulations of the Company Act and shall also be handled accordingly to the “Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies” announced by the competent authority. Matters relating to the resolutions of a shareholders’ meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy shall be distributed to each shareholder within twenty days after the conclusion of the meeting. The preparation and distribution of the meeting minutes may be made via the public announcement method. The minutes of the shareholders' meeting shall record the date and place of the meeting, the name of the chairperson, the method of adopting resolutions, and a summary of the essential points of the proceedings and the results of the meeting. The meeting minutes shall be kept persistently throughout the life of the Company. The attendance list bearing the signatures of shareholders present at the meeting and the powers of attorney of the proxies shall be kept for a minimum period of at least one year. However, if a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.
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Article 9-1: Each shareholder of the Company shall have one voting right for each share in his/her/its possession, except where the shares are considered to have no voting right under circumstances described in Article 179 of the Company Act.
Article 10: Unless the Company Act specifies otherwise, the Chairman of the Board shall be the chair of shareholders’ meetings. In case where the Chairman is on leave or cannot exercise his/her power and authority for any cause, the Chairman may appoint a Director to act as a proxy thereof; where the Chairman fails to appoint a proxy, the Directors shall elect one Director from among themselves to act as the proxy thereof. Shareholders’ meetings shall be handled in accordance with the provisions of the Rules of Procedure for Shareholders’ Meeting of the Company.
Article 11: Unless otherwise specified in the Company Act, any resolution at a shareholders’ meeting shall be adopted by a majority of the shareholders presented, who representing more than half of the total number of the company’s outstanding shares, and shall be executed based on the majority of the voting rights of attending shareholders.

Chapter 4 Directors

Article 12: The Company shall have seven to eleven Directors. The election of Directors shall adopt the candidate’s nomination system, and the Director shall be elected by the shareholders' meeting from among the persons with disposing capacity, with the term of office of three years, and shall be eligible for re-elections. The Company may obtain Directors liability insurance with respect to liabilities resulting from exercising their duties during their terms of directorship.The total number of registered shares of the Company held by all of the Directors shall be established according to the standard specified in the “Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies” announced by the Financial Supervisory Commission, R.O.C.
Article 12-1: In the roster of Directors described in the preceding paragraph, the number of Independent Directors of the Company shall not be less than three and shall not be less than one fifth of the total number of Directors. Relevant matters of the professional qualification, concurrent job position limitation, determination of independence, nomination and election methods of the Independent Director as well as other necessary requirements shall comply with relevant regulations specified by the securities competent authority.
Independent Directors and non-independent Directors shall be elected at the same time but on separate ballots.
The Company may establish functional committees pursuant to laws and regulations or the needs of the Company.
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Article 12-2: The Company establishes an Audit Committee since the twelfth term of Board of Directors. For the Audit Committee established in accordance with Article 14-4 of the Securities and Exchange Act, and the Audit Committee shall be formed by all of the Independent Directors. The Audit Committee or members of the Audit Committee shall be responsible for the execution of the authorities of Supervisors in accordance with the provisions of the Company Act, Securities and Exchange Act and other laws and regulations.
Article 13: The Board of Directors shall be formed by Directors. A Chairman of the Board shall be elected from among the Directors during a Board of Directors’ meeting attended by more than two-thirds of the Directors and with the consents of more than half of all attending Directors. In addition, a Vice Chairman may also be elected from among the Directors.
Article 14: The Chairman of the Board shall internally preside the shareholders' meeting and the Board of Directors’ meeting as the chair; and shall externally represent the Company. In case where the Chairman is on leave or absent or cannot exercise his/her power and authority for any cause, the Vice Chairman shall act as a proxy thereof. In case where the Vice Chairman is also on leave or absent or unable to exercise his/her power and authority for any cause, the Chairman shall designate one of the Directors to act as a proxy thereof. In the absence of such designation, the Directors shall elect from among themselves to act as proxy thereof. In case a meeting of the Board of Directors is proceeded via visual communication network, then the Directors taking part in such a visual communication meeting shall be deemed to have attended the meeting in person.
During the convention of a Board of Director’s meeting, the Directors shall attend the meeting in person. In case where a Director for any reasons cannot attend the Board of Directors’ Meeting in person, he/she may issue a power of attorney, indicating the scope of authorization, in order to appoint another Director to attend the meeting as a proxy thereof. Unless otherwise specified in the Company Act, resolutions of Board of Directors shall be executed based on the attendance of a majority of the Directors and the consents of more than half of the attending Directors.
Article 14-1: The Board of Directors’ meeting of the Company shall be convened depending upon the situation, and extraordinary Board of Directors’ meeting may be convened whenever necessary. With regard to the power and authority of the Board of Directors, in addition to compliance with the provisions of the Company Act, for the following matters, the resolution approval of the Board of Directors’ meeting shall be obtained before the execution thereof. (I) Proposal for amendment of the Articles of Incorporation of the Company.
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(II) Approval of annual budget and review of annual settlement, including the review and supervision of annual business plan.
(III) Review of operation objectives and medium/long term development plan.
(IV) Review of capital increase/decrease plan.
(V) Review of earnings distribution proposal of proposal for covering losses.
(VI) Approval for the Company’s re-investment in other enterprises or transfer of shares.
(VII) Proposal and resolution on the transfer, sale, lease, pledge, mortgage or other methods of disposition on all or important parts of the Company's operating properties.
(VIII) Approval for the application of financing, guarantee, acceptance and other loaning of the Company from a financial institution or a third party at an amount above NTD 100,000,000 (exclusive); provided that for an amount less than NTD 100,000,000, such case shall be reported in the latest session of Board of Directors’ meeting for recordation after the execution of such case; provided that for renewal of contract of original amount, such restriction shall not be applied.
(IX) Review and decision on major organization restructuring and significant business change.
(X) Approval for major capital expenditures.
(XI) Appointment and discharge of an attesting CPA for the Company.
(XII) Appointment and discharge of managerial officers.

(XIII) Approval for major contractors or other material events.

(XIV) Execution of resolutions of shareholders’ meetings.
(XV) Convention of shareholders’ meetings and business report.
(XVI) Other matters required to be handled in accordance with the laws.
Article 14-2: The calling of the Board of Directors shall be handled in accordance with the provisions prescribed in Article 204 of the Company Act. For the aforementioned calling of Board of Directors, notices may be made in writing, facsimile or e-mail method,
Article 15: Remuneration of Directors shall be paid regardless of whether the Company is operating at a profit or loss, and the amount of the remuneration shall be determined by the Board of Directors through resolution based on the common level adopted in the same industry.
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Chapter 5 Managerial Officers

Article 16: The Company may have President and several Vice Presidents and Assistant Vice Presidents; the appointment, discharge and the remuneration thereof shall be handled according to Article 29 of the Company Act.

