U-TECH - Annual Report 2024 | FinancialReports.eu

Stock Code:3050

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U-Tech Media Corporation

Year 2024

Annual Report

Notice to readers

This English-version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English and Chinese versions, the Chinese version shall prevail.

Printed on Mar 31, 2025 Website: http://www.utechmedia.com.tw/ Market Observation Post System: https://mops.twse.com.tw

I. Spokesman, Acting Spokesman

Spokesman: Lo, I-Fu / President

E-mail:[email protected]

Acting Spokesman: Lai, Shu-Ping / Associate Vice President

E-mail: [email protected] TEL: 03-3961111

II. Headquarters, Branches, and Offices

Headquarters: No.222, Hwa-Ya 2 Rd., Kuei Shan Dist, Tao Yuan City, Taiwan,333( R.O.C) TEL: (03) 396-1111

FAX: (03)396-0834

Website:http://www.utechmedia.com.tw/

III. Stock Transfer Agent

Name: Capital Securities Corp. Registrar Agency Department Address: B2, No. 97,Dunhua S.Rd., Da’an Dist., Taipei City TEL: (02) 2702-3999

Website: http://www.capital.com.tw/

IV. Auditors

Names of CPA: Hsieh,Sheng-An , Qiu, Wan Ru

Name of Office: Ernst & Young,Taiwan

Address: 9F., No. 333, Sec. 1, Keelung Rd., Xinyi Dist., Taipei City 110208 , Taiwan (R.O.C.) TEL: (02) 2757-8888

Website: http://www.ey.com.tw/

V. Overseas Securities Exchange:None

VI. Website:http://www.utechmedia.com.tw/

I. Letter To Shareholders 1.1 Business Report: ...................................................................................................... 1 1.2 Summary of Business Plan 2024 ............................................................................. 1 1.3 Development Strategy and Impact from Competition, Regulations and Overall Business Environment ............................................................................................... 2 II. Corporate Governance Report 2.1 Directors, Supervisors and Management Team ......................................................... 4 2.2 Remuneration of Directors, Independent Directors, Supervisors, General Manager and Assistant General Manager ............................................................................... 11 2.3 Implementation of Corporate Governance .............................................................. 15 2.4. Information Regarding the Company’s Audit Fee ................................................... 33 2.5. Information on change in CPA ................................................................................ 34 2.6. Where the Company's chairperson, general manager, or any managerial officer in charge of finance or accounting matters has in the most recent year held a position at the accounting firm of its auditing CPAs or at an affiliated enterprise of such accounting firm, the name and position of the person, and the period during which the position was held, shall be disclosed. The term "affiliated enterprise" of the accounting firm of the auditing CPAs means an enterprise in which CPAs of the accounting firm to which the auditing CPAs belong hold more than 50 percent of the shares, or of which they hold more than half of the directorships, or any company or institution listed as an affiliated enterprise in the external publications or printed materials of the accounting firm of the auditing CPAs ........................... 34 2.7. Where, during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report, change in shareholding of directors, supervisors, managers and major shareholders who held more than 10% of shareholding ............................................................................................................ 34 2.8 Relationship among the Top Ten Shareholders ....................................................... 35 2.9 The total number of shares and total equity stake held in any single enterprise by the company, its directors and supervisors, managerial officers, and any companies controlled either directly or indirectly by the company .......................................... 37 III. Capital Overview 3.1 Capital and Shares ................................................................................................... 38 3.2 Bonds ....................................................................................................................... 39 3.3 Preferred Stock Status ............................................................................................. 39 3.4 International Depository Receipt Status .................................................................. 39 3.5 Employee Stock Options Status .............................................................................. 39 3.6 Restricted Stock Status ............................................................................................ 39 3.7 Issuance of New Shares in Connection with A Merger or Acquisition or with Acquisition of Shares of Any Other Company ........................................................ 39 3.8 Financing Plans and Implementation ...................................................................... 41 IV. Operation Highlights 4.1 Business Activities .................................................................................................... 42 4.2 Market and Sales Overview ...................................................................................... 52 4.3 Human Resources ...................................................................................................... 55 4.4 Environmental Protection Expenditure ..................................................................... 55 4.5 Labor Relations ......................................................................................................... 57 4.6 Cyber Security Management ..................................................................................... 58 4.7 Important Contracts ................................................................................................... 59

V. Review and Analysis of Financial Status and Business Results and Risk Issues 5.1 Analysis of Financial Status ...................................................................................... 60 5.2 Analysis of Financial Performance ........................................................................... 61 5.3 Analysis of Cash Flow ............................................................................................... 61 5.4 Major Capital Expenditure Items and Source of Capital .......................................... 62 5.5 Investment Policy in the Last Year, Main Causes for Profits or Losses, Improvement Plans and Investment Plans for the Coming Year ..................................................... 62 5.6 Analysis of Risk Management................................................................................... 62 5.7 Other Important Matters ............................................................................................ 64 VI .Special Disclosure 6.1 Summary of Affiliated Companies ............................................................................ 65 6.2 Private Placement Securities in the Most Recent Years ............................................ 65 6.3 Other Necessary Supplementary ............................................................................... 65 6.4 Have a Substantial Impact on Owner’s Equity as Stipulated in Item 2,Paragraph 3 of Article 36 of the Securities Exchange Law ........................................................... 65

I. Letter To Shareholders

1.1 Business Report:

We hereby present the annual business report for the company's operations in Year 2024:

(1) Implementation results of the business plan:

Total consolidated operating revenue for the year: NT$ 1,252,628 thousand Operating gross profit: NT$420,313 thousand

Net income for the period: NT$101,392 thousand

Net income attributable to stockholders of the parent: NT$84,839 thousand

(2) Financial income and profitability analysis::
Financial income::

Net income for the period: NT$101,392 thousand

Net income attributable to stockholders of the parent: NT$84,839 thousand Net cash provided by operating activities for the year: NT$402,709 thousand Net cash used in investing activities for the year: (NT$549,162) thousand Net cash used in financing activities for the year:NT$194,053 thousand Effects of exchange rate change on cash:( NT$6,501) thousand Increase in cash and cash equivalents for the period: NT$41,099 thousand Cash and cash equivalents at the end of the period: NT$1,222,332 thousand

Profitability analysis:

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Year Financial Analysis
Item 2024 2023
Debt to assets ratio 47.3 46.02
Financial
Ratio of long-term capital to
structure 169.57 174.92
property, plant and equipment
Current ratio(%) 169.27 209.20
Solvency Quick ratio(%) 159.71 196.04
Times interest earned 3.09 2.90
Return on total assets (%) 2.31 2.13
Return on equity (%) 3.00 2.67
Ratio of income before tax to
Profitability paid-in capital(%) 6.36 5.70
Net profit margin (%) 6.77 6.38
Earnings per share (NT$) 0.55 0.50
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(3) Research and Development Status: Please refer to page 50 of this Annual Report for details.

1.2 Summary of Business Plan 2024:

(1) Business Direction:
Discs Industry:
- (1) Deepen and widen the existing production lines, maintain the current capacity to sustain the profitability and increase operational efficiency.
- (2) Maintain the existing achievements while developing the main product’s accessories in order to enhance the product value and profitability.
- (3) Focus on exploring higher order volume for blu-ray products.
- (4) Increase the winning rate of large-scale tenders 。
Cultural and Creative Industry:
- (1) Concentrate on developing event business at Brickyard 33 3/1 and Old Town.
- (2) Merchants progress monitoring of Japanese Historical Cultural and Creative Park (Nishiki)
- (3) Take initiative to capture expansion opportunities for creative and diversified food and beverage business. Enhance the steady growth of chain shop business returns.
Energy Industry:
- (1) Continuously expanding/purchasing production facilities.
- (2) Developing new business models.
- (3) Layout the markets, resource integration, and stabilize existing investment returns.
Elderly care
- (1) Facing the trend of super-aged society, advance deployment.
- (2) Develop community economy to provide local services and meet local care needs.

  - (3) Integrate Ricare Corporation’s long-term care platform resources and strengthen service quality control.

Business Management:
- (1) Take steady development approach, enhance efficiency on sectors such as production, financial, organizational, procurement etc.
- (2) Improve cost management to increase competitiveness.
- (3) Provide a friendly working environment and career development opportunity in order to fulfil corporate social liability.
- (4) Sustainable management 。
(2) Sales forecast:
The 4 main directions for disc industry illustrated below according to their importance.
- (1) Cost forecast according to the overall economic development, industry condition, foreign exchange, and interest rate.
- (2) The development of the existing client structure and market share
- (3) The statistic of the professional market research institutions regarding the pre-recorded disc in the global market.
- (4) Objective anticipation
In the budgeting and planning for the cultural and creative food & beverage, energy, and elderly care projects, considerations are made based on factors such as product (brand), regional scale, project and contract progress, organizational (expansion) goals, external environment, and policy factors. A prudent and conservative approach is adopted in budget planning and evaluation.
(3) Major Policies for Production and Sales:

Taking care of social responsibilities, customer satisfactory and product quality are our upholding principle.

Sales:

Media products CD, DVD and BD: provide integrated services from compressing, formation and packaging. Deepen and widen the pre-recorded products as well as providing all rounded solution based on the Company’s well-established foundation to create business opportunity for non-disc products.
Distributed power plant management experts to offer all rounded solar power plant facility solution to clients in order to progress sustainable development goals.
Provide diversified cultural and creative leisure venue, holding values of “public nature”, “professionalism” and “diversification”.
Focuses on enhancing customer needs, dining experience, flexible business models, and deepening engagement through social media marketing.
Emphasizes localized services to meet local care needs, highlighting the "minimal assistance care" model, which encourages seniors to maintain their independence in daily life.

Production:

Change business approach from production orientation to client orientation. Not only minimize cost but also maintain rapid response to clients’ needs, good quality control, enhance production automatic and efficiency.
Fulfill the social responsibility: ensure environmentally friendly production, provide a safe working place and labor rights are well protected.

1.3 Development Strategy and Impact from Competition, Regulations and Overall Business Environment:

(1) Competition:

Consumption pattern shifted in post-pandemic era. Digital media products have largely replaced traditional products as physical pre-recorded products are under pressure of increased raw material cost, logistic cost, labor cost and foreign exchange fluctuation, forcing many competitors out of the market. In view of tackling the problems, the Company had responded swiftly in advance to maintain the quality control, reflect the cost onto the product price and being more competitive against its rivals. In addition, the development of cultural and creative industries is often limited to the attributes, acquisition conditions, and market potential of revitalization projects, resulting in longer development schedules. Creativity and diverse dining options which trend conformity, convenience, and meet consumer demands are considerations in product development. In recent years, there has been an impact from the pandemic. External factors affecting the renewable energy industry are influenced by government energy policies, site acquisition, and the widespread adoption of product prices. Solar power plants are also affected by the scale of factors such as whether the

maintenance system is well-established and the investment in new plants. The company continues to improve in these areas.

(2) Environmental Policy:

The production and operation costs have not been eased by environmental policies while responsibilities become harsher. The main issues for the products are (1) intellectual property adherence and protection, (2) product technology licence fees (some is due), (3) Regulations regarding food safety, and 4) regulations regarding energy etc. Main issues for operation are (1) regulations regarding labor force, (2) environmental policy, (3) regulations regarding occupational health and safety, and (4) corporate social liabilities, ethical governance and sustainable development etc. As a public listed company, the Company has obligation to follow the above-mentioned matters and implement internal control, ethical governance as well as fulfilling corporate social responsibilities in order to achieve sustainable development.

(3) Overall Business Environment:

According to the 2025 Taiwan Economic Outlook Report by the Chung-Hua Institution for Economic Research, with the continued expansion of AI applications in recent years and a rebound in global merchandise trade, the global economy is experiencing modest growth. Looking ahead to 2025, the impact of U.S. unilateralism and the ongoing challenges in China’s economic recovery remain significant variables that may influence global trade and economic rebound — both of which will be key factors affecting Taiwan’s economic growth trajectory in 2025. Nevertheless, demand recovery for electronic products, coupled with growing demand driven by emerging technologies such as high-performance computing and artificial intelligence, along with adjustments in Taiwan’s trade policies, are expected to sustain investment momentum and drive economic growth. The economic growth rate for 2025 is projected to be 3.10%.

In terms of private consumption, rising wages and a bullish stock market are expected to have a positive income effect, boosting consumer demand for dining, accommodation, and both domestic and international travel.

On the investment front, strong demand for AI, low-carbon development, and automation is expected to continue driving companies to expand production capacity and equipment. In addition, major international firms are increasing their investments in Taiwan, leading to a sharp rise in electricity demand. Real private investment is forecast to grow by 5.46% in 2025. Regarding foreign trade, robust demand for new technologies such as high-performance computing and AI will support export growth in electronics and ICT products. Taiwan’s increasingly critical role in the AI hardware supply chain is expected to further bolster trade performance. As for prices, electricity rate hikes implemented twice this year will take time to be fully reflected in overall price adjustments. In addition, the ongoing increases in minimum wage and raises for military, civil service, and education sector personnel are contributing to overall wage growth, suggesting that inflationary pressures will likely remain elevated next year. Looking ahead, the global economic environment is expected to be more uncertain than in the past, particularly with a new U.S. president taking office. The extent of future protectionist trade policies remains unclear, as do the responses of major economies. Furthermore, deteriorating international trade conditions may accelerate the restructuring of global supply chains and increase market fragmentation.

Due to factors such as competition in the industry environment, regulatory constraints, rising operational costs, and overall economic conditions, it is imperative for the company to adhere to its operational policies and proceed with caution in executing its strategies. Facing future developments, enterprises should closely integrate digital information with development strategies, continuously strengthen the integration of supply chains, finances, and sustainable operations, in order to adapt to the constantly changing market environment.