Chapter 6 Accounting

Article 17: The fiscal year of the Company shall start from January 1 to December 31 of each year. At the close of each fiscal year, the Board of Directors shall prepare the following report and statements for submission to the ordinary shareholders’ meeting for ratification: (1) Business report, (2) Financial statements and (3) Proposal for distribution of surplus earnings or covering losses.
Article 18: For the current profit before tax for a fiscal year of the Company before deduction of the remuneration of employees and the remuneration of Directors, an amount equivalent to 5% to 15% of such profit before tax shall be appropriated as the remuneration of employees and an amount not greater than 5% of such profit before tax shall be appropriated as the remuneration of the Directors. However, if the Company still has accumulated losses (including adjustment of undistributed earnings amount), an amount shall be reserved for making up the accumulated loss first.
The remuneration of employees described in the preceding paragraph may be issued in the form of shares or cash, and the subjects for receiving the shares or cash may include employees of parents of subsidiaries of the Company meeting specific requirements. The remuneration of directors shall be made in cash only. The preceding two paragraphs shall be executed according to the resolution of Board of Directors’ meeting, and shall be reported to the shareholders’ meeting.
Article 18-1: When the Company has a net profit in the current period as per the annual financial statements, all taxes shall be paid according to the laws and accumulated losses (including adjustment to undistributed earnings amount) shall also be covered first, and 10% of the remaining balance shall be appropriated as the legal reserve unless the legal reserve has reached the amount of paid-in capital of the Company. For the remaining amount, special reserve shall then be appropriated or reversed according to the laws or regulations of the competent authority. Subsequently, if there is still remaining amount, such remaining amount and the undistributed earnings (including adjustment to undistributed earnings amount) in the beginning of the period may be combined as the basis for the Board of Directors to make a proposal for earnings distribution. When the distribution method is to be made in the form of new shares, such proposal shall be submitted to the shareholders’ meeting for resolution on the distribution thereof.

The Company adopts a dividend policy that allows the board of directors to

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propose dividends after taking into consideration the Company's future capital requirements, long-term financial plans, and shareholders' needs for cash inflow. Profit sharing to shareholders can be paid in cash or shares, provided that the cash portion does not amount to less than 10% of total profit sharing. Any cash distribution of dividend, profit, legal reserve or capital reserve, whether in whole or in part, must be resolved in a board meeting with more than two-thirds of the board present, voted in favor by more than half of attending directors, and reported in the upcoming shareholder meeting.

Chapter 7 Supplemental Provisions

Article 19: Any matters not specified in these Articles of Incorporation shall be handled in accordance with the Company Act and relevant laws and regulations.

Article 20: These Articles of Incorporation were enacted on March 7, 1987. The first amendment was made on March 18, 1988. The second amendment was made on July 28, 1988. The third amendment was made on August 27, 1988. The fourth amendment was made on September 7, 1988. The fifth amendment was made on April 18, 1989. The sixth amendment was made on August 8, 1990 The seventh amendment was made on April 17, 1993. The eighth amendment was made on June 17, 1995. The ninth amendment was made on May 25, 1996. The tenth amendment was made on May 24, 1997. The eleventh amendment was made on October 30, 1998. The twelfth amendment was made on June 16, 1999. The thirteenth amendment was made on June 13, 2000. The fourteenth amendment was made on June 13, 2000. The fifteenth amendment was made on June 13, 2000. The sixteenth amendment was made on June 8, 2001. The seventeenth amendment was made on June 17, 2002. The eighteenth amendment was made on May 21, 2003. The nineteenth amendment was made on May 18, 2004. The twentieth amendment was made on June 1, 2006. The twenty first amendment was made on September 21, 2006. The twenty second amendment was made on June 13, 2008. The twenty third amendment was made on June 19, 2009. The twenty fourth amendment was made on June 15, 2010. The twenty fifth amendment was made on June 10, 2011.

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The twenty sixth amendment was made on June 12, 2012. The twenty seventh amendment was made on June 28, 2013. The twenty eighth amendment was made on June 23, 2014. The twenty ninth amendment was made on June 9, 2015. The thirtieth amendment was made on June 28, 2016. The thirty first amendment was made on June 13, 2017. The thirty second amendment was made on June 14, 2018. The thirty third amendment was made on June 24, 2019. The thirty-fourth amendment was made on June 8, 2022. - The thirty five amendment was made on May 29, 2023.

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[Attachment 7]

TYNTEK Corporation Comparison Table of Amendments to the “Rules of Procedure for Shareholders Meetings”

	Meetings”
Amended Clause	Current Clause	Reason for Amendment
II. The Company shall specify in its shareholders’ meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention. The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. Shareholders and their proxies (collectively referred to as "shareholders") shall attend shareholders’ meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification. Shareholders’ meetings shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in. The number of shares in attendance shall be calculated according to the shares indicated by sign-in cards handed in, plus the number of shares whose voting rights are exercised by electronically, andthe shares checked in on the virtual meeting platform. In the event of a virtual shareholders meeting, shareholders wishing to attend the meeting online shall register at the venue or website assigned by the Company two days before the meeting date.	II. The Company shall specify in its shareholders’ meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention. The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. Shareholders and their proxies (collectively referred to as "shareholders") shall attend shareholders’ meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification. Shareholders’ meetings shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in. The number of shares in attendance shall be calculated according to the shares indicated bythe attendance bookand sign- in cards handed in plus the number of shares whose voting rights are exercisedby correspondenceor electronically. The Company shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker’s slips, voting slips, and other meeting materials. Where there is an election of directors, pre-printed ballots shall also be furnished.	Amendment is made to cope with the texts, and for the convention of the virtual shareholders’ meetings.
IV. The venue for a shareholders’ meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders’ meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent Directors with respect to the place and time of the meeting. When the Company convenes a shareholders’meeting by video conference,	IV. The venue for a shareholders’ meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders’ meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent Directors with respect to the place and time of the meeting.	Amendment is made to cope with laws and regulations, and for the convention of the virtual shareholders’ meetings.

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Amended Clause	Current Clause	Reason for Amendment
it is not subject to the restriction on the venue of the meeting under the preceding paragraph. For virtual shareholders meetings, shareholders shall begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed as attend the shareholders meeting in person.
VIII. The chair shall call the meeting to order at the appointed meeting timeand disclose information concerning the number of nonvoting shares and number of shares represented by shareholders attending the meeting. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If attending shareholders represent more than one-third but less than half of outstanding shares after two postponements, the attending shareholders may reach a tentative resolution according to Paragraph 1, Article 175 of the Company Act. When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders’ meeting pursuant to Article 174 of the Company Act.	VIII. The chair shall call the meeting to order at the appointed meeting time. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If attending shareholders represent more than one-third but less than half of outstanding shares after two postponements, the attending shareholders may reach a tentative resolution according to Paragraph 1, Article 175 of the Company Act. When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders’ meeting pursuant to Article 174 of the Company Act.	The amendment is made to be aligned with the law.
XI. Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed five minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech. Where a virtual shareholders meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The regulations in two preceding paragraphs do not apply.	XI. Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed five minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.	Amendment is made to cope with laws and regulations, and for the convention of the virtual shareholders’ meetings.
XV. Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company.	XV. Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company.	Amendment is made to cope with laws and regulations, and for the

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	Amended Clause	Current Clause	Reason for Amendment
	Vote counting for shareholders’ meeting proposals or elections shall be conducted in public at the place of the shareholders’ meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote. When a shareholders’meeting is convened by video conference, after the chair declares the voting closed, the votes shall be counted at once, and the voting and election results shall be announced. In the event of a virtual shareholders meeting, when declaring the meeting open, the chair shall also declare, unless under the circumstance where a meeting is not required to be postponed and resumed at another time under Article 44-20, paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies, if the virtual meeting platform or participation in the virtual meeting is obstructed due to force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, and no troubleshooting can be done, the meeting shall be postponed and resumed within five days, in which case Article 182 of the Company Act shall not apply. During a postponed or resumed session of a shareholders meeting held under the preceding paragraph, no further discussion or resolution is required for proposals or elections for which votes have been cast and counted and results have been announced. When postponing or resuming a meeting according to the second paragraph, the Company shall handle the preparatory work based on the date of the original shareholders meeting in accordance with the requirements listed under Article 44-20, paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies. The shareholders listed in the shareholder roster at the book- closure of the original shareholders’ meeting are entitled to attend the shareholders’meeting. When the Company convenes a hybrid shareholders meeting, and the virtual meeting cannot continue as described in paragraph 4, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending	Vote counting for shareholders’ meeting proposals or elections shall be conducted in public at the place of the shareholders’ meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on- site at the meeting, and a record made of the vote. The election of Directors at a shareholders’ meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as Directors and the numbers of votes with which they are elected.	convention of the virtual shareholders’ meetings.

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	Amended Clause	Current Clause	Reason for Amendment
	the virtual shareholders meeting online, still meets the minimum legal requirement for resolutions by a shareholder meeting, then the shareholders meeting shall continue, and no postponement and resumption thereof under paragraph 4 is required. When a shareholders’meeting is to be convened by video conference, appropriate alternatives to shareholders who have difficulty participating in the meeting by video means shall be provided. The election of directors at a shareholders’ meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors andthose who lost the election and the numbers of votes each candidate won.
	XXI. These Rules were approved and enacted on May 24, 1996. The first amendment was made on May 24, 1997. The second amendment was made on March 23, 1998. The third amendment was made on June 17, 2002. The fourth amendment was made on June 9, 2015. The fifth amendment was made on June 14, 2018. The sixth amendment was made on June 23, 2020. The Seventh amendment was made on May 29, 2023.	XXI. These Rules were approved and enacted on May 24, 1996. The first amendment was made on May 24, 1997. The second amendment was made on March 23, 1998. The third amendment was made on June 17, 2002. The fourth amendment was made on June 9, 2015. The fifth amendment was made on June 14, 2018. The sixth amendment was made on June 23, 2020.	The date of the 7thamendment is added.

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[Attachment 8]

TYNTEK Corporation Table of Amendments to the Asset Acquisition and Disposal Procedures

	Amended Clause	Current Clause	Reason for Amendment
II. The term "assets" includes the following: (I)Investments in negotiable securities (including stocks, government bonds, corporate bonds, financial bonds, securities representing interest in a fund, depositary receipts, call (put) warrants, beneficial interest securities, and asset-backed securities). (II) Real property (including land, houses and buildings, investment property, and construction enterprise inventory) and equipment. (III) Memberships. (IV) Patents, copyrights, trademarks, franchise rights, and other intangible assets. (V) Right-of-use assets. (VI) Derivatives: Forward contracts, options contracts, futures contracts, leverage contracts, or swap contracts, whose value is derived from a specified interest rate, financial instrument price, commodity price, foreign exchange rate, index of prices or rates, credit rating or credit index, or other variable; or hybrid contracts combining the above contracts; or hybrid contracts or structured products containing embedded derivatives. The term "forward contracts" does not include insurance contracts, performance contracts, after-sales service contracts, long-term leasing contracts, or long-term purchase (sales) contracts. (VII) Assets acquired or disposed of in connection with mergers, demergers, acquisitions, or transfer of shares in accordance with law. Refers to assets acquired or disposed through mergers, demergers, or acquisitions conducted under the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institution Merger Act and other acts, or to transfer of shares from another company through issuance of new shares of its own as the consideration therefor (hereinafter "transfer of shares") under Article 156-3 of the Company Act. (VIII) Other major assets.		II. The term "assets" includes the following: (I)Investmentsin stocks, government bonds, corporate bonds, financial bonds, securities representing interest in a fund, depositary receipts, call (put) warrants, beneficial interest securities, and asset-backed securities. (II) Real property (including land, houses and buildings, investment property, and construction enterprise inventory) and equipment. (III) Memberships. (IV) Patents, copyrights, trademarks, franchise rights, and other intangible assets. (V) Right-of-use assets. (VI) Derivatives: Forward contracts, options contracts, futures contracts, leverage contracts, or swap contracts, whose value is derived from a specified interest rate, financial instrument price, commodity price, foreign exchange rate, index of prices or rates, credit rating or credit index, or other variable; or hybrid contracts combining the above contracts; or hybrid contracts or structured products containing embedded derivatives. The term "forward contracts" does not include insurance contracts, performance contracts, after-sales service contracts, long-term leasing contracts, or long-term purchase (sales) contracts. (VII) Assets acquired or disposed of in connection with mergers, demergers, acquisitions, or transfer of shares in accordance with law. Refers to assets acquired or disposed through mergers, demergers, or acquisitions conducted under the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institution Merger Act and other acts, or to transfer of	(I) The term “asset” is clearly defined that the investment negotiable securities is included.