II. Corporate Governance Report

2.1 Directors, Supervisors and Management Team

2.1.1 Directors and Supervisors

2.1.1.1 Directors and Supervisors

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April 18, 2025
Nation Shares Held by Executives, Directors or Supervisors Who
ality/ Term Date First Shares Held when Elected Current Shares Held Spouse & Minor Shares Held Nominee Other are Spouses or within Two Degrees of
Title Pace of Name Gender Date Elected (Years) Elected Arrangement Experience （ Education ） Position Kinship
orationIncorp Shares ％ Shares ％ Shares ％ Shares ％ Title Name Relationship
Director R.O.C. Yang, Wei-Fen F 2024/6/14 3 Years 2003/6/17 0 0 100,000 0.06% 769,346 0.50% 0 0 Ritek Corporation Vice-President Note 1 Director Yeh, Spouse
61~70 Master of Operational Management, Chwei-Jing
Business School, National Chengchi Director Yeh, In-Laws
University Chwei-Sheng
Director R.O.C. U-Tech Media Co., 2021/8/18 3 Years 1994/5/19 32,489,319 20.96% 32,489,319 20.96% 0 0 0 0 －－－－－
Ltd. Representative:
R.O.C. Yeh, Chwei-Jing (note) M 2021/8/18 3 Years 2017/11/7 0 0 769,346 0.50% 100,000 0.06% 0 0 Ritek Corporation Chairman and Chief Dismissed Director Yang, Wei-Fen Spouse
61~70 Executive Officer Director Yeh, Sibling
Master, Stevens Institute of Technolog Chwei-Sheng
R.O.C. Yeh, Chwei-Sheng M 2021/8/18 3 Years 2002/4/19 0 0 5,040 0.00% 71,029 0.05% 0 0 U-Tech Media Co., Ltd. Vice-Chairman Dismissed Director Yeh, Sibling
(note) 61~70 Tunghai University Chemical Engineering Chwei-Jing
and Material Engineering Director Yang, Wei-Fen In-Laws
R.O.C. Designee M 2024/6/14 3 Years 2016/2/17 0 0 0 0 0 0 0 0 Ritek Corporation Assistant General Note 2 None None None
Pan, Yen-Min 51~60 Manager
Master of Economics, Chinese Culture
University
Director R.O.C. AimCore Technology 2026/6/14 3 Years 2024/6/14 12,862,812 8.30% 12,862,812 8.30% 0 0 0 0 －－－－－
Co., Ltd.,
R.O.C. Designee M 2026/6/14 3 Years 2024/6/14 0 0 0 0 0 0 0 0 Manager at Ernst & Young. In charge of the Note 3 None None None
Chiang,Ming-Hsien 41~50 Finance and Accounting Department at the
Company.
Bachelor's degree in Accounting from
Soochow University. Assistant Audit
Director R.O.C. Chen,Chien-Chuan M 2024/6/14 3 Years 2026/6/14 0 0 0 0 0 0 0 0 Republic of China Naval Academy - None None None
41~50
Independe R.O.C. Chien,Ching-Wen M 2024/6/14 3 Years 2024/6/14 0 0 0 0 0 0 0 0 Bachelor of Business Administration, Supervisor None None None
nt Director 61~70 Department of Business Administration, of Jujing
Feng Chia University Composite Materials
Technology
Co., Ltd.
Independe R.O.C. Kuo,Chung-Chien M 2024/6/14 3 Years 2024/6/14 0 0 0 0 0 0 0 0 Master of Business Administration, Note 4 None None None
nt Director 71~80 Graduate Institute of Business
Administration, Chinese Culture University
Independe R.O.C. Lu,P0-Neng M 2024/6/14 3 Years 2024/6/14 0 0 0 0 0 0 0 0 Master of Human Resource Management, Taishin None None None
nt Director 61~70 Graduate Institute of Human Resource Internationa
Management, National Central University Commercial l
Bank Co.,
Ltd.
Administrati
ve Services
Office/Assis
tant
Independe R.O.C. Li, Ching-Wen(note) F 2021/8/18 3 Years 2015/6/24 0 0 0 0 0 0 0 0 Silks Place Southern Region Dismissed None None None
nt Director 51~60 Vice-President and Tainan Silks Place
Hotel General Manager
PhD of Business Administration, Macau
University of Science and Technology
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Independe nt Director	R.O.C.	Wu, Jung-Sheng(note)	M 61~70	2021/8/18	3 Years	2015/6/24	0	0	0	0	0	0	0	0	Standard Chartered Vice-President Bachelor Degree of Corporate Management,FengChia University	Dismissed	None	None	None
Independe nt Director	R.O.C.	Hong, Shun-Cing(note)	M 61~70	2021/8/18	3 Years	2021/8/18	0	0	0	0	0	0	0	0	PhD of Marketing, Northwestern University Master of Corporate Management, National Chengchi University, Adjunct Professor of Corporate Management School, National Chengchi University	Dismissed	None	None	None

Note： Dismissed on June 14, 2024

Note1: Also serves as the Chairman of the Company, Director of Ritek Corporation,Director of Zhong Yuan International Start-Up Investment Co., Ltd.,Director of RiTdisplay Corporation,,Director of ProRit Corporation,Director of AimCore Technology Co., Ltd.,Chairman of RITEK Educational Foundation,Chairman of Dollars Cultural & Creative Company Limited,Director of Wanda Venture Capital Co., Ltd.,Chairman of Formosa Sun Energy Corporation,Chairman of Ricare Corporation,Chairman of Ricare Services Corporation,Chairman of KEIYOO CO., Ltd.,Director of K.K. RICAREJAPAN,Director of Ink Design Space Co., Ltd.,Chairman of Finesil Technology Inc.,Chairman of Hsin Pao Asset Company,Director of ART Management (B.V.I.),Director of Li Lai Optoelectronics Technology (Yang Zhou) Co., Ltd., ,Director of Jade Investment Services Ltd,Director of Glory Days Services Ltd,Chairman of Yu Sheng Investment Development Co., Ltd.,,Chairman of Keynes Investment Co., Ltd.,Director of Dingsheng Investment Co., Ltd.
Note 2: Also serves as the Ritek Corporation,Director of Assistant General Manager,Director of GoldenRiver Fund,Director of RiTdisplay Corporation,,Director of ProRit Corporation,Director of AimCore Technology Co., Ltd.,Supervisor of Pvnext Corporation,Director of O-VIEW Technolory Co., Ltd.,Director of RITEK Educational Foundation,Director of Formosa Sun Energy Corporation,Director of Chairman of RitFast Corporation,,Supervisor of Ricare Corporation,Supervisor of Finesil Technology Inc.,Director of Jhen Jhuan Co., Ltd,Supervisor of Ritwin Corporation,Chairman of Kun Shan Hu Lai Optoelectronics Technology Co., Ltd.,,Chairman of Kunshan Shulishi Co., Ltd.,Chairman of Li Lai Optoelectronics Technology (Yang Zhou) Co., Ltd., ,Independent Director of Yield Microelectronics Corp.
Note 3: Also serves as the Deputy General Manager of RiTek Technology Co., Ltd. ,Director of Pvnext Corporation,Supervisor of Chairman of RitFast Corporation,Director of Li Lai Optoelectronics Technology (Yang Zhou) Co., Ltd.,
Note 4: Also serves as the I-Chiun Precision Industry Co., Ltd., Independent Director, Jinyuansan Automobile Co., Ltd. Director.

2.1.1.2 Major shareholders of the institutional shareholders

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As of April 20, 2025
Name Major Shareholders %
Banque Pictet & Cie SA 2.84%
Yeh, hwei-Jing 1.54%
JPMorgan Chase Bank N.A., Taipei Branch in custody for Vanguard Total
1.33%
International Stock Index Fund, a series of Vanguard Star Funds
Yang, Wei-Feng 1.25%
VANGUARD EMERGING MARKETS STOCK INDEX FUND, A
1.20%
Ritek SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX FUNDS
Corporation LGT Bank (Singapore) Ltd. 0.95%
Vanguard Fiduciary Trust Company Institutional Total International Stock
0.67%
Market Index Trust II
J.P. MORGAN SECURITIES LTD 0.65%
EMERGING MARKETS CORE EQUITY PORTFOLIO OF DFA
0.64%
INVESTMENT DIMENSIONS GROUP INC.
Representative person of Chung Kai Investment co., Ltd. 0.63%
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Note:The top ten shareholders are the shareholders who held more than 10% of shareholding to the Company as of April 20, 2025 listed on Register of Shareholders before the suspension of share transfer.

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As of April 21, 2025
Name Major Shareholders %
RITEK Corporation 21.27%
Zhongfu Investment Co., Ltd. 3.33 %
Citibank (Taiwan) Commercial Bank, Trustee Custodian for UBS Europe
1.62%
SE Investment Fund Corporate Account
AimCore Chen, Cai-Li 1.23 %
Technology Guo, Wun-Tai 1.02%
Co., Ltd., Chen, Sih-Wei 0.92%
HSBC (Taiwan) in custody for Goldman Sachs International 0.90%
PRORIT CORPORATION 0.82%
Wu, Min-Syu 0.76%
Berkeley Capital SBL/PB investment account held in trust by Citibank 0.75%
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Note:The top ten shareholders are the shareholders who held more than 10% of shareholding to the Company as of April 21, 2025 listed on Register of Shareholders before the suspension of share transfer.