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Amended Clause	Current Clause	Reason for Amendment
	shares from another company through issuance of new shares of its own as the consideration therefor (hereinafter "transfer of shares") under Article 156-3 of the Company Act. (VIII) Other major assets.
IV. Operating procedures: (I) Authorization amount and level 1. Negotiable securities (1)The limits specifiedinArticle 7 of the Handling Procedures permit the transactions based on the following authorization hierarchy; these authorized to be determined by the chairman shall be reported to the soonest board meeting for the execution thereof. Item Amount/time (Currency: NT$) Accountable unit President Chairman Board of Directors Short- term negotiable securities (Note 1 and 2) NT$50 million (inclusive) or less Review Approval More than NT$50 million Review Approval Strategic negotiable securities NT$50 million (inclusive) or less Review Approval More than NT$50 million Review Approval Note 1: refer to these investments with objective of gaining fixed income with the idled capital, including government bonds, corporate bonds, financial bonds, securities representing interest in a fund, depositary receipts, call (put) warrants, beneficial interest securities, and asset-backed securities. Note 2: No non-strategic long-term negotiable securities (stocks) may be operated. (2)However, where the stocks, corporate bonds, and privately placed negotiable securities not traded in centralized trading market or TPEx, and the transaction amount reaches the threshold of the public announcement and report, the approval upon the resolution of the board is required before trading. (3)For the investment in Mainland China, the limits specified in the “Principles for Reviewing the Engagements in Investments or Technology Cooperation Projects in Mainland China” by the Investment Commission, MOEA shall be complied with. The execution unit shall submit the investment evaluation report to the board of directors for approval, and apply for the approval from the Investment Commission, MOEA, before the engagement.	IV. Operating procedures: (I) Authorization amount and level 1. Negotiable securities: the Presidentis authorized to conduct the transaction within thelimitsspecified in Article 7 of the Handling Procedures;if the threshold of the public announcement and report specified in Article 5 is reached, the Chairman shall be reported to for approval and reference, and the trading shall be submitted to the soonest board meeting for ratification. However, where the stocks, corporate bonds, and privately placed negotiable securities not traded in centralized trading market or TPEx, and the transaction amount reaches the threshold of the public announcement and report, the approval upon the resolution of the board is required before trading. Furthermore,for the investment in Mainland China, the limits specified in the “Principles for Reviewing the Engagements in Investments or Technology Cooperation Projects in Mainland China” by the Investment Commission, MOEA shall be complied with. The execution unit shall submit the investment evaluation report to the board of directors for approval, and apply for the approval from the Investment Commission, MOEA, before the engagement.	The provision is amended to specify the objective, scope and authorization hierarchy for engaging in investment in negotiable securities.
XXIX. These Procedures were established on May 25, 1996. The 1st to 14thamendments are omitted The 15thamendment was made on June 8, 2022. The 16thamendment was made on May 29, 2023.	XXIX. These Procedures were established on May 25, 1996. The 1stto 14thamendments are omitted The 15thamendment was made on June 8, 2022.	The date of the 16th amendment is added.

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【 Appendix 1 】

Four.Appendices

TYNTEK Corporation

Rules of Procedure for Shareholders’ Meeting

I. The rules of procedures for the Company's shareholders’ meetings, except as otherwise provided by laws, regulations, or the Articles of Incorporation, shall be as provided in these Rules.
II. The Company shall specify in its shareholders’ meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention. The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations.

Shareholders and their proxies (collectively referred to as "shareholders") shall attend shareholders’ meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification.

Shareholders’ meetings shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in plus the number of shares whose voting rights are exercised by correspondence or electronically.

The Company shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker’s slips, voting slips, and other meeting materials. Where there is an election of directors, pre-printed ballots shall also be furnished.

III. A shareholder shall be entitled to one vote for each share held; attendance and voting at shareholders’ meetings, except when the shares are deemed non-voting shares under Article 179 of the Company Act, shall be calculated based on numbers of shares. When the Company holds a shareholders’ meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders’ meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting.
IV. The venue for a shareholders’ meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders’ meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent Directors with respect to the place and time of the meeting.
V. If a shareholders’ meeting is convened by the Board of Directors, the meeting shall be chaired by the Chairman of the Board. When the Chairman of the Board is on leave or for any reason unable to exercise his/her power and authority the Vice Chairman to act as a proxy thereof; if there is no Vice Chairman or the Vice Chairman also is on leave or for any reason unable to exercise his/her power and authority, the Chairman shall appoint one of the Managing Directors to act as chair, or, if there are no Managing Directors, one
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of the Directors shall be appointed to act as chair. Where the Chairman does not make such a designation, the Managing Directors or the Directors shall select from among themselves one Director as a proxy thereof.

When a Managing Director or a Director serves as chair, as referred to in the preceding paragraph, the Managing Director or Director shall be one who has held that position for six months or more and who understands the financial and business conditions of the Company. The same shall also be applicable to a representative of a juristic person Director that serves as chair.

Where a shareholders’ meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. Where there are two or more such convening parties, they shall mutually select a chair from among themselves.

VI. Attorneys, certified public accountants, or related persons retained by the Company may attend a shareholders’ meeting in a non-voting capacity.
The staff serving on the shareholders’ meeting shall wear identity certificates or armbands.
VII. The Company, beginning from the time when it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders’ meeting, and the voting and vote counting procedures, and such recording shall be retained for at least one year. However, if a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.
VIII. The chair shall call the meeting to order at the appointed meeting time. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If attending shareholders represent more than one-third but less than half of outstanding shares after two postponements, the attending shareholders may reach a tentative resolution according to Paragraph 1, Article 175 of the Company Act.
When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders’ meeting pursuant to Article 174 of the Company Act.
IX. When a shareholders’ meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. Votes shall be cast on each separate proposal in the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders’ meeting.

The provisions of the preceding paragraph apply mutatis mutandis to a shareholders’ meeting convened by a party with the power to convene that is not the Board of Directors.

The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders’ meeting.

After a meeting is adjourned, shareholders shall not further elect a chair to continue the

meeting at the original site or at another location. However, If the chair declares the meeting adjourned in violation of the rules of procedure, a new chair may be elected

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based on the agreement of a majority of the votes represented by the attending

shareholders in order to continue the meeting.

X. Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair.

A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail.

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

XI. Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed five minutes.

If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.

XII. When a juristic person is appointed to attend a shareholders’ meeting as proxy, it shall designate only one person to represent it in the meeting.

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

XIII. After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.
XIV. The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting.
XV. Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company.

Vote counting for shareholders’ meeting proposals or elections shall be conducted in public at the place of the shareholders’ meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

The election of Directors at a shareholders’ meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting

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results shall be announced on-site immediately, including the names of those elected as Directors and the numbers of votes with which they are elected.

XVI. When a meeting is in progress, the chair may announce a break based on time considerations. If a force majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed.

If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders’ meeting may adopt a resolution to resume the meeting at another venue.

XVII. Except as otherwise provided in the Company Act and the Articles of Incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders.
When a proposal comes to a vote, if no shareholder voices an objection following an inquiry by the chair, the proposal will be deemed to be approved, and it shall have the same effect as that reached through voting.
XVIII. When there is an amendment or an alternative to a proposal, the chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When anyone among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.
IX. The chair may direct the proctors (or security personnel) to help maintain order at the meeting place. When proctors (or security personnel) assist to maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor."
XX. These Rules shall take effect after having been submitted to and approved by a shareholders’ meeting. Subsequent amendments thereto shall be effected in the same manner.
XXI. These Rules were approved and enacted on May 24, 1996. The first amendment was made on May 24, 1997. The second amendment was made on March 23, 1998. The third amendment was made on June 17, 2002. The fourth amendment was made on June 9, 2015. The fifth amendment was made on June 14, 2018. The sixth amendment was made on June 23, 2020.
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【 Appendix 2 】

TYNTEK Corporation Articles of Incorporation

Chapter 1 General Rules

Article 1: The Company shall be incorporated under the Company Act, and its name shall be TYNTEK CORPORATION.
Article 2 The scope of business of the Company shall be as follows:
I. CC01080 Electronics Components Manufacturing.
II. CC01060 Wired Communication Mechanical Equipment Manufacturing.
III. CC01070 Wireless Communication Mechanical Equipment Manufacturing.
IV. CC01020 Electric Wires and Cables Manufacturing.
V. CD01030 Motor Vehicles and Parts Manufacturing.
VI. I301010 Information Software Services.
VII. I501010 Product Designing.
VIII. CC01101 Controlled Telecommunications Radio-Frequency Devices and Materials Manufacturing.
IX. IG03010 Energy Technical Services. (Limited to business operation by branch offices outside the science park)
1. Research, development, production, manufacturing and sale of the following products:
  - (1) Gallium arsenide, infrared, light emitting diode, laser diode, phototransistor, photodiode, single crystal epitaxy and crystal grain.
  - (2) Optoelectronic system, software/hardware of computers and peripheral equipment, electronic final products, semi-products, various wireless/wired telecommunication equipment and various wireless antiburglary equipment. (Limited to business operation by branch offices outside the science park).
  - (3) Radio transmitter, radio transceiver, radio receiver and other electrical machineries capable of generating radio radiant energy. (Limited to business operation by branch offices outside the science park)
2. Export and import businesses of the aforementioned products.
X. CC01040 Lighting Equipment Manufacturing. (Limited to business operation by branch offices outside the science park)
XI. F119010 Wholesale of Electronic Materials. (Limited to business operation by branch offices outside the science park)
XII. F219010 Retail Sale of Electronic Materials. (Limited to business operation by branch offices outside the science park)
XIII. ZZ99999 All business items that are not prohibited or restricted by law, except
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those that are subject to special approval. (Limited to business operation by branch offices outside the science park)

Article 4: The Company is headquartered in the Hsinchu Science Park, R.O.C. (Taiwan) and may establish branch offices or factories at home and abroad when necessary, upon the resolution by the Board of Directors and with the competent authority’s approval. The external investment total amount made by the Company may exceed 40% of paid-in capital and may also provide guarantee to the external based on the business needs.
Article 4: The public announcement method of the Company shall be handled in accordance with the provision of Article 28 of the Company Act.

Chapter 2 Shares

Article 5: The total capital of the Company shall be NTD 700,000,000, divided into 70,000,000 shares, at a par value of NTD 10, and issued at discrete times. For the unissued shares, the Board of Directors is authorized to issue separately according to the resolutions reached and based on the actual needs.
The Company may issue employee stock option certificates, and an amount of NTD 100,000,000 may be reserved from the total number of shares described in the preceding paragraph, which is divided into 10,000,000 shares as the shares for the issuance of the employee stock option certificates at discrete times.
Article 6: The share certificates of the Company shall be in registered form, signed or sealed by at least three Directors, assigned with serial numbers, and shall be certified according to the laws before issuance of the share certificates. For the shares issued by the Company, the printing of share certificates may be exempted; however, they shall be registered with the Centralized Securities Depository Enterprises. Shareholders of the Company performing shareholder services of share transfer, reporting of loss, inheritance, gift and chop loss/change or address change, etc., unless the laws and securities regulations specify otherwise, shall be handled according to the “Regulations Governing the Administration of Shareholder Services of Public Companies”.
Article 7: Any change and transfer registration of shares shall be prohibited within sixty days prior to the ordinary shareholders’ meeting, thirty days prior to the extraordinary shareholders’ meeting, or five days prior to the record date for the distribution of dividends and bonuses or other interests by the Company.
Article 7-1: Where the shares repurchased by the Company according to the laws are transferred to employees at a price lower than the average price of the shares actually repurchased by the Company, and where employee stock option certificates are issued at a price lower than the Company’s common share price closed on the
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date of issuance, such issuance shall only be made based on the consents of attending shareholders representing more than two-thirds of the total voting rights in a shareholders’ meeting attended by shareholders representing a majority of the total number of issued shares.