2.1.1.3 Professional qualifications and independence analysis of directors and upervisors:

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Number of Other Public
Criteria Companies in Which
Name Professional Qualification and Experience Independence Criteria the Individual is
Concurrently Serving as
an Independent Director
Yang, Wei-Fen Ms. Yang holds a master’s degree in operations Not been a person of any conditions defined 0
management from the Business School of National in Article 30 of the Company Law.
Chengchi University. She currently serves as the company's
chairman. She is also a director of several listed
companies. Ms. Yang has more than 5 years of business
and financial experience and is good at corporate finance
and account issues.
Pan, Yen-Min Mr. Pan holds a Master Degree of Economics from Chinese Not been a person of any conditions defined 1
Culture University. He currently serves as the Company’s in Article 30 of the Company Law.
Assistant General Manager and director of numbers of
public listed companies. Mr. Pan has more than 5 years’
experience on commercial and financial affairs and is
specialized in corporate finance and account issues.
Chiang,Ming-Hsien Mr. Jiang holds a bachelor’s degree from Soochow Not been a person of any conditions defined 0
University. Currently, he is the deputy general manager of in Article 30 of the Company Law.
Ribao Technology Co., Ltd., specializing in corporate
finance and accounting affairs, etc., and has rich experience
in finance and operational planning.
Chen,Jian-Quan Republic of China Naval Academy, Current professional Not been a person of any conditions defined 0
investor in Article 30 of the Company Law.
Independent Director Serving as an Independent Director of the Company since Conditions regarding to independence status 0
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/ Audit Committee 2024 (Year 113), the individual holds a Bachelor's degree that apply to the directors or supervisors
Member in Business Administration from Feng Chia University. during the two years prior to being elected
Chien,Ching-Wen Formerly served as General Manager of Sunny Bank, and or during the term of office.
currently serves as a Director of the Taiwan Family 1. Not an employee of the company or
Planning Association and as a Supervisor of Great Crystal any of its affiliates.
Composite Technology Co., Ltd., with expertise in finance 2. Not a director or supervisor of the
and corporate operational leadership. company or any of its affiliates
Independent Director Serving as an Independent Director of the Company since 3. Not a natural-person shareholder who 1
/ Audit Committee 2024 (Year 113), the individual holds a Master’s degree holds shares, together with those held
Member from the Graduate Institute of Business Administration at by the person's spouse, minor children,
Kuo,Chung-Chien Chinese Culture University. With over 30 years of or held by the person under others'
experience working in securities regulatory agencies, names, in an aggregate of one percent
related institutions, and securities firms, the individual or more of the total number of issued
currently serves as an Independent Director at I-Chiun shares of the company or ranking in the
Precision Industry Co., Ltd., and specializes in top 10 in holdings.
securities-related expertise. 4. Not a spouse, relative within the second
Independent Director Serving as an Independent Director of the Company since degree of kinship, or lineal relative 0
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/ Audit Committee Member Chien,Ching-Wen 2024 (Year 113), the individual holds a Bachelor's degree in Business Administration from Feng Chia University. Formerly served as General Manager of Sunny Bank, and currently serves as a Director of the Taiwan Family Planning Association and as a Supervisor of Great Crystal Composite Technology Co., Ltd., with expertise in finance and corporate operational leadership. that apply to the directors or supervisors during the two years prior to being elected or during the term of office. 1. Not an employee of the company or any of its affiliates. 2. Not a director or supervisor of the company or any of its affiliates 3. Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate of one percent or more of the total number of issued shares of the company or ranking in the top 10 in holdings. 4. Not a spouse, relative within the second degree of kinship, or lineal relative Independent Director / Audit Committee Member Kuo,Chung-Chien Serving as an Independent Director of the Company since 2024 (Year 113), the individual holds a Master’s degree from the Graduate Institute of Business Administration at Chinese Culture University. With over 30 years of experience working in securities regulatory agencies, related institutions, and securities firms, the individual currently serves as an Independent Director at I-Chiun Precision Industry Co., Ltd., and specializes in securities-related expertise. 1 Independent Director Serving as an Independent Director of the Company since 0	/ Audit Committee Member Chien,Ching-Wen 2024 (Year 113), the individual holds a Bachelor's degree in Business Administration from Feng Chia University. Formerly served as General Manager of Sunny Bank, and currently serves as a Director of the Taiwan Family Planning Association and as a Supervisor of Great Crystal Composite Technology Co., Ltd., with expertise in finance and corporate operational leadership. that apply to the directors or supervisors during the two years prior to being elected or during the term of office. 1. Not an employee of the company or any of its affiliates. 2. Not a director or supervisor of the company or any of its affiliates 3. Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate of one percent or more of the total number of issued shares of the company or ranking in the top 10 in holdings. 4. Not a spouse, relative within the second degree of kinship, or lineal relative Independent Director / Audit Committee Member Kuo,Chung-Chien Serving as an Independent Director of the Company since 2024 (Year 113), the individual holds a Master’s degree from the Graduate Institute of Business Administration at Chinese Culture University. With over 30 years of experience working in securities regulatory agencies, related institutions, and securities firms, the individual currently serves as an Independent Director at I-Chiun Precision Industry Co., Ltd., and specializes in securities-related expertise. 1 Independent Director Serving as an Independent Director of the Company since 0	/ Audit Committee Member Chien,Ching-Wen 2024 (Year 113), the individual holds a Bachelor's degree in Business Administration from Feng Chia University. Formerly served as General Manager of Sunny Bank, and currently serves as a Director of the Taiwan Family Planning Association and as a Supervisor of Great Crystal Composite Technology Co., Ltd., with expertise in finance and corporate operational leadership. that apply to the directors or supervisors during the two years prior to being elected or during the term of office. 1. Not an employee of the company or any of its affiliates. 2. Not a director or supervisor of the company or any of its affiliates 3. Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate of one percent or more of the total number of issued shares of the company or ranking in the top 10 in holdings. 4. Not a spouse, relative within the second degree of kinship, or lineal relative Independent Director / Audit Committee Member Kuo,Chung-Chien Serving as an Independent Director of the Company since 2024 (Year 113), the individual holds a Master’s degree from the Graduate Institute of Business Administration at Chinese Culture University. With over 30 years of experience working in securities regulatory agencies, related institutions, and securities firms, the individual currently serves as an Independent Director at I-Chiun Precision Industry Co., Ltd., and specializes in securities-related expertise. 1 Independent Director Serving as an Independent Director of the Company since 0	/ Audit Committee Member Chien,Ching-Wen 2024 (Year 113), the individual holds a Bachelor's degree in Business Administration from Feng Chia University. Formerly served as General Manager of Sunny Bank, and currently serves as a Director of the Taiwan Family Planning Association and as a Supervisor of Great Crystal Composite Technology Co., Ltd., with expertise in finance and corporate operational leadership. that apply to the directors or supervisors during the two years prior to being elected or during the term of office. 1. Not an employee of the company or any of its affiliates. 2. Not a director or supervisor of the company or any of its affiliates 3. Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate of one percent or more of the total number of issued shares of the company or ranking in the top 10 in holdings. 4. Not a spouse, relative within the second degree of kinship, or lineal relative Independent Director / Audit Committee Member Kuo,Chung-Chien Serving as an Independent Director of the Company since 2024 (Year 113), the individual holds a Master’s degree from the Graduate Institute of Business Administration at Chinese Culture University. With over 30 years of experience working in securities regulatory agencies, related institutions, and securities firms, the individual currently serves as an Independent Director at I-Chiun Precision Industry Co., Ltd., and specializes in securities-related expertise. 1 Independent Director Serving as an Independent Director of the Company since 0
Independent Director	Serving as an Independent Director of the Company since		0
/ Audit Committee Member Lu,P0-Neng	2024 (Year 113), the individual holds a Master’s degree in Management from the Graduate Institute of Human Resource Management at National Central University. Currently serving as Assistant Vice President of the Administrative Services Department at Taishin International Bank, with expertise in finance, law, and operational leadership.	within the third degree of kinship, of a managerial officer under subparagraph 1 or any of the persons in the preceding two subparagraphs. 5. Not a director, supervisor, or employee of a corporate shareholder that directly holds five percent or more of the total number of issued shares of the company, or that ranks among the top five in shareholdings, or that designates its representative to serve as a director or supervisor of the company under Article 27, paragraph 1 or 2 of the Company Act. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent. 6. If a majority of the company's director seats or voting shares and those of any other company are controlled by the same person:nota director, supervisor, or employee of that other company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent. 7. If the chairperson, general manager, or person holding an equivalent position of the company and a person in any of those positions at another company or institution are the same person or are spouses:nota director (or governor), supervisor, or employee of that other company or institution. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent. 8. Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or institution that has a financial or business relationship with the company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent, if the specified company or institution holds 20 percent or more and no more than 50 percent of the total number of issued shares of the public company. 9. Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution

that, provides auditing services to the company or any affiliate of the company, or that provides commercial, legal, financial, accounting or related services to the company or any affiliate of the company for which the provider in the past 2 years has received cumulative compensation exceeding NT$500,000, or a spouse thereof; provided, this restriction does not apply to a member of the remuneration committee, public tender offer review committee, or special committee for merger/consolidation and acquisition, who exercises powers pursuant to the Act or to the Business Mergers and Acquisitions Act or related laws or regulations.
1. Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.
1. Not been a person of any conditions defined in Article 30 of the Company Law.
1. Not a governmental, juridical person or its representative as defined in Article 27 of the Company Law.

2.1.1.4 Diversification and Independence of Board of Directors:

The current directors of the company are composed of 7 directors, including 3 independent directors. Independent directors account for 43% of all director seats. The three independent directors do not have the conditions specified in Items 3 and 4 of Article 26-3 of the Securities and Exchange Act. This includes situations where directors and independent directors have spouses and relatives within the second degree. The directors of the company are composed of talented people with rich experience in various professional fields. In order to achieve the ideal goal of corporate governance, the overall board of directors has the following abilities: 1. Operational judgment ability. 2. Accounting and financial analysis skills. 3. Operation and management capabilities. 4. Crisis handling capabilities. 4. Industrial knowledge. 5. International market outlook. 5. Leadership skills. 6. Decision-making ability. There are 2 seats between the ages of 40 and 49,and 1 seats between the ages of 50 and 59, and 3 seats between 60 and 69 ,and 1 seats between 70 and 80. The number of independent directors is 2 for 9 years and 1 for 3 years. We also pay attention to gender equality among board members, and the target ratio of female directors is 25%. There are currently 7 directors, including 1 female directors, with a ratio of 14.28%. Their qualifications meet the independence standards stipulated in the law. (Please refer to (1) Information on Directors and Supervisors and the table above); the company also has a "Director Selection Procedure" that clearly stipulates the selection of directors and the nomination and qualification review based on the candidate nomination system, and a resolution of the board of directors shall be submitted to the shareholders' meeting after approval In summary, the board of directors has become independent through its election.

Diversification:

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Relevant
Decision Finance and
Item Operational Knowledge /
Making / Account
Gender Judgement and International
Crisis Analysis
Name Management Market
Management Capability
Perspective
Yang,
F V V V V
Wei-Fen
Chien,Chin
M V V V V
g-Wen
Kuo,Chung-
M V V V V
Chien
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Relevant
Decision Finance and
Item Operational Knowledge /
Making / Account
Gender Judgement and International
Crisis Analysis
Name Management Market
Management Capability
Perspective
Lu,P0-Neng M V V V V
Pan,
M V V V V
Yen-Min
Chiang,
M V V V
Ming-Hsien
Chen,
M V V
Jian-Quan
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Explanation and Measures Regarding the Board of Directors Not Reaching One-Third Representation for Either Gender:

Reason for Current Status:

The current board consists of seven directors, elected at the shareholders’ meeting on June 14, 2024. However, there is only one female director. Although this complies with the relevant legal requirements at the time, it does not meet the one-third gender representation threshold. This shortfall is primarily due to the characteristics of the industry, which make it difficult to recruit suitable candidates within a short time frame.

Measures to Promote Gender Diversity on the Board:

Before the end of the current board’s term and prior to the next re-election, the company will actively seek resources from industry and independent director talent databases to promote gender equality among board members and enhance corporate governance effectiveness.

2.1.2 Management Team

2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team	2.1.2 Management Team
													As of April 19,2025
Title Nationality Name Gender Date Elected Shares Held Shares Held by Spouse & Minor Shares Held by Nominee Arrangement Experience (Education) Other Position Share % Share % Share %													Managers who are Spouse or Within Two Degrees of Kinship Remarks Title Name Relationship
General Manager R.O.C. Lo, Yi-Fu M 1999/06/23					64,960 0.04 0 0.00 0 0.00 Industrial Management of National Taiwan University of Science andTechnology Note 1								None None None
General Manager R.O.C. Yeh, Cheng-Kai M 2024/05/7					390,000 0.25 150,000 0.10 0 0.00 I University of San Francisco-Business Management Graduate Note 2								None None None
Assistant General Manager R.O.C. Liao, Rong Zheng M 2006/12/11					0 0.00 0 0.00 0 0.00 Master Degree of International Corporation from Curtin University of Technology None								None None None
Assistant Manager R.O.C. Lu, Zheng Xun M 2014/1/30					0 0.00 0 0.00 0 0.00 Mechanical Engineering of Lunghwa University of Science and Technology None								None None None
Assistant Manger	R.O.C.	Lai, Shu Ping	F	2020/11/10	460	0.00	0	0.00	0	0.00	Accounting of School of Management in Ming Chuan University	None	None	None	None

Note 1: Also serves as Corporate Director’s Representative of Glory Days Services Ltd., Corporate Director’s Representative of Jade Investment Services Ltd., Corporate Director’s Representative of Chao Fu Co., Ltd., Corporate Director’s Representative of Formosa Sun Energy Corp.,
Note 2: Also serves as Director of Zhong Yuan International Start-Up Investment Co., Ltd.,,Director of Zhong Fu Investment Co., Ltd.,,Chairman of Bircle international Trading Limited,Supervisor of Long March International Investment Co., Ltd.,Director of Dollars Cultural & Creative Company Limited,Chairman of Chao Fu Co., Ltd.,Director of Formosa Sun Energy Corporation,Chairman of RITEK Solar CORP.,Director of Ricare Corporation,Chairman of ShokuRaku Corporation,Chairman of Foodspace Corporation,Chairman of Ikari Coffee Co., Ltd.,Chairman of Jingle Hot Pot Corporation,Director of Finesil Technology Inc.,Director of ART Management (B.V.I.),Director of Affluence International Co.,Director of Sky Chance Internation Ltd,Director of Advanced Media Inc (USA),Director of Shine Services Inc(USA),Director of Ritek Vietnam Co.(Vietnam),Director of Ritek Latin American Inc,CEO of Yabow Inc,Director of Yu Sheng Investment Development Co., Ltd.,,Director of Keynes Investment Co., Ltd.,,Director of Zhongkai Investment Co., Ltd.,Director of Xingding Ever Victorious CO., LTD.,Chairman of VG The Seafood Bar Co.,Ltd.,Chairman of Universe Star International Co., Ltd.,Chairman of SpeedRun Co.,Ltd.,Chairman of Universe-Cloud Central Kitchen Co., Ltd.,Supervisor of Tongan Nanjing Co.,Ltd.,Supervisor of Tongan Zhongshan Co.,Ltd.,Supervisor of Tongan Zhongyi Co.,Ltd.,Supervisor of Tongan Shuanghe Co.,Ltd.
2.1.3 If the Chairman and the General Manager or equivalent position (Chief Executive Officer) are the same person, or if they are spouses or first-degree relatives, the company shall explain the reason, rationality, necessity, and corresponding measures ： None

2.2 Remuneration of Directors, Independent Directors, Supervisors, General Manager and Assistant General Manager 2.2.1 Remuneration of Directors and Independent Directors