Chapter 3 Shareholders’ Meeting

Article 8: The shareholder’s meetings are classified into ordinary shareholders’ meetings and extraordinary shareholders’ meetings. An ordinary shareholders’ meeting is held annually and shall be convened within six months after the end of each fiscal year according to the laws, and the Broad of Directors shall issue notice to all shareholders thirty days prior to the meeting. An extraordinary meeting may be held whenever necessary according to the laws, and all shareholders shall be informed fifteen days prior to the meeting.
Article 8-2: When the Company convenes a shareholders’ meeting, it may hold a meeting by video or in other methods announced by the central competent authority and shall adopt shareholders’ exercise of voting rights by electronic means, and the Company may adopt exercise of voting rights by correspondence or electronic means. When the Company adopts the exercise of voting rights by correspondence or electronic means, the method of exercise shall be specified in the shareholders meeting notice.
Article 9: Where a shareholder for any reasons cannot attend a shareholders’ meeting in person, he/she/it may appoint a proxy to attend the shareholders' meeting on his/her/its behalf by sealing and executing a power of attorney printed by the Company stating therein the scope of power authorized to the proxy. The regulations for authorizing proxies to attend meetings on behalf of shareholders shall comply with the regulations of the Company Act and shall also be handled accordingly to the “Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies” announced by the competent authority. Matters relating to the resolutions of a shareholders’ meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy shall be distributed to each shareholder within twenty days after the conclusion of the meeting. The preparation and distribution of the meeting minutes may be made via the public announcement method. The minutes of the shareholders' meeting shall record the date and place of the meeting, the name of the chairperson, the method of adopting resolutions, and a summary of the essential points of the proceedings and the results of the meeting. The meeting minutes shall be kept persistently throughout the life of the Company. The attendance list bearing the signatures of shareholders present at the meeting and the powers of
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attorney of the proxies shall be kept for a minimum period of at least one year. However, if a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.

Article 9-1: Each shareholder of the Company shall have one voting right for each share in
his/her/its possession, except where the shares are considered to have no voting right under circumstances described in Article 179 of the Company Act.
Article 10: Unless the Company Act specifies otherwise, the Chairman of the Board shall be the chair of shareholders’ meetings. In case where the Chairman is on leave or cannot exercise his/her power and authority for any cause, the Chairman may appoint a Director to act as a proxy thereof; where the Chairman fails to appoint a proxy, the Directors shall elect one Director from among themselves to act as the proxy thereof. Shareholders’ meetings shall be handled in accordance with the provisions of the Rules of Procedure for Shareholders’ Meeting of the Company.
Article 11: Unless otherwise specified in the Company Act, any resolution at a shareholders’ meeting shall be adopted by a majority of the shareholders presented, who representing more than half of the total number of the company’s outstanding shares, and shall be executed based on the majority of the voting rights of attending shareholders.

Chapter 4 Directors

Article 12: The Company shall have seven to eleven Directors. The election of Directors shall adopt the candidate’s nomination system, and the Director shall be elected by the shareholders' meeting from among the persons with disposing capacity, with the term of office of three years, and shall be eligible for re-elections. The Company may obtain Directors liability insurance with respect to liabilities resulting from exercising their duties during their terms of directorship.The total number of registered shares of the Company held by all of the Directors shall be established according to the standard specified in the “Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies” announced by the Financial Supervisory Commission, R.O.C.
Article 12-1: In the roster of Directors described in the preceding paragraph, the number of Independent Directors of the Company shall not be less than three and shall not be less than one fifth of the total number of Directors. Relevant matters of the professional qualification, concurrent job position limitation, determination of independence, nomination and election methods of the Independent Director as well as other necessary requirements shall comply with relevant regulations specified by the securities competent authority.
Independent Directors and non-independent Directors shall be elected at the same
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time but on separate ballots.

Article 12-2: The Company establishes an Audit Committee since the twelfth term of Board of Directors. For the Audit Committee established in accordance with Article 14-4 of the Securities and Exchange Act, and the Audit Committee shall be formed by all of the Independent Directors. The Audit Committee or members of the Audit Committee shall be responsible for the execution of the authorities of Supervisors in accordance with the provisions of the Company Act, Securities and Exchange Act and other laws and regulations.
Article 13: The Board of Directors shall be formed by Directors. A Chairman of the Board shall be elected from among the Directors during a Board of Directors’ meeting attended by more than two-thirds of the Directors and with the consents of more than half of all attending Directors. In addition, a Vice Chairman may also be elected from among the Directors.
Article 14: The Chairman of the Board shall internally preside the shareholders' meeting and the Board of Directors’ meeting as the chair; and shall externally represent the Company. In case where the Chairman is on leave or absent or cannot exercise his/her power and authority for any cause, the Vice Chairman shall act as a proxy thereof. In case where the Vice Chairman is also on leave or absent or unable to exercise his/her power and authority for any cause, the Chairman shall designate one of the Directors to act as a proxy thereof. In the absence of such designation, the Directors shall elect from among themselves to act as proxy thereof.
In case a meeting of the Board of Directors is proceeded via visual communication network, then the Directors taking part in such a visual communication meeting shall be deemed to have attended the meeting in person.

During the convention of a Board of Director’s meeting, the Directors shall attend the meeting in person. In case where a Director for any reasons cannot attend the Board of Directors’ Meeting in person, he/she may issue a power of attorney, indicating the scope of authorization, in order to appoint another Director to attend the meeting as a proxy thereof. Unless otherwise specified in the Company Act, resolutions of Board of Directors shall be executed based on the attendance of a majority of the Directors and the consents of more than half of the attending Directors.

Article 14-1: The Board of Directors’ meeting of the Company shall be convened depending upon the situation, and extraordinary Board of Directors’ meeting may be convened whenever necessary. With regard to the power and authority of the Board of Directors, in addition to compliance with the provisions of the Company Act, for the following matters, the resolution approval of the Board of Directors’ meeting shall be obtained before the execution thereof.
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(I) Proposal for amendment of the Articles of Incorporation of the Company.
(II) Approval of annual budget and review of annual settlement, including the review and supervision of annual business plan.
(III) Review of operation objectives and medium/long term development plan.
(IV) Review of capital increase/decrease plan.
(V) Review of earnings distribution proposal of proposal for covering losses.
(VI) Approval for the Company’s re-investment in other enterprises or transfer of shares.
(VII) Proposal and resolution on the transfer, sale, lease, pledge, mortgage or other methods of disposition on all or important parts of the Company's operating properties.
(VIII) Approval for the application of financing, guarantee, acceptance and other loaning of the Company from a financial institution or a third party at an amount above NTD 100,000,000 (exclusive); provided that for an amount less than NTD 100,000,000, such case shall be reported in the latest session of Board of Directors’ meeting for recordation after the execution of such case; provided that for renewal of contract of original amount, such restriction shall not be applied.
(IX) Review and decision on major organization restructuring and significant business change.
(X) Approval for major capital expenditures.
(XI) Appointment and discharge of an attesting CPA for the Company.
(XII) Appointment and discharge of managerial officers.

(XIII) Approval for major contractors or other material events.

(XIV) Execution of resolutions of shareholders’ meetings.
(XV) Convention of shareholders’ meetings and business report.
(XVI) Other matters required to be handled in accordance with the laws.
Article 14-2: The calling of the Board of Directors shall be handled in accordance with the provisions prescribed in Article 204 of the Company Act. For the aforementioned calling of Board of Directors, notices may be made in writing, facsimile or e-mail method,
Article 15: Remuneration of Directors shall be paid regardless of whether the Company is operating at a profit or loss, and the amount of the remuneration shall be determined by the Board of Directors through resolution based on the common level adopted in the same industry.
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Chapter 5 Managerial Officers

Chapter 6 Accounting

Article 17: The fiscal year of the Company shall start from January 1 to December 31 of each year. At the close of each fiscal year, the Board of Directors shall prepare the following report and statements for submission to the ordinary shareholders’ meeting for ratification: (1) Business report, (2) Financial statements and (3) Proposal for distribution of surplus earnings or covering losses.
Article 18: For the current profit before tax for a fiscal year of the Company before deduction of the remuneration of employees and the remuneration of Directors, an amount equivalent to 5% to 15% of such profit before tax shall be appropriated as the remuneration of employees and an amount not greater than 5% of such profit before tax shall be appropriated as the remuneration of the Directors. However, if the Company still has accumulated losses (including adjustment of undistributed earnings amount), an amount shall be reserved for making up the accumulated loss first.
The remuneration of employees described in the preceding paragraph may be issued in the form of shares or cash, and the subjects for receiving the shares or cash may include employees of parents of subsidiaries of the Company meeting specific requirements. The remuneration of directors shall be made in cash only. The preceding two paragraphs shall be executed according to the resolution of Board of Directors’ meeting, and shall be reported to the shareholders’ meeting.
Article 18-2: When the Company has a net profit in the current period as per the annual financial statements, all taxes shall be paid according to the laws and accumulated losses (including adjustment to undistributed earnings amount) shall also be covered first, and 10% of the remaining balance shall be appropriated as the legal reserve unless the legal reserve has reached the amount of paid-in capital of the Company. For the remaining amount, special reserve shall then be appropriated or reversed according to the laws or regulations of the competent authority. Subsequently, if there is still remaining amount, such remaining amount and the undistributed earnings (including adjustment to undistributed earnings amount) in the beginning of the period may be combined as the basis for the Board of Directors to make a proposal for earnings distribution. When the distribution method is to be made in the form of new shares, such proposal shall be submitted to the shareholders’ meeting for resolution on the distribution thereof.

The Company adopts a dividend policy that allows the board of directors to

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Chapter 7 Supplemental Provisions

Article 19: Any matters not specified in these Articles of Incorporation shall be handled in accordance with the Company Act and relevant laws and regulations.

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【 Appendix 3 】

TYNTEK Corporation Shareholdings of All Directors


Title	Name	Date elected	Tenure	Record on the shareholder roster on the book-closure date
				Type	Shares	Shareholding percentage (%)
Chairman	Liang Dian Investment Co., Ltd. Representative: Lee, Biing-Jye	2021.07.02	3 years	Ordinary share	50,000	0.017%
Director	Wei Ban Investment Corporation Representative: Huang, Deng- Huei	2021.07.02	3 years	Ordinary share	50,000	0.017%
Director	Ennostar Inc. Representative: Lee, Rong-Huan	2021.07.02	3 years	Ordinary share	23,799,000	7.916%
Director	Will Chou	2021.07.02	3 years	Ordinary share	166,813	0.055%
Independent Director	Liu, Yin-Fei	2021.07.02	3 years	Ordinary share	0	0%
Independent Director	Chiang, Huei-Chung	2021.07.02	3 years	Ordinary share	0	0%
Independent Director	Hsieh, Chia-Ying	2021.07.02	3 years	Ordinary share	0	0%
Number of shares of all Directors					24,065,813	8.005%

Total outstanding shares on July 2, 2021: 300,622,252 shares

Total outstanding shares on the book closure date (March 31, 2023): 300,622,252 shares

Note 1: The statutory minimum shareholding of all directors: 12,024,890; as of March 31, 2023, the shareholding is 24,065,813 shares.

Note 2: The Company has the Audit Committee in place and thus no statutory shareholding of supervisor.

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【 Appendix 4 】

The Impact of Stock dividend Issuance on Business Performance, EPS, and Shareholder Return Rate