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Unit: NT$ Thousands
Relevant Remuneration Received by Directors Who are Also Ratio of Total
Remuneration Ratio of Total
Remuneration Employees Compensation
Compensation Base Severance CompensationDirectors Allowances (A+B+C+D) to Salary, Bonuses, and Allowances Severance Pay Employee Compensation (G) (A+B+C+D+E+F+G) to Net
(A) (Note 1) Pay (B) (C) (D) (Note 2) Net Income (%) (E) (Note 3) (F) Income (%)
Title Name
All Companies
in the
The Company Consolidated
Financial
Statements
Cash Stock Cash Stock
Yang, 0 0 0 0 635 635 78 78 713 713 3,483 4,283 0 0 268 0 268 0 4,464 5,264 1,980
Wei-Fen 0.84% 0.84% 5.26% 6.20%
Ritek 817 817 817 817
0 0 0 0 817 817 0 0 0 0 0 0 0 0 0 0 0
Corporation 0.96% 0.96% 0.96% 0.96%
Ritek
Corporation 0 0 0 0 0 0 48 48 48 48 0 0 0 0 0 0 0 0 48 48 2,655
Rep.:Yeh, 0.06% 0.06% 0.06% 0.06%
Chwei-Jing
Ritek
Corporation 0 0 0 0 0 0 36 36 36 36 4,198 4,198 108 108 90 0 90 0 4,43250 4,43250 0
Rep.: Yeh, 0.04% 0.04% 5.22% 5.22%
Chwei-Sheng
Ritek
Corporation 0 0 0 0 0 0 78 78 78 78 0 300 0 0 0 0 0 0 78 378 40
Rep.:Pan, 0.09% 0.09% 0.09% 0.45%
Yen-Min
AimCore
91 751 91 751
Technology 0 0 0 0 91 751 0 0 0 0 0 0 0 0 0 0 0
0.11% 0.89% 0.11% 0.89%
Co., Ltd.
AimCore
Technology 39 39 39 39
Co., Ltd. Rep: 0 0 0 0 0 0 39 39 0 0 0 0 0 0 0 0 0
Chiang,Ming- 0.05% 0.05% 0.05% 0.05%
Hsien
Chen, 124 124 124 124
0 0 0 0 91 91 33 33 0 0 0 0 0 0 0 0 0
Chien-Chuan 0.15% 0.15% 0.15% 0.15%
Chien,Ching- 214 214 214 214
0 0 0 0 181 181 33 33 0 0 0 0 0 0 0 0 0
Wen 0.25% 0.25% 0.25% 0.25%
Kuo,Chung-C 0 0 0 0 181 181 39 39 220 220 0 0 0 0 0 0 0 0 220 220 0
hien 0.26% 0.26% 0.26% 0.26%
214 214 214 214
Lu,P0-Neng 0 0 0 0 181 181 33 33 0 0 0 0 0 0 0 0 0
0.25% 0.25% 0.25% 0.25%
company
The The The The The The The
Company Financial Statements Consolidated All Companies in the The Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial Consolidated Companies In the than subsidiaries or from the parent Remuneration from ventures other
Director
Independ Director
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Remuneration Ratio of Total Relevant Remuneration Received by Directors Who are Also Ratio of Total
Employees Compensation
Remuneration
Base Severance Directors Allowances (A+B+C+D) to Salary, Bonuses, Severance Pay (A+B+C+D+E+F
Compensation Compensation and Allowances Employee Compensation (G) +G) to Net
(A) (Note 1) Pay (B) (C) (D) (Note 2) Net Income (%) (E) (Note 3) (F) Income (%)
Title Name
All Companies
in the
The Company Consolidated
Financial
Statements
Cash Stock Cash Stock
Li, 233 233 233 233
0 0 0 0 181 181 52 52 0 0 0 0 0 0 0 0 0
Ching-Wen 0.28% 0.28% 0.28% 0.28%
Wu, 237 237 237 237
0 0 0 0 181 181 56 56 0 0 0 0 0 0 0 0 0
Jung-Sheng 0.28% 0.28% 0.28% 0.28%
Hong, 0 0 0 0 181 181 62 62 243 243 0 0 0 0 0 0 0 0 243 243 0
Shun-Cing 0.29% 0.29% 0.29% 0.29%
1. The amounts of the remuneration are estimated amounts that pending for resolution in shareholders’ meeting.
2. Please describe the policy, system, standard, and structure of remuneration to independent directors, and the correlation between duties, risk, and time input with the amount of remuneration:
3. In addition to the above remuneration, director remuneration shall be disclosed as follows when received from companies included in the consolidated financial statements in the most recent year to
compensate directors for their services, such as being independent contractors: None
company
The The The The The The The
Company Financial Statements Consolidated All Companies in the The Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial the Consolidated All Companies in Company Statements Financial Consolidated Companies In the than subsidiaries or from the parent Remuneration from ventures other
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Note 1: Refers to directors’ remuneration of salaries, duty allowances, severance pay, bonuses and incentives.

Note 2: Refers to operational expenses (including transport expenses, special disbursement, allowances, housing, company cars etc.)

Note 3: Refers to salaries, duty allowances, pension, severance pay, bonuses, incentives, transport expenses, special disbursement, allowances, housing, company cars etc. of directors who are also employed as an employee.

2.2.2 Remuneration of Supervisor (The Company has established Audit Committee)

2.2.3 Remuneration of General Manager and Assistant General Manager

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Unit: NT$ Thousands / Share
Ratio of Total
Severance Pay Bonuses and
Salary (A) Employee Compensation (D) Compensation
（ Note 1 ）（ Note 2(B) ） Allowances (C) （ Note 3 ）（ Note 4 ） (A+B+C+D) to Net
Income (%)
Companies in the
Consolidated
The Company Financial
Title Name Statements
Cash Stock Cash Stock
Executive Yang, 1,900 2,700 0 0 1,583 1,583 268 0 268 0 3,751 4,551 1,980
Director Wei-Fen 4.42% 5.37%
General Yeh, 4,396 4,396
3,000 3,000 108 108 1,198 1,198 90 0 90 0
Manager Chwei-Sheng 5.18% 5.18%
General 3,323 3,323
Lo, Yi Fu 2,461 2,461 108 108 544 544 210 0 210 0
Manager 3.92% 3.92%
General Yeh, 1,252 2,604
627 1,431 38 86 500 1,000 87 0 87 0
Manager Cheng-Kai 1.47% 3.07%
Assistant
Liao, Rong 2,134 2,134
General 1,513 1,513 99 99 362 362 160 0 160 0
Manager Zheng 2.52% 2.52%
Note 1: Refer to salaries, duty allowances and severance pay.
Note 2: The amount of pension is reserved contribution amount
Note 3: Refers to the remuneration of General Manager and Assistant General Manager including bonuses, incentives, transport expenses, special disbursement,
allowances, housing, company cars etc. for 2024 fiscal year.
Note 4: Proposed figures
2.2.4 Managerial officers with the top five highest remuneration amounts in a
TWSE/TPEx-listed company:
Ratio of Total
Bonuses and
Salary (A) Severance Pay (B) Employee Compensation (D) Compensation
（ Note 1 ）（ Note 2 ） Allowances (C) （ Note 3 ）（ Note 4 ） (A+B+C+D) to Net
Income (%)
Companies in the
Consolidated
The Company Financial
Title Name Statements
Cash Stock Cash Stock
Vice-Chairman Yeh, 3,000 3,000 108 108 1,198 1,198 90 0 90 0 4,396 4,396
Chwei-Sheng 5.18% 5.18%
Executive Yang, 1,900 2,700 0 0 1,583 1,583 268 0 268 0 3,752 4,552 1,980
Director Wei-Fen 4.42% 5.37%
General Lo, Yi Fu 2,461 2,461 108 108 544 544 210 0 210 0 3,323 3,323
Manager 3.92% 3.92%
Senior Special Lin Shuxu 1,657 1,657 87 87 361 361 65 0 65 0 2,170 2,170
Assistant 2.56% 2.56%
Assistant
General Liao, Rong 1,513 1,513 99 99 362 362 160 0 160 0 2,134 2,134
Manager Zheng 2.52% 2.52%
Company
The Company The Company The Company The Company Companies in the
Financial Statements Financial Statements Financial Statements Financial Statements
Remuneration From Ventures Other
Than Subsidiaries or from the Parent
Companies in the Consolidated Companies in the Consolidated Companies in the Consolidated Consolidated
Company
The Company The Company The Company The Company Companies in the
Financial Statements Financial Statements Financial Statements Financial Statements
Remuneration From Ventures Other
Than Subsidiaries or from the Parent
Companies in the Consolidated Companies in the Consolidated Companies in the Consolidated Consolidated
----- End of picture text -----

Note 3: Refers to the remuneration of General Manager and Assistant General Manager including bonuses, incentives, transport expenses, special disbursement, allowances, housing, company cars etc. for 2024 fiscal year.

Note 1: Refer to salaries, duty allowances and severance pay.

Note 2: The amount of pension is reserved contribution amount

Note 4: Proposed figures

2.2.5 The Distribution of the Remuneration:

				As of March 31, 2025: Unit: NT$ Thousands	As of March 31, 2025: Unit: NT$ Thousands	As of March 31, 2025: Unit: NT$ Thousands
	Title Name		Employee Compensation in Stock	Employee Compensation in Cash	Total	Ratio of Total Amount to Net Income (%)
Manageria Officers	Executive Directors Yang, Wei-Fen		0	815	815	0.96%
	Vice Chairman	Yeh, Chwei-Sheng
	President	Lo, Yi Fu
	President	Yeh,Cheng-Kai
l	Vice President	Liao, Rong Zheng

2.2.6 Comparison of Remuneration for Directors, Supervisors, President and Vice Presidents in the Most Recent Two Fiscal Years and Remuneration Policy for Directors, Supervisors, President and Vice Presidents

Unit: NT$ Thousands %

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2024 2023
Ratio of Total
Ratio of Total Remuneration
Year Total Remuneration Paid Total Remuneration Paid Remuneration Paid to Net
Paid to Net Income (%)
Income (%)
Companies in Companies in Companies in Companies in
the The the the The the
The The
Title Consolidated Company Consolidated Consolidated Company Consolidated
Company Financial (%) Financial Company Financial (%) Financial
Statements Statements (%) Statements Statements (%)
Directors 3,307 3,967 3.91 4.69 5,895 5,895 8.13 8.13
President &
Vice 14,856 17,008 17.51 20.05 12,927 12,927 17.83 17.83
President
Total 18,163 20,975 21.42 24.74 18,822 18,822 25.96 25.96
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The directors’ remuneration in 2024 decreased compared to 2023, primarily because the Chairman’s salary was reclassified under employee compensation due to holding a dual role. The remuneration for the General Manager and Deputy General Manager increased compared to 2023, mainly due to the addition of new managerial personnel.

2.2.6.1 Remuneration for directors including director’s remuneration of earnings distribution, income from professional practice. Transport expenses were paid in consideration of their board meeting attendance and the general pay levels in the industry. Director’s remuneration of earnings distribution was paid pursuant to Article 32 of the Company’s Articles of Incorporation, which stated that the remuneration shall not be more than 5% when there is profit. The Company shall also take into consideration of the evaluation of Board of Directors, the Company’s business and financial performance, and the board member’s contribution.
2.2.6.2 Remuneration of General Manager and Assistant Manager were paid according to “Compensation Management Methods”, taken into account of the general pay levels in the industry, the professional qualification, the Company’s business performance, contribution to the financial status and the future’s potential risk. The remuneration was proposed by Remuneration Committee and approved by Board of Directors.
2.2.6.3The main consideration of the level of the remuneration were the Company’s overall business performance, development of the industry, operational risk and the development trend, as well as the performance of the individuals and their contribution to the Company. Appraisal of the employees and the reasonableness of the remuneration were passed in the Remuneration Committee and Board of Directors. The Company reviews the remuneration system and relevant regulations from time to time in order to seek for the balance between sustainable development and risk control.

2.3Implementation of Corporate Governance

2.3.1 Implementation of Corporate Governance

A total of 8 meetings of the Board of Directors were held in the most recent fiscal years. The attendance of directors was as follows:

Title	Name	Attendance in Person(B)	By Proxy Attendance Rate (%)`【Ｂ`/`Ａ】` Remarks	By Proxy Attendance Rate (%)`【Ｂ`/`Ａ】` Remarks
Chairman	Yang, Wei-Fen	8	0	100 Re-election
Director	Ritek Corporation Representative: Pan, Yen-Min	8	0	100 Re-election
Director	AimCore Technology Co., Ltd. Representative: Chiang,Ming-Hsien	4	4	100 2024/6/14 Elect
Director	Chen,Chien-Chuan	3	0	75 2024/6/14 Elect
Independent Director	Chien,Ching-Wen	3	1	75 2024/6/14 Elect
Independent Director	Kuo,Chung-Chien	4	0	100 2024/6/14 Elect
Independent Director	Lu,P0-Neng	3	1	75 2024/6/14 Elect
Director	Ritek Corporation Representative: Yeh, Chwei-Jing	4	0	100 2024/6/14 Dismissal
Director	Ritek Corporation Representative: Yeh, Chwei-Sheng	2	2	50 2024/6/14 Dismissal
Independent Director	Li, Ching-Wen	3	1	75 2024/6/14 Dismissal
Independent Director	Wu, Jung-Sheng	3	1	75 2024/6/14 Dismissal
Independent Director	Hong, Shun-Cing	4	0	100 2024/6/14 Dismissal
Other mentionable items:
1. Matters referred to in Article 14-3 of the Securities and Exchange Act: Please refer to Appendix 1 for details.
2. Recusal of Director to Avoid Conflict of Interest:
Name Motion		Reason for Recusal		Resolution Remarks
1.Yeh, Chwei-Jing 2.Yeh, Chwei-Sheng 3.Yang, Wei-Fen Distribution of remuneration 2024 and year-end bonus 2023 for directors and managerial officers		The motion relating to their year-end bonuses		Withdrawal from their seats during voting to avoid conflict of interest. 2024/1/16
All directors of the Board Distribution of remuneration for directors		The motion relating to their remuneration distribution		Withdrawal from their seats during voting to avoid conflict of interest. 2024/8/12
1.Yang, Wei-Fen Remuneration case for the		Review personal
2.Yeh,Cheng-Kai company’s new chairman		remuneration
		Second degree
3. Implementation Status of Board Evaluations:
Evaluation Cycle Evaluation Period Scope of Evaluation		Evaluation Method		Evaluation Item
Once	a year 2024.1.1~ Performance	Self-assessment		Performance evaluation of the Board:
	2024.12.31 evaluation of the by the Board and			degree of involvement to company’s
	Board of	the individual		operation, quality of the Board’s decision,
	Directors,	directors		composition and structure of the Board,
	individual			election of directors, continuous education
	directors and			and internal control.
	functional			Performance evaluation of individual
	committees			directors: handling of the Company’s
				objectives and duties, recognition of the
				duties as a Board member, degree of
				involvement to the Company’s operation,
				internal relationship management and
				communication, qualification and
				continuous education, and internal
				control.
				Performance evaluation of the functional
				committee: degree of involvement to the
				Company’s operation, recognition of
				duties as a member of a functional
				committee, contribution to the decision
				making of the committee, composition

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and election of the committee’s members
and internal control.
4. Measures taken to strengthen the functionality of the Board in the most recent fiscal year:
(1) Fully exercise the supervisory responsibility: The Board holds meeting at least once a quarter. The Board held 8
meetings in 2024, the attendance rate was 88%.
(2) The Company established audit committee and remuneration committee. It’s a common practice to invite senior
management to attend the board meeting to report the latest performance of their departments. The directors would
therefore get to know more about the financial status and operation performance of the Company. The Company has
formulated “Standard Operation Procedures for Handling Directors’ Request” to respond to directors’ suggestion and
advices.
Appendix 1:
Items Stated in Independent Director
Meeting Date & No. of Independent
Period Content and Follow Up Exchange Act 14Securities and -3 Reserved OpinionHeld Adverse or Director Attended
Business plan 2024
Motion to approve financing from a finance institution
Motion to making of a guarantee / endorsement for
Dollars Cultural & CreativeCo., Ltd., a subsidiary of the
Company
2024/1/16 Establishment of Japanese subsidiary through Glory
14 [th] Meeting of Days Services Led. Ⅴ None 3
10 Session Revision of some articles of the company's
"Management Procedures for Preventing Insider
Trading"
Transport expenses 2024
Remuneration of directors and managerial officers 2024
-
and year end bonus for managerial officers 2023
Compensation distribution for directors and employees
2023
Business reports and financial statements 2023
Earnings distribution 2023
Assessment of the independence and suitability of the
company's accountants.
Motion to approve financing from a finance institution
Motion to making of a guarantee / endorsement for
2024/3/12 Dollars Cultural & CreativeCo., Ltd., a subsidiary of the
15 [th] Meeting of Company Ⅴ None 2
10 Session Adoption of the effectiveness assessment of the
company's internal control system for the fiscal year
2023 and the internal control system statement.
Case on expanding the scale of investment in green
energy and energy storage
Comprehensive re-election of directors
Amendments to the Rules of Procedure for Board of
Directors Meetings Approved.
Amendments to the Audit Committee Charter Approved
Nomination of candidates for election as directors
(including independent directors) in 2024
2024/4/23 Consider the list of nominees for directors and
16 [th] Meeting of independent directors for the company’s 2024 regular None 3
10 Session shareholders’ meeting
Proposal to lift non-competition restrictions on new
directors and their representatives
Motion to pass the first quarter financial reports 2024.
Assessment of the independence and suitability of the
company's accountants.
Endorsement case for the subsidiary company Ikari
2024/5/7
Coffee Co., Ltd. in the name of the company
17 [th] Meeting of Ⅴ None 2
10 Session Fund repatriation operation case of subsidiaries Jade
Investment Service Ltd. and Glory Days Services Ltd.
Through the transfer of investment in subsidiary Ricare
Corporation
A.O.B.: Agenda for AGM 2023
2024/6/14 Electing a new chairman of the board
1 [th] Meeting of 11 None 2
Session
2024/6/14 Proposed appointment of members of the sixth "Salary
2 [th] Meeting of 11 and Remuneration Committee" None 3
Session
Motion to pass the second quarter financial reports 2024
2024/8/12 Distribution of remuneration for directors 2023.
None 3
3 [th] of 11 [th] Session Distribution of compensation for the managerial officers
2023.
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Remuneration case for the new chairman of the
company
The independence case of changing the financial
statement certification accountants and valuation
accountants
Motion to pass the third quarter financial reports 2024.
Motion to approve financing from a finance institution.
Proposal to Amend and Add Provisions Related to the
Management of Sustainability Information in the
2024/11/11 “Internal Control System” and the “Implementation Rules for Internal Audit.”
4 [th] Meeting of None 2
11 [th] Session Formulate internal audit plan for 2025
Establishment of Sustainability Committee
and Adoption of Its Charter Approved.
Adoption of Sustainability Best Practice
Principles
Appointment of First Sustainability
Committee Members Approved.
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2.3.2 Implementation Status of Audit Committee:

The Audit Committee is composed of all independent directors in the Board of Directors. Please refer to section 2 of chapter 2 in this Annual Report for their professional qualification and experiences. Responsibilities of Audit Committee:

Whether the financial statements are presented fairly
Appoint and discharge CPA and supervise the CPA’s independence status and performance
Ensure the effectiveness of the Company’s internal control.
Facilitate the compliance of decrees and regulations.
Manage and control the existing and potential risk

Operation of the Audit Committee

A total of 5 Audit Committee meetings were held in the most recent fiscal year. The attendance of the independent directors was as follows:

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Attendance in
Title Name By Proxy Attendance Rate (%) (B/A) Remarks
Person (B)
Independent Director Chien,Ching-Wen 1 1 50 2024/6/14 Elect
Independent Kuo,Chung-Chien 2 0 100 2024/6/14 Elect
Director
Independent Director Lu,P0-Neng 2 0 100 2024/6/14 Elect
Independent Li, Ching-Wen 2 1 67 2024/6/14 Dismissal
Director
Independent Director Wu, Jung-Sheng 2 1 67 2024/6/14 Dismissal
Independent Hong, Shun-Cing 3 0 100 2024/6/14 Dismissal
Director
Other mentionable items:
1. If any of the following circumstances occur, the dates of meetings, sessions, contents of motion, resolutions of the
Audit Committee and the Company’s response to the Audit Committee’s opinion should be specified:
-
(1) Matters referred to in Article 14 5 of the Securities and Exchange Act
Board of Directors’
Audit Committee
Content Resolution Response to the
Meeting Committee’s Advice
Business plan 2024 Passed unanimously Passed unanimously
2024/1/16 Motion to approve financing from a finance institution.
13 [rd] Meeting of 1 [st]
Motion to making of guarantees / endorsements for
Session Dollars Cultural & CreativeCo., Ltd., a subsidiary of
the Company.
Business report and financial statements 2023 Passed unanimously Passed unanimously
Earnings distribution 2023
Assessment of the independence and suitability of the
company's accountants.
2024/3/12 Motion to approve financing from a finance institution.
14 [th] Meeting of 1 [st] Motion to making of guarantees / endorsements for
Session Dollars Cultural & CreativeCo., Ltd., a subsidiary of
the Company.
Approval of the assessment of the effectiveness of the
internal control system for the fiscal year 2023 and the
internal control system statement of the company.
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Motion to pass the first quarter financial statements Passed unanimously Passed unanimously
2023
2024/5/7 Motion to approve financing from a finance institution.
15 [th] Meeting of 1 [st] Endorsement case for the subsidiary company Ikari
Session Coffee Co., Ltd. in the name of the company
Through the transfer of investment in subsidiary Ricare
Corporation
2024/8/12 Motion to pass the second quarter financial reports Passed unanimously Passed unanimously
1 [th] Meeting of 2 [st] 2024
Session
The independence case of changing the financial Passed unanimously Passed unanimously
statement certification accountants and valuation
accountants
Motion to pass the third quarter financial statements
2024
Motion to approve financing from a finance institution.
Proposal to Amend and Add Provisions Related to the
2024/11/11
Management of Sustainability Information in the
2 [th] Meeting of 2 [st]
“Internal Control System” and the “Implementation
Session ”
Rules for Internal Audit.
Formulate internal audit plan for 2025
Establishment of Sustainability Committee
and Adoption of Its Charter Approved.
Adoption of Sustainability Best Practice
Principles Approved.
(2) Other matters which were not approved by the Audit Committee but were approved by two-thirds or more
of all directors: None
2. If there are independent directors’ avoidance of motions in conflict of interest, the directors’ names, contents of
motion, causes for avoidance and voting should be specified: None
3. Communications between the independent directors, the Company's chief internal auditor and CPAs (e.g. the
material items, methods and results of audits of corporate finance or operations, etc.)
(1) Communication between independent directors and internal auditors:
Date Summary Conclusion
2024/1/12 Discussed issues concerning the operation No objection
implementation report
2024/3/12 Discussed issues concerning the progress and No objection
findings of the internal audit
2024/5/7 Discussed issues concerning the operation No objection
implementation report
2024/8/12 Discussed issues concerning the operation No objection
implementation report
2024/11/11 Report and communication on the preparation of No objection
the annual audit proposal.
(2)Communication between independent directors and CPA:
Internal Audit Meeting
Summary Implementation Status
Date
Illustrated and offered advices to the attendees Question and answer section
regarding the audited items in financial statements arranged in the meeting.
2024/3/12
2023 (financial statements 2023, amendments of
securities laws and Article of Incorporation)
Communicated the conclusion of the quarterly No objection
2024/11/11
inspection and the year plan of internal audit.
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2.3.3 Corporate Governance Implementation Status and Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies”

Best-PracticePrinciples	for TWSE/TPEx Listed Companies”	for TWSE/TPEx Listed Companies”	for TWSE/TPEx Listed Companies”
Evaluation Item	Implementation Status Deviation from the
	Principles and Reasons Y N Abstract Illustration
1.Does the company establish and disclose the Corporate Governance Best-Practice Principles based on “Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies”?	 The Company has formulated “Corporate Governance Best-Practice Principles” and announced on the Company’s website and Market Observation Post System (MOPS). No Deviation
2.Shareholding structure & shareholders’ rights (1) Does the company establish an internal operating procedure to deal with shareholders’ suggestions, doubts, disputes and litigations, and implement based on the procedure?	 The Company established spokesperson, deputy spokesperson, stock affairs and legal affairs as well as email inbox to handle shareholders’ suggestions , adverse comments or disputes. No Deviation
(2) Does the company possess the list of its major shareholders as well as the ultimate owners of those shares?  According to registered shareholder name list, declare change of shareholding and disclose information of shareholders who held shares 5% or above. No Deviation (3) Does the company establish and execute the risk management and firewall system within its conglomerate structure?  The Company formulated “Regulations Governing Related Parties Transactions” and “Subsidiary Management Regulations” and reviewed periodically by internal auditors. Distinguish duties between related parties and construct firewall according to risk evaluation. No Deviation (4) Does the company establish internal rules against insiders trading with undisclosed information?  The Company has established “Procedures for Prevention of Insider Trading” and “Procedures for Handling Material Inside Information” to regulate insiders for using undisclosed information forthe Company’s stock. No Deviation
3. Composition and Responsibilities of the Board of Directors (1) Does the Board develop and implement a diversified policy for the composition of its members?	 In accordance with Article 20 of the “Corporate Governance Best Practice Principles”, composition of the Board of Directors shall be diversified. The Company shall also formulate diversification policy according to its operation, business style and development needs. Board member candidates shall be competent, knowledgeable and good ethical conduct to perform the duty. Please refer to Article 2.2 of this Annual Report for further details. No Deviation
(2) Does the company voluntarily establish other functional committees in addition to the Remuneration Committee and the Audit Committee	 The Company has not established any other functional committee. Other functional committee might be set up according to necessity. Not Yet Established  The company has established “Rules for Performance Evaluation of Board of Directors” to evaluate the performance of the board members, remuneration committee, audit committee. The evaluation result has reported to Board of Directors on March 11, 2025. The result will also be the reference to director’s remuneration. No Deviation  The Audit Committee assessed the independence status and the adequacy of the CPAs on March 11, 2025, the CPAs provided Independence Declaration and Audit Quality Indicators (AQIs) and reported to Board of Directors after assessing their standards. The CPAs were considered fulfilling the standards and adequate to take up the duty.Pleasereferto page28for furtherdetails. No Deviation
(3) Does the company establish a standard to
measure the performance of the Board and implement it annually, and are performance evaluation results submitted to the Board of Directors and referenced when determining the remuneration of individual directors and nominations for reelection?
(4) Does the company regularly evaluate the
independence of CPAs?
4.Does the company appoint a suitable number of competent personnel and a supervisor responsible for corporate governance matters (including but not limited to providing information for directors and supervisors to perform their functions, assisting directors and supervisors with compliance, handling work related to meetings of the board of directors and the shareholders' meetings, and producing minutes of board meetings and shareholders' meetings)?		On May 09, 2023, the Board of Directors appointed Lai Shu Ping as the Head of Corporate Governance, who serves as the highest-ranking executive responsible for governance-related matters in the company. Additionally, dedicated personnel have been assigned to oversee corporate governance affairs. 1. Study and formulate corporate policies 2. Agenda of the board meeting are required to send to the directors 7 days prior to the meeting. The directors would, therefore, have sufficient time to get to know the meeting details as well as any conflict-of-interest issues. 3. Announce date of the AGM meeting in accordance with the regulations (date, annual report, agenda and minutes etc.) 4. Register and announce on the Company’s website about any regulation amendment and election result resolved in shareholders’ meeting.	No Deviation

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Deviation
Implementation Status from the
Evaluation Item
Principles
Y N Abstract Illustration and Reasons
5.Does the company establish a  The Company formulated “Reporting System” for stakeholders to No Deviation
communication channel and build a follow. The spokesperson and deputy spokesperson are
designated section on its website for responsible for the external communication. The Company has
stakeholders (including but not limited to also established communication channels in the stakeholder
shareholders, employees, customers, and section on its website to receive complaints and comments. Please
suppliers), as well as handle all the issues refer to page 28 for further details.
they care for in terms of corporate social
responsibilities?
6. Does the company appoint a professional  The Company appointed The Capital Securities Corp. to handle No Deviation
shareholder service agency to deal with shareholder affairs.
shareholder affairs?
7. Information Disclosure
(1) Does the company have a corporate  The Company has established an official website and managed by No Deviation
website to disclose both financial relevant department to disclose information.
standings and the status of corporate
governance?
(2) Does the company have other  The Company has appointed specific personnel to disclose No Deviation
information disclosure channels (e.g. financial information on MOPS and announce material
building an English website, appointing information and investor conference details pursuant to the
designated people to handle information regulations. The Company has also appointed specific personnel
collection and disclosure, creating a as spokesperson and deputy spokesperson.
spokesman system, webcasting investor
conferences)?
(3) Does the company announce and report  Currently the Company estimates the annual financial reports In
annual financial statements within two cannot be published within two months after the end of the fiscal Consideration
months after the end of each fiscal year, year. However, the Company is considering, if possible, to publish
and announce and report Q1, Q2, and other quarterly financial reports and monthly operation status
Q3 financial statements, as well as earlier.
monthly operation results, before the
prescribed time limit?
8. Is there any other important information to  Employees’ Rights and Wellness: Please refer to Article 4.5 for No Deviation
facilitate a better understanding of the details
company’s corporate governance practices Investor Relations and Stakeholders’ Rights: The Company holds
(e.g., including but not limited to fair and open views to shareholders, and established a
employee rights, employee wellness, comprehensive spokesperson system to communicate with
investor relations, supplier relations, rights investors as well as uploads complete financial statements and
of stakeholders, directors’ and supervisors’ business information on MOPS regularly.
training records, the implementation of Supplier Relationship: The Company keep close contact with the
risk management policies and risk main suppliers. The Company has formulated “Supplier
evaluation measures, the implementation Evaluation System” in order to maintain well-established
of customer relations policies, and upper-lower stream relationship to ensure stable material supply.
purchasing insurance for directors and Directors’ Continuous Education: Please refer to page 27
supervisors)? Directors & Officers (D&O) Insurance: Insurance Company:
Chartis Taiwan Insurance Co., Ltd.; Insured amount: US$ 3
million; Insured period: 2025/1/17~2026/1/15.
9. Please describe improvements that have already been made based on the Corporate Governance Evaluation results released for the most recent
fiscal year by the Corporate Governance Center, Taiwan Stock Exchange, and specify the priority enhancement objectives and measures
planned for any matters still awaiting improvement. (If the Company was not included among the companies evaluated for the given recent
year, this item does not need to be completed.)
NO Key Indicators Improvement Proposal
1.17 Whether the company does not have a government agency or a single legal entity Already met after reselection
and its subsidiaries accounting for more than one-third of the seats on the board of
directors
2.4 Whether no more than two of the company's directors are spouses or relatives Already met after reselection
within the second degree of affinity
2.5 Whether the number of directors of the company who are employees of the Already met after reselection
company, parent, subsidiary or brother company is less than (inclusive) one-third of
the number of director seats
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2.3.4Composition, Responsibilities and Operations of the Remuneration Committee:

Remuneration Committee comprised of all board members. Operate in accordance with “Remuneration Committee Organization Regulations”. The main responsibilities are:

Review the regulations and suggest amendments
Formulate and review the standards for the performance evaluation of directors and managerial officers, the compensation policies, system, standards and structure.
Review the progress of the objectives of directors and managerial officers regularly. Decide the

directors’ and managerial officers’ remuneration according to their performance evaluation.

(1) Professional Qualifications and Independence Analysis of Remuneration Committee Members

March 31, 2025

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No. of Other Public Companies
Criteria Professional Qualification and in Which the Individual is
Independence Status Concurrently Serving as an
Title / Name Experience Remuneration Committee
Member
Convenor Chien,Ching-Wen 0
Member Kuo,Chung-Chien Please refer to page 6 to 9 for Please refer to page 6 to 9 for 1
details details
Member Lu,P0-Neng 0
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(2) Implementation of the Remuneration Committee

The Committee comprises of three members

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2. The term is from July 3, 2024 to June 13, 2027. The committee held 4 meetings (A) in the most
recent fiscal year. Their attendance listed as below:
Title Name Attend in Attend by Attendance (%) Remarks
Person (B) Proxy (B/A)
Convenor Chien,Ching-Wen 1 1 50%
Member Kuo,Chung-Chien 2 0 100%
Member Lu,P0-Neng 2 0 100%
The Company’s Response
Date/Period Content Resolution Coto the Remuneration mmittee’s Opinion
2024/1/16 Transport expenses 2024 Passed
6 [st] Meeting of 5 [th] Remuneration of directors and managerial officers 2024 and Passed unanimously
Session year-end bonus for managerial officers 2023 unanimously
2024/3/12 Distribution of director’s remuneration and employee bonus for the Passed
7 [st] Meeting of 5 [th] year 2023. Passed unanimously
Session unanimously
2024/5/7 Personnel appointment case Passed
8 [st] Meeting of 5 [th] Passed unanimously
Session unanimously
Remuneration of directors 2023
2024/8/12
Passed
1 [nd] Meeting of 6 [th] Remuneration of managerial officers 2023 Passed unanimously
Session Review the monthly salary case for the new chairman of the unanimously
company
Other mentionable items:
1. If the board of directors declines to adopt or modifies a recommendation of the remuneration committee, it should
specify the date of the meeting, session, content of the motion, resolution by the board of directors, and the Company’s
response to the remuneration committee’s opinion (e.g., the remuneration passed by the Board of Directors exceeds the
recommendation of the remuneration committee, the circumstances and cause for the difference shall be specified):
None.
2. Resolutions of the remuneration committee objected to by members or expressed reservations and recorded or declared in
writing, the date of the meeting, session, content of the motion, all members’ opinions and the response to members’
opinion should be specified: None.
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(3) Nomination Committee and Its Implementation: The Committee has not been established yet.

2.3.5Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and the Reasons:

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Deviations from
Implementation Status “Sustainable
Development Best
Evaluation Item Practice Principles
for TWSE/TPEx
Y N Abstract Illustration
Listed Companies”
and Reasons
1. Does the company  The Sustainability Development Committee was established on No significant
establish a governance November 11, 2024. It consists of three independent directors and deviation
structure to achieve the general manager serves as the chief sustainability officer. It is
sustainable development, responsible for integrating various departments to form a special
and set up a dedicated project team (corporate governance team, sustainable environment
(part-time) unit to promote team, social welfare team), formulate corresponding work
sustainable development, guidelines, and ensure the implementation of sustainable
which is authorized by the development.
board of directors to The board report is planned to be submitted in the second half of
handle senior management, the year.
and supervised by the
board of directors?
2. Does the company conduct  The data covers the period from January, 2024 to December 2024, No significant
risk assessments on with the risk assessment boundary primarily focused on the deviation
environmental, social and company.
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corporate governance Environmental Protection:
issues related to company The Company’s factories fulfilled ISO14001, which is the strictest
operations according to the requirements in the world for environmental protection. The
principle of materiality, Company takes proactive approach to save energy, reduce CO2
and formulate relevant risk emission and recycling water resources to protect the
management policies or environment.
strategies? Occupation Safety ：
In 2024, the company completed the verification of the "ISO
45001 Occupation Health and Safety Management System." We
conduct regular fire drills and occupation safety education and
training every year to cultivate employees' abilities in emergency
response and self-safety management.
Product Safety ：
All of products comply with the EU RoHs requlations,and the
company has purchsedproduct liability insurance.
Labor Relations:
It’s the Company’s principle to accord priority to filling vacancies
with adequate internal personal regardless of their race, religion,
colour, nationality and gender and it is strictly prohibited to hire
child labor.
Anti-Corruption:
The Company operates in accordance with “The Ethical Corporate
Management Best Practice Principles” and “The Ethical Corporate
Management Operational Procedures and Guidelines” and Mach
11, 2025 to Board of Directors regarding the implementation
status in the previous year.
Compliance:
The Company operates in compliance with relevant international
regulations and local decrees and respects intellectual property.
Moreover, the Company works in accordance with labor laws,
human rights, business classification and information security.
3. Environmental Issues The Company has certified to: No significant
(1) Does the company  1. Environment Management System （ ISO 14001 ） 2015 deviation
establish proper (2025/3/10~2028/3/9)
environmental 2. ISO 45001 ： 2018 occupational health and safety management
management systems system certification (2025/3/10~2028/3/9)
based on the 3. Introduced Green Partner management procedure, obtained
characteristics of their Sony’s GP certification
industries?
(2) Does the company  The company actively promotes various energy reduction No significant
endeavor to utilize all measures, adopts secondary material recycling and reuse, reduces deviation
resources more energy consumption of enterprises and products, and implements
efficiently and use energy-saving policies to optimize energy use efficiency. The
renewable materials target for 2024 is to reduce the electricity usage by 2% from
which have low impact 14,087,661 kilowatt hours in the base year of 2021. This year’s
on the environment? new electricity reduction is 1,784,864 kilowatt hours (12%). The
plan goal has been achieved. In the future, the target for 2025 is to
reduce the electricity usage from the base year of 2021. Reduce
volume by 3% annually and implement energy-saving policies.
(3) Does the company  To reduce the corporate operational risk, the Company focuses on No significant
evaluate the potential green energy development and measures the effectiveness of deviation
risks and opportunities in environmental protection and carbon reduction management by
climate change with checking the statistic in order to understand the implementation
regard to the present and status. The Company performs risk evaluation and formulate
future of its business, implementation plan every year on environmental protection
and take appropriate issues.
action to counter climate
change issues?
(4) Does the company take  The following information has not been verified by third-party No significant
inventory of its agencies. deviation
greenhouse gas Greenhouse gases:
emissions, water Item 2023 2024
consumption, and total Category 1 73,488 56,799
weight of waste in the Category 2 6,080,607 6,077,852
last two years, and total emissions （ kgCO2e ） 6,154,095 6,134,651
implement policies on
density
energy efficiency and (Metric tons of CO2/million 11.5894 13.6326
carbon dioxide
yuan)
reduction, greenhouse
Data coverage the company the company
gas reduction, water itself ny itself
reduction, or waste
Total emissions are reduced by 0.3%; the density of diesel usage
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management? in 2023 is 8,672 (L) in 2022, and the diesel usage in 2024 is 8,537
(L), a decrease of 1%, with an annual reduction of 1% as the goal,
and electricity is the main energy consumption. Measures such as
modifying lighting circuits, replacing LED lights, replacing
power-saving equipment, and installing frequency converters will
continue to promote emission reductions to achieve the goal of an
average emission growth rate of no more than 5% by 2025.
Water resources management:
The total consumption in 2024 is 32,378 tons, a decrease of 5,509
tons compared with the total consumption in 2023 of 37,887 tons,
and the intensity is 54.0953 tons/million yuan. The total
consumption in 2023 is 31,946 tons. The total consumption in
2021 is 37,887 tons, a decrease of 5,941 tons, and the intensity is
60.1619 tons/million yuan. ; Use recycled water to store and reuse
to supplement air-conditioning cooling water and landscape
irrigation; the target is to reduce the total consumption by 1% per
year in 2021; the target is to save 3% of the total consumption in
2026 compared with the total consumption in 2021. The
information covers our company.
Waste management:
Item 2023 2024
Total Weight of Hazardous
168 146
Waste
Total Weight of
48 50
Non-Hazardous Waste
Total Weight of Waste 216 196
density
(Metric tons of 11.5894 11.6326
CO2/million yuan)
the company the company
Data coverage itself ny itself
The total weight of 196 tons in 2024 is 51 tons less than the total
weight of 247 tons in 2021, and the density is 13.6326
tons/million yuan. The total weight of 216 tons in 2023 is 31 tons
less than the total weight of 247 tons in 2021, and the density is
11.5894 tons/million yuan. Yuan, with the target of reducing the
total weight by 1% per year in 2021, the target has been met, and
the recycling and reuse ratio is 2% and 4%; recycling and reuse
are given priority, and non-recyclable products are entrusted to
qualified manufacturers for processing. The information covers
our company.
4. Social Issues:
(1) Does the company  The company recognizes and voluntarily follows the No significant
formulate appropriate internationally recognized human rights standards of the "United deviation
management policies Nations Universal Declaration of Human Rights" and the
and procedures "International Labor Organization Convention", formulates the
according to relevant "Yade Technology Social Responsibility Policy", and formulates
regulations and the work rules and reports in accordance with the Labor Standards
International Bill of Act and relevant labor laws. System, sexual harassment
Human Rights? prevention measures, complaints and disciplinary measures and
other related management policies and procedures, and maintain
smooth communication channels between labor and management
to protect the legitimate rights and interests of employees, and all
are published on the company's website.
human rights
specific plan
policy
Physical and Regular employee health examinations are
mental health conducted every two years, and physical and
and work mental balance courses are held quarterly.
balance
equal Formulate procedures and methods for
appointment recruitment, appointment, assessment and
promotion, etc., and make operations public
and prohibit discrimination.
working hours Through the working hours supervision
policy mechanism, ensure that employees’ working
hours are within the scope of the law
Ban child Ensure through employment verification that
labor the company has never employed child labor
Smooth Employees make suggestions to the company
communicatio through labor-management meetings and
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n channels e-mails, and raise issues through the
between labor grievance system
and
management
(2) Does the company have  For various welfare policies of the company, please refer to Wu. No significant
reasonable employee Operation Overview\IV. Labor Relations; if the company has deviation
benefit measures profits, it will regularly evaluate the performance of employees
(including salaries, according to the management of each functional unit and
leave, and other personnel, and effectively link the organizational goals and
benefits), and do employee remuneration distribution based on the evaluation
business performance or results.
results reflect on
employee salaries?
(3) Does the company  In terms of employee working environment and safety: No significant
provide a healthy and 1. The company has passed the ISO 45001:2018 occupational deviation
safe working safety and health management system verification and is
environment and evaluated by an external unit once a year to ensure that safety
organize training on and health operations meet the continuous improvement
health and safety for its requirements of the management system
employees on a regular (2025/3/10~2030/3/9).
basis? 2. The company's safety and health personnel hold regular
meetings and conduct publicity on actual cases of workplace
hazards; statistics show a total of four publicity campaigns in
2024.
3. The company has clearly formulated various preventive
measures such as human factors, abnormal workload, maternal
health and illegal infringement, and conducts timely
assessments according to work requirements to prevent the
occurrence of occupational injuries.
4. In order to encourage employees to report false alarms in the
factory to prevent accidents, the company has established a
reporting reward mechanism. According to statistics, a total of
11 false alarms and safety concerns were reported in 202, and
there are currently 0 occupational accidents. pieces.
5. The company regularly implements working environment
monitoring (including carbon dioxide, lighting, noise,
chemical substances) to ensure the safety of employees'
working environment, and meets regulatory requirements
twice a year until 2024.
6. In 2024, the company will conduct fire drills and training twice,
and on-the-job safety and health training once for three hours.
7. The company conducts regular employee health examinations
and promotes weight loss, walking and other health promotion
activities. At the end of each year, results are announced and
awards are presented, and the company is awarded the
independent corporate healthy workplace certification mark.
8. The company has medical staff to provide on-site health
services, providing health consultation, health education
guidance and analysis, evaluation and management of labor
health inspection results. Frequency: once every two months, 6
times in 2024.
9. Protect women’s right to breastfeed, establish a friendly space,
and set up a breastfeeding room for breastfeeding employees
to use.
10. There will be no fire incidents in 2024.
(4) Does the company  Each department and human resources department would organize No significant
provide its employees training according to vocational needs, staff’s specialties and deviation
with career development physical and mental health. Staff is encouraged to take continuous
and training sessions? education in order to integrate the development of ethics,
techniques and performance. The Company also strives to provide
a friendly working place to the staff. The KPI of educational
training, although affected by the pandemic, was100% in 2024.
(5) Do the company's  Management system: No significant
products and services The company complies with the laws and regulations of patent deviation
comply with relevant law, trademark law, copyright law, trade secret law, and the
laws and international Agreement on Trade-Relted Aspects of Intellectual Property
standards in relation to Rights (TRIPS) as a way to protect customers’ intellectual
customer health and property rights and privacy rights. Fans prepare and sign
safety, customer privacy, confidentiality contract-related documents with customers, which
and marketing and also serve as the company's guidelines for formulating systems.
labeling of products and 1. Data protection:
services, and are In accordance with Article 8 of the "Guidelines for Establishing
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relevant consumer Internal Control Systems for Publicly Offered Companies" and the
protection and grievance relevant provisions of the "Personal Data Protection Act" and
procedure policies "Personal Data Protection Act Enforcement Rules", this is the
implemented? company's approach to formulating "Personal Data Protection
Management Measures".
2. Protection of customers’ intellectual property:
In accordance with the relevant provisions of the Agreement on
Trade-Relted Aspects of Intellectual Property Rights (TRIPS), the
company has formulated the "Customer Intellectual Property
Preservation Management Measures" and the Information Security
Management Measures.
3. The company’s product marketing and labeling has complied
with the regulations of the Food Safety and Hygiene Management
Act, and provides multiple channels for feedback, such as: the
company’s official website’s opinion mailbox, providing 0800
customer service hotline, Line@, FB and IG, etc. Customer
service staff maintain a fair attitude Handle complaints
immediately and respect and protect consumers' privacy rights.
(6) Does the company  1. The company formulates supplier evaluation and assessment No significant
implement supplier operation methods based on the supplier's operating conditions, deviation
management policies, technical capabilities, quality and occupational safety and health
requiring suppliers to capabilities, restricted substance management capabilities, etc. to
observe relevant ensure that suppliers comply with the provisions of the
regulations on regulations.
environmental 2. Develop an environmental protection agreement guarantee
protection, occupational letter that clearly stipulates that the products and parts we hold do
health and safety, or not contain toxic substances, such as polychlorinated biphenyls,
labor and human rights? polychlorinated naphthalenes... and other carcinogens. And it must
If so, describe the comply with the heavy metal content limit requirements stipulated
results. by our company.
3. Formulate a human resources policy agreement and guarantee
letter, requiring suppliers to comply with the human resources
regulations defined by the relevant labor laws of the Republic of
China, such as prohibiting child labor and illegal labor, prohibiting
various forms of employment discrimination, and committing to
fulfilling social responsibilities. Employ disadvantaged groups as
much as possible...etc. to ensure that suppliers commit to and
abide by the terms of the agreement. If you fail to comply with the
terms and conditions of the agreement, you may terminate the
cooperative relationship with the supplier.
5.Does the company  No No
reference internationally
accepted reporting
standards or guidelines,
and prepare reports that
disclose non-financial
information of the
company, such as
corporate social
responsibility reports? Do
the reports above obtain
assurance from a
third-party verification
unit?
6. Describe the difference, if any, between actual practice and the corporate social responsibility principles, if the company has
implemented such principles based on the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed
Companies: The Company has formulated “Corporate Social Responsibilities Best Practice Principle” to carry out its responsibilities.
“ ”
There was no significant deviation from Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies .
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Other useful information for explaining the status of corporate social responsibility practices:
For social services, actively participate in day care and charity activities in factories and sponsor the use of venues of government units.

Installing a base station on the company's rooftop gives priority to enhancing signal quality. Renting out the rooftop can not only increase rental income, but also provide high-quality signal quality to the community.

2.3.6 F ulfillment of Ethical Corporate Management and Deviations from the "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies"

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Evaluation Item Y N Implementation StatusAbstract Illustration Deviations from the “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies” and Reasons
1. Establishment of ethical corporate management
policies and programs  The Board of Directors passed the Company's Satisfied
(1) Does the company have a Board-approved “Ethical Corporate Management Best-Practice
ethical corporate management policy and Principles” and “Procedures for Ethical
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Evaluation Item Y N Implementation StatusAbstract Illustration Deviations from the “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies” and Reasons
stated in its regulations and external Management and Guidelines” on April 24, 2016.
correspondence the ethical corporate The Principles and Guidelines are disclosed on the
management policy and practices, as well as Company’s website. The board members and
the active commitment of the Board of managerial officers uphold the philosophy of ethical
Directors and management towards operation. The implementation status of the ethical
enforcement of such policy? practices has been reported in board meeting on
March 11, 2025.
(2) Does the company have mechanisms in place  As stated in “Procedures for Ethical Management Satisfied
to assess the risk of unethical conduct, and and Guidelines”, bribery, offer and receive improper
perform regular analysis and assessment of benefits, offer or agree influence peddling, offer
business activities with higher risk of illegal political donations, unfair competition
unethical conduct within the scope of practices, improper charity donation or sponsor are
business? Does the company implement strictly prohibited. The Company has formulated
programs to prevent unethical conduct based prevention measures including educate new staff in
on the above and ensure the programs cover orientation training and increase anti-corruption
at least the matters described in Paragraph 2, awareness to existing staff from time to time.
Article 7 of the Ethical Corporate
Management Best Practice Principles for
TWSE/TPEx Listed Companies?
(3) Does the company provide clear operating  The regulations on operation procedures, code of Satisfied
procedures, code of conduct, disciplinary conduct, disciplinary actions, and appeal procedures
actions, and appeal procedures in the are illustrated in “Procedures for Ethical
programs against unethical conduct? Does the Management and Guidelines”. The implementation
company enforce the programs above status was reported in board meeting on March 11,
effectively and perform regular reviews and 2025.
amendments?
2. Fulfill Operations Integrity Policy
(1) Does the company evaluate business partners’  The Company has formulated “Suppliers Satisfied
ethical records and include ethics-related Management and Assessment Methods” and “Resell
clauses in business contracts? of Raw Materials Management Methods”.
Responsibilities and obligations of the Company
and the business partners are stated in details in the
contracts.
(2) Does the company have a unit responsible for  The Administration Department is appointed to Satisfied
ethical corporate management on a full-time implement the operations integrity policy and
basis under the Board of Directors which reported the implementation status in board meeting
reports the ethical corporate management on March 11, 2025.
policy and programs against unethical
conduct regularly (at least once a year) to the
Board of Directors while overseeing such
operations?
(3) Does the company establish policies to  Excepting reporting to their direct department Satisfied
prevent conflicts of interest and provide heads, staff could report directly to General
appropriate communication channels, and Manager’s Office. Board members would withdraw
implement it? from the seats should there be any
conflict-of-interest issues or motions raised in the
board meeting.
(4) Does the company have effective accounting  The Company has formulated effective systems for Satisfied
and internal control systems in place to accounting system and internal control system.
implement ethical corporate management? Internal auditors would perform regular inspections
Does the internal audit unit follow the results to review the internal control system to ensure the
of unethical conduct risk assessments and system is fully functional. Should there be any
devise audit plans to audit the systems special events, the internal auditors are responsible
accordingly to prevent unethical conduct, or to carry out investigation.
hire outside accountants to perform the
audits?
(5) Does the company regularly hold internal and  Operational integrity is a subject in the orientation Satisfied
external educational trainings on operational training. The Company also holds educational
integrity? programs from time to time to raise the awareness
of it.
3. Operation of the Integrity Channel A "reporting system" and "code of integrity Satisfied
(1) Does the company establish both a  management" have been established for compliance.
reward/punishment system and an integrity The company and internal and external websites
hotline? Can the accused be reached by an have complaint channels.
appropriate person for follow-up? Responsible unit: Legal Office, reporting channels
are as follows:
Reporters can report via email, letter, phone, etc.:
1. Email reporting: Email
([email protected])
2. Correspondence address: 33383 No. 222, Huaya
2nd Road, Guishan District, Taoyuan City.
Attention: Legal Affairs.
3. Report hotline: 03-3961111 (referred to legal
affairs)
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Evaluation Item Y N Implementation StatusAbstract Illustration Deviations from the “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies” and Reasons
(2) Does the company have in place standard Article 5 of the "Reportation System" has been
operating procedures for investigating  formulated, and the reporting process operation is to
accusation cases, as well as follow-up actions accept the reporting case and the general manager or
and relevant post-investigation confidentiality the senior manager designated by him will directly
measures? conduct the investigation and handling work. If the
reporting case is accepted, the investigation process
and results will be reported. If it is found that there
is a major violation of regulations or the company is
in danger of being seriously damaged, a written
report should be made immediately, and penalties
should be dealt with in accordance with relevant
regulations; if it is found that there is no specific
evidence, the case will be closed and kept for
investigation. The identity and content of the
whistleblower must be kept confidential to avoid
improper treatment. As of 2023, no whistleblowing
has occurred.
(3) Does the company provide proper Articles 6 and 7 of the "Whistleblowing System"
whistleblower protection?  have been formulated to establish confidentiality,
protection and incentive measures for the identity of
whistleblowers.
For the method, please refer to the company’s
website\Corporate Governance Area\Important
Company Laws and Regulations(16) Reporting
System
4. Strengthening information disclosure
Does the company disclose its ethical corporate  The Company has disclosed information such as Satisfied
management policies and the results of its organizational culture, operation direction etc. on its
implementation on the company’s website and website. The Company has also dedicated
MOPS? departments to handle information collection and
disclosure.
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If the company has established the ethical corporate management policies based on the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies, please describe any discrepancy between the policies and their implementation: No significant difference
Other important information to facilitate a better understanding of the company’s ethical corporate management policies (e.g., review and amend its policies).
- (1) The Company operates in compliance with Company Act, Securities and Exchange Act, Business Entity Accounting Act etc. as a solid foundation to ethical practice.
- (2) The Company’s “Rules of Procedure for Board of Directors Meetings” stated that directors shall withdraw from the seat should there be any conflict-of-interest issues.
2.3.7 Other Important Information Regarding Corporate Governance:
1. Head of Internal Audit Wu, Bao Xiu: attended courses of Analysis of Common Problems and Important Internal Control Regulations of 「 Strengthening of internal control defense function and board of directors operating mechanism and analysis of fraud cases Internal Audit Association of the Republic of China 」、 How to adjust the internal control system to cope with new ESG norms and new challenges for internal auditors - analysis of sustainable information disclosure and management policies and related audit points. Altogether completed 18 training hours.
2. Head of Accounting Lai, Shu Ping: Completed 12 training hours of “Continuous Education Course for Accounting Managers of Publisher Securities Firms”.
3. Deputy Representative of Accounting Chen, Min Chi: Completed 12 training hours of “Continuous Education Course for Accounting Managers of Publisher Securities Firms”.
4. Corporate Governance Officer Lai, Shu Ping: participated in 「 2024 Taishin Net Zero Summit Forum 」、「 The AI Boom: How Chatbot ChatGPT is Transforming Emerging Industry Trends 」、「 How the Board of Directors and Supervisors Oversee Corporate Risk Management and Crisis Response (Including Gender Equality Issues) 」、「 Continuing training courses for accounting supervisors of issuers, securities companies and stock exchanges 」 completed 21 training hours.
5. 5.Continuous Education of Directors: The appointed Securities and Futures Institution to organize the course.

Date: Sep 26,2024

Contents:

(1) The AI Boom: How Chatbot ChatGPT is Transforming Emerging Industry Trends (3

hours)

(2) How the Board of Directors and Supervisors Oversee Corporate Risk Management and Crisis Response (Including Gender Equality Issues) (3 hours)

Number of Personnel Attended:7

Independent Director: Chien,Ching-Wen, Kuo,Chung-Chien, Lu,P0-Neng Director: Yang, Wei-Fen, Pan, Yen-Min, Chiang,Ming-Hsien, Chen,Chien-Chuan Director Kuo,Chung-Chien 2024/4/26Navigating Challenges and Strategic Thinking in Times of Corporate Turbulence (3 hours)

Director Chen,Chien-Chuan 2024/4/12ESG Regulations and Net-Zero Commitments: Practical Impacts on Financial Reporting in the Latest Annual Report (6 hours)

Independent Evaluation Standards for CPA (Audit Committee and Board of Directors Evaluation Standards March 12, 2024& November 11, 2024)

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Independent
Evaluation Item Result
Status
1. Obtained Independence Declaration and Audit Quality Indicators (AQIs) Satisfied Satisfied
2. The CPA shall not be entering into a contingent fee arrangement Satisfied Satisfied
relating to an audit engagement.
3. The CPA and the team members shall not be serving or served in the most Satisfied Satisfied
recent two years as director, managerial officers or any position that could
have significant influence on the audit works.
4. The CPA shall not provide any non-auditing services to the Company that Satisfied Satisfied
might have direct influence on the auditing works,
5. The CPA shall not intermediate the Company’s stock or any securities issues Satisfied Satisfied
6. Whether the CPA serves as counsel or representative of the Company to Satisfied Satisfied
mediate disputes with a third party.
7. Whether the CPA is a family member (spouse, immediate family, immediate Satisfied Satisfied
in-law or family within two degree of kinship) of a director, managerial
officer or any person who has significant influence on the auditing works.
8. Whether the CPA or the CPA’s spouse or minors participated in the Satisfied Satisfied
Company’s investment or any activities that could share the financial
benefits.
9. Whether the CPA or the CPA’s spouse or minors have loan relationship Satisfied Satisfied
10. Whether any CPA who served as director, managerial officer or any position Satisfied Satisfied
that might have significant influence on the auditing works in the Company
within one year.
11. Whether the CPA accepted valuable gifts from the Company, its directors or Satisfied Satisfied
managerial managers.
12. Whether accepted any inadequate request from the Company’s management Satisfied Satisfied
regarding inappropriate option or disclosure in financial statements.
13. Whether the CPA thoroughly discussed the newly imposed significant Satisfied Satisfied
accounting principles.
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7. Stakeholder Relations:

Stakeholder	Items	CommunicationChannels	ImplementationStatus
Government and Competent Authorities	1. Compliance 2. Corporate governance 3. Public relations with competent authorities	Participate in government’s seminars, talks. Site visit of competent authorities Government questionnaires Establish contact window to maintain good relationship with competent authorities. Contact: Spokesperson [email protected]	Reply government questionnaires regularly Cooperate with local governments, Department of Statistics of Ministry of Economic, and securities competent authorities for site and written inspection. Proactively participate Government’s seminars
Shareholders and Investors	1. Financial performance 2. Corporate governance 3. Participation of shareholders 4. Operation performance	MOPS: Significant messages, financial and commercial information Report and answer questions in shareholders’ meetings Spokesperson system to answer enquiries Investor Relations sector on the Company’s website Hold shareholder conference Contact: Spokesperson [email protected]	Hold shareholders’ meetings regularly to report business performance and the Company’s development (2023/6/26) Announce information through Spokesperson Disclose significant financial information on

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the Company’s website
and MOPS.
Hold shareholder
conference (2023/12/5 ）
1. Staff welfare Orientation training and care for 4 employer-employee
2. Staff benefits newcomers. meetings every year,
3. Employer-Employee Hold employer-employee relationship organize staff seminars
Relationships meeting quarter which provides
Staff discussion zone on the Company’s un-obstacle channels for
Employees
website communication.
Ombudsman email inbox for complaint The Company has not
of maladministration received any complaints
Contact:: Ms Fan Jiang as of the end of fiscal
[email protected] year 2023
1. Cyber security Site visits by clients Business department
2. Product quality Commercial meetings holds regular meetings to
Stakeholder Relations on the Company’s discuss the issues.
Clients
website
Contact: Ms. Karen Fan
[email protected]
1. Supplier Site visit to the suppliers’ factories Cooperate with suppliers
management Stakeholder Relations on the Company’s in order to create a
Suppliers 2. Sustainability website mutual-benefit business
development Contact: Ms. He development.
[email protected]
1. Financial 1. Regular visit Visit the partner banks
Others
performance 2. Telephone communication regularly for inquiries.
(Banks,
2. Business Contact: Spokesperson
Media etc.)
development [email protected]
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`8.` Implementaton status of Climate-related information

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Item Implementation Status
1. Describe the supervision and The company has not yet discussed or managed climate change risks
governance of climate-related risks with the Board of Directors. However, the management of the
and opportunities by the Board of company upholds the belief in the co-prosperity of corporate growth
Directors and management. and ecological environment. Recognizing the significant financial
risks posed by climate change to business operations, the company
will gradually establish an internal control management system for
managing climate-related risks and develop effective strategies that
can be sustainably implemented.
2. Describe how identified climate risks The company is actively developing solutions, hoping to reduce the
and opportunities affect the business, operational and financial impacts of climate change and improve
strategy, and finances of the organizational climate resilience. And define the short term as within
enterprise (short-term, medium-term, 3 years, the medium term as 3 to 5 years, and the long term as more
long-term). than 5 years. Evaluate the potential operational and financial impacts
of relevant climate risks and opportunities on the company to plan
various actions to respond to climate-related risks and opportunities.
Risk short term medium enduring
Categories (1-3year) term (More
and (3-5year) than 5
Opportunities years)
risk Transition Total 1. New Net zero
risk greenhouse renewable emissions
gas control energy trends
and carbon laws and
tax and regulations
carbon fee 2.
Insufficien
t response
to climate
action
leads to a
decline in
brand
reputation
Chance Chance Research Improve Improve
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and resource corporate
development usage reputation
of new efficiency
low-carbon
products and
services
The company evaluates the above risks and proposes climate-related
risks and opportunities that may have significant financial impact, as
well as the response strategies as follows:
Transition risks/climate opportunities
Risk/Opportunity Financial impact -/+ coping strategies
R ： - ： Paying carbon fees 1. Strengthen green
Total greenhouse increases operating R&D and
gas control and costs innovation
carbon tax and - ： Renewable energy 2. Improve energy
carbon fee power voucher efficiency and
R ： procurement, invest in green
New renewable increased operating energy equipment
energy laws and costs
regulations - ： Violations of
regulatory
requirements require
payment of fines,
resulting in increased
operating costs.
O ： + ： Increase the sales 1. Use raw
Research and ratio of low-carbon materials with
development of products to increase low carbon
new low-carbon revenue footprint and
products and reconfigure
services product
ingredients
2. Research and
innovation of
green products
O ： + ： 1. Use renewable
Improve Lower electricity energy
resource usage costs 2. Waste recycling
efficiency 3. Purchase
energy-saving
equipment
3. Describe the financial impact of Due to climate change, extreme weather events have increased.
extreme weather events and transition Currently, there have been no instances of flooding in factory areas
actions. caused by heavy rain/typhoon precipitation, resulting in relatively
low impact on company processes and operations.
4. Describe how the process of Through existing departmental organizations or units responsible for
identifying, assessing, and managing risk duties, risk management is carried out for their respective
climate risks is integrated into the operational scopes. Sound internal management methods and
overall risk management system. operating procedures have been established, and climate change risks
have been incorporated into long-term operational risk management
for the company.
4. When using scenario analysis to Scenario analysis is a strategic planning tool used to assess possible
assess resilience to climate change future scenarios and understand their impact on the organization. The
risks, it should explain the scenarios, company has not yet used scenario analysis for assessment, but is
parameters, assumptions, analysis carefully evaluating the use of this tool to enhance resilience to
factors, and major financial impacts climate change risks.
use.
5. If there is a transformation plan to Actively promoting carbon neutrality to mitigate climate change,
manage climate-related risks, please advocating for each plant to gradually achieve net-zero emissions by
explain the content of the plan, as 2050, and setting climate-related targets. This includes reducing
well as the indicators and objectives greenhouse gas emissions by 10% by 2030, increasing the proportion
used to identify and manage physical of renewable energy in electricity generation annually, and achieving
and transitional risks. a 1% water recycling rate for the entire plant.
5. If internal carbon pricing is used as a Internal carbon pricing was not utilized in 2024.
planning tool, please explain the basis
for price determination.
6. If climate-related goals are set, please Activities related to climate goals:
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provide information on the activities ◎ Scope 1 ： Reduction of process emissions, reduction of process
covered, scope of greenhouse gas exhaust gases
emissions, planning timeline, annual ◎ Scope 2 ： Improve energy efficiency, zero-carbon energy
progress towards achievement, etc. If Net zero emission pathway for 2021~2050
carbon offsets or Renewable Energy By 2030 ： Renewable energy for electricity consumption
Certificates (RECs) are used to By 2050 ： Net zero emission
achieve these goals, please explain
Greenhouse gas emissions in 2024 were approximately 6,077,852
the source and quantity of the carbon
metric tons of CO2 equivalent, representing a 14% decrease
offsets or RECs exchanged.
compared to 2021
Factory 2021 (base year) 2024
Scope 1 95,329 56,799
Scope 2 7,072,006 6,077,852
Total emission 7,167,335 6,134,651
Data coverage the company itself ny the company
itself
9. Greenhouse gas inventory and confirmation status, reduction targets, strategies, and specific action plans.
Greenhouse gas inventory and confirmation status in the past two years
(1) Greenhouse gas inventory information:
Item 2023 2024
Scope 1 73,488 56,799
Scope 2 6,080,607 6,077,852
Total emission （ KgCO2e ） 6,154,095 6,134,651
Greenhouse gas emission intensity 0.104 0.103
Total emissions (metric tons CO2e) 6,154 6,135
Intensity (metric tons CO2e/million yuan) 11.5894 13.6326
Data coverage the company itself the company itself
(2)Greenhouse gas confirmation informatio ： None
(3)Greenhouse gas reduction targets, strategies, and specific action plans ：
The company's main greenhouse gas emissions are from manufacturing processes, accounting for more than
90% of Scope 1 and 2 greenhouse gas emissions. Therefore, direct emissions (including process
improvement to reduce greenhouse gas consumption) and indirect emissions and electricity and energy
saving (energy efficiency improvement, replacement energy saving equipment and components) and
increasing the use of renewable energy as the main energy use is the main strategic plan. Through the energy
conservation and carbon reduction strategies and plans of each department, various reduction plans are
implemented, and meetings are held to review and track the implementation. The company's base year is
2021, and the target is to reduce the total amount of 7,167,335KgCO2e in 2021 by 1% per year. Comparison
In 2023, the total amount of 6,134,651KgCO2e has been reduced by 1,032,684KgCO2e, which has reached
the standard.
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2.3.8 Implementation of Internal Control:
Statement on Internal Control ： For more details, please refer to the Internal Control System

Statement Announcement on the Market Observation Post System (MOPS) under: Single Company → Corporate Governance → Company Rules/Internal Control. https://mops.twse.com.tw/mops/#/web/t06sg20

Auditor’s reports shall be disclosed if an auditor is appointed for auditing the internal control system: None
2.3.9 Major Resolutions of Shareholders’ Meeting and Board Meetings:
Board Meeting

Date	Session	Major Items Discussed	Resolution
		Business plan 2024	Passed unanimously
2024/1/16	9th Meeting of 10th Session	Motion to approve financing from a finance institution	(some directors and managerial officers withdrew from their seats during the voting of the items that had conflict of interest).
		Motion to making of guarantees / endorsements for Dollars Cultural & CreativeCo., Ltd., a subsidiary of the Company.
		Establishment of a Subsidiary in Japan through Glory Days Services Ltd.
		Revision of Certain Articles of the "Insider Trading Prevention Management Procedures"of the Company.
		Transport expenses 2024
		Remuneration of directors and managerial officers 2024 and distribution of year-end bonus to managerial officers 2023

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Date Session Major Items Discussed Resolution
Convening the year 2024 Annual General Meeting of
Shareholders and Matters Related to Proposals and
Nomination.
Distribution of remuneration to directors and Passed unanimously
compensation to employees 2023 (the CPA withdrew
Business report and financial statements 2023 from their seats during
Earnings distribution 2023 the voting of the items
CPA independent status and adequacy evaluation that had conflict of
Motion to approve financing from a finance institution interest).
Motion to making of guarantees / endorsements for Except for the cases of
10 [ th] Dollars Cultural & CreativeCo., Ltd., a subsidiary of the auditor independence
Meeting Company. and endorsement
2024/3/12 of 15 [ th] Motion to pass the effectiveness of the internal control guarantee, in which the
Session examination and the declaration of the internal control for auditor and Director
2023 Yang Wei Fen
abstained due to
E xpanding the scale of investment in green energy and
conflicts of interest, all
energy storage
other resolutions were
The Election of Directors
passed with the
Amendment of “Rules and Procedures of Board
Meetings” unanimous consent of
Amendment of “Audit Committee Charter” all directors present.
Nomination of candidates for election as directors (including Passed unanimously
16th independent directors) in 2024
Meeting Consider the list of nominees for directors and independent directors
2024/4/23 of 10 for the company’s 2024 regular shareholders’ meeting
Session Proposal to lift non-competition restrictions on new directors and
their representatives
Motion to pass the first quarter financial reports 2024. Passed unanimously
Assessment of the independence and suitability of the company's
17 [th] accountants.
Endorsement case for the subsidiary company Ikari Coffee Co., Ltd.
Meeting
2024/5/7 in the name of the company
of 10 [th]
Fund repatriation operation case of subsidiaries Jade Investment
Session Service Ltd. and Glory Days Services Ltd.
Through the transfer of investment in subsidiary Ricare Corporation
A.O.B.: Agenda for AGM 2023
1 [th] Electing a new chairman of the board Appoint Yang,
Meeting Wei-Fen as
2024/6/14
of 11 [th] Chairperson of the
Session Board.
2 [th] Proposed appointment of members of the sixth "Salary and Appoint three
Meeting Remuneration Committee" individuals to serve as
2024/7/3
of 11 [th] Independent Directors.
Session
Motion to pass the second quarter financial reports 2024 Passed unanimously
Distribution of remuneration for directors 2023. (some directors and
3 [th]
Distribution of compensation for the managerial officers 2023. managerial officers
Meeting Remuneration case for the new chairman of the company
2024/8/12 withdrew from their
of 11 [th]
seats during the voting
Session
of the items that had
conflict of interest).
The independence case of changing the financial statement Passed unanimously
certification accountants and valuation accountants
Motion to pass the third quarter financial reports 2024.
Motion to approve financing from a finance institution.
Proposal to Amend and Add Provisions Related to the Management
4 [th] of Sustainability Information in the “Internal Control System” and
Meeting the “Implementation Rules for Internal Audit.”
2024/11/11
of 11 [th] Formulate