Unit: NTD thousands; EPS in NTD Year Item 2023 (Estimated) Beginning paid-in capital 3,006,223 Cash and stock dividend distribution of the current year Cash dividendper share(Note 1) － Dividendper share for capitalization of earnings(Note 1) － Dividend per share for capitalization of reserve (Note 1) － Operating performance change status Operating profit Not Applicable . (Note 1) Operating profit increase (decrease) ratio from same period of last year Net income Net income increase(decrease)ratio from sameperiod of lastyear Earningsper share(EPS) EPS increase(decrease)ratio from sameperiod of lastyear Annual average return on investment (annual average PER reciprocal) Pro Forma EPS and PER Capitalization of earnings changed to distribution of cash dividend in full Pro Forma EPS Pro Forma annual average return on investment Without capitalization of reserve Pro Forma EPS Pro Forma annual average return on investment Without capitalization of reserve and capitalization of earnings changed to issuance of cash dividends Pro Forma EPS Pro Forma annual average return on investment	Unit: NTD thousands; EPS in NTD Year Item 2023 (Estimated) Beginning paid-in capital 3,006,223 Cash and stock dividend distribution of the current year Cash dividendper share(Note 1) － Dividendper share for capitalization of earnings(Note 1) － Dividend per share for capitalization of reserve (Note 1) － Operating performance change status Operating profit Not Applicable . (Note 1) Operating profit increase (decrease) ratio from same period of last year Net income Net income increase(decrease)ratio from sameperiod of lastyear Earningsper share(EPS) EPS increase(decrease)ratio from sameperiod of lastyear Annual average return on investment (annual average PER reciprocal) Pro Forma EPS and PER Capitalization of earnings changed to distribution of cash dividend in full Pro Forma EPS Pro Forma annual average return on investment Without capitalization of reserve Pro Forma EPS Pro Forma annual average return on investment Without capitalization of reserve and capitalization of earnings changed to issuance of cash dividends Pro Forma EPS Pro Forma annual average return on investment	Unit: NTD thousands; EPS in NTD Year Item 2023 (Estimated) Beginning paid-in capital 3,006,223 Cash and stock dividend distribution of the current year Cash dividendper share(Note 1) － Dividendper share for capitalization of earnings(Note 1) － Dividend per share for capitalization of reserve (Note 1) － Operating performance change status Operating profit Not Applicable . (Note 1) Operating profit increase (decrease) ratio from same period of last year Net income Net income increase(decrease)ratio from sameperiod of lastyear Earningsper share(EPS) EPS increase(decrease)ratio from sameperiod of lastyear Annual average return on investment (annual average PER reciprocal) Pro Forma EPS and PER Capitalization of earnings changed to distribution of cash dividend in full Pro Forma EPS Pro Forma annual average return on investment Without capitalization of reserve Pro Forma EPS Pro Forma annual average return on investment Without capitalization of reserve and capitalization of earnings changed to issuance of cash dividends Pro Forma EPS Pro Forma annual average return on investment	Unit: NTD thousands; EPS in NTD Year Item 2023 (Estimated) Beginning paid-in capital 3,006,223 Cash and stock dividend distribution of the current year Cash dividendper share(Note 1) － Dividendper share for capitalization of earnings(Note 1) － Dividend per share for capitalization of reserve (Note 1) － Operating performance change status Operating profit Not Applicable . (Note 1) Operating profit increase (decrease) ratio from same period of last year Net income Net income increase(decrease)ratio from sameperiod of lastyear Earningsper share(EPS) EPS increase(decrease)ratio from sameperiod of lastyear Annual average return on investment (annual average PER reciprocal) Pro Forma EPS and PER Capitalization of earnings changed to distribution of cash dividend in full Pro Forma EPS Pro Forma annual average return on investment Without capitalization of reserve Pro Forma EPS Pro Forma annual average return on investment Without capitalization of reserve and capitalization of earnings changed to issuance of cash dividends Pro Forma EPS Pro Forma annual average return on investment
Year Item			2023 (Estimated)
Beginning paid-in capital			3,006,223
Cash and stock dividend distribution of the current year	Cash dividendper share(Note 1)		－
	Dividendper share for capitalization of earnings(Note 1)		－
	Dividend per share for capitalization of reserve (Note 1)		－
Operating performance change status	Operating profit		Not Applicable . (Note 1)
	Operating profit increase (decrease) ratio from same period of last year
	Net income
	Net income increase(decrease)ratio from sameperiod of lastyear
	Earningsper share(EPS)
	EPS increase(decrease)ratio from sameperiod of lastyear
	Annual average return on investment (annual average PER reciprocal)
Pro Forma EPS and PER	Capitalization of earnings changed to distribution of cash dividend in full	Pro Forma EPS
		Pro Forma annual average return on investment
	Without capitalization of reserve	Pro Forma EPS
		Pro Forma annual average return on investment
	Without capitalization of reserve and capitalization of earnings changed to issuance of cash dividends	Pro Forma EPS
		Pro Forma annual average return on investment

Note 1: According to the provisions of the “Regulations Governing the Publication of Financial Forecasts of Public Companies”, the Company has not published the complete financial forecast; therefore, the Company is not required to publicly disclose the 2023 financial forecast information.

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AI assistant

TYNTEK — AGM Information 2023

52074_rns_2023-06-06_d2b0b7fb-9c1f-4f1e-97d0-5ae4b07b933d.pdf

TYNTEK Corporation

2023 Regular Shareholders’ Meeting

Agenda Handbook

Contents

One. Meeting Procedure

TYNTEK Corporation 2023 Regular Shareholders’ Meeting Procedure

Two. Meeting Agenda

TYNTEK Corporation 2023 Regular Shareholders’ Meeting Agenda

Reporting Items

Proposal 3

Proposal 4

Ratification Items

Discussion Items

Proposal 1 Proposed by the board of directors

Proposal 2 Proposed by the board of directors

Proposal 3 Proposed by the board of directors

Extraordinary Motions

Adjournment

Three. Attachments

[Attachment 1]

TYNTEK Corporation Business Report

(II) Financial Revenue/Expenditure and Profitability Analysis

R&D status

Future Operational Objectives

Important Production and Sale Policies

Future Development Strategy

TYNTEK Corporation Audit Committee’s Review Report

TYNTEK Corporation

Independent Auditors’ Review Report

To TYNTEK Corporation,

Audit opinion

Basis for audit opinion

Key audit matters

Sales recognition

Other Matters

Responsibilities of the management and the governing body for the consolidated financial statements

Auditor's responsibilities for the audit of the consolidated financial statements

TYNTEK Corporation and Its Subsidiaries Consolidated balance sheet For the Years Ended December 31, 2022 and 2021

TYNTEK Corporation and Its Subsidiaries Consolidated Statements of Comprehensive Income For the Year Ended December 31, 2022 and 2021

TYNTEK Corporation and Its Subsidiaries Consolidated Statements of Equity Changes For the Year Ended December 31, 2022 and 2021

TYNTEK Corporation and Its Subsidiaries Consolidated Statements of Cash Flow For the Year Ended December 31, 2022 and 2021

Independent Auditors’ Review Report

To TYNTEK Corporation,

Audit opinion

Basis for audit opinion

Key audit matters

Sales recognition

Other Matters

Auditor's responsibilities for the audit of the parent-only financial statements

TYNTEK Corporation parent-only Balance Sheet For the Years Ended December 31, 2022 and 2021

TYNTEK Corporation

parent-only Statement of Comprehensive Income For the Year Ended December 31, 2022 and 2021

TYNTEK Corporation parent-only Statement of Changes in Equity For the Year Ended December 31, 2022 and 2021

TYNTEK Corporation

TYNTEK Corporation 2022 Statement of Deficit Compensation

TYNTEK Corporation

Table of Amendments to the Corporate Governance Code of Conduct

TYNTEK Corporation Table of Amendments to the Articles of Incorporation

TYNTEK Corporation Articles of Incorporation (Amended)

Chapter 1 General Rules

Chapter 2 Shares

Chapter 3 Shareholders’ Meeting

Chapter 4 Directors

Chapter 5 Managerial Officers

Chapter 6 Accounting

Chapter 7 Supplemental Provisions

TYNTEK Corporation Comparison Table of Amendments to the “Rules of Procedure for Shareholders Meetings”

TYNTEK Corporation Table of Amendments to the Asset Acquisition and Disposal Procedures

Four.Appendices

TYNTEK Corporation

Rules of Procedure for Shareholders’ Meeting

【 Appendix 2 】

TYNTEK Corporation Articles of Incorporation

Chapter 1 General Rules

Chapter 2 Shares

Chapter 3 Shareholders’ Meeting

Chapter 4 Directors

TYNTEK AGM Information 2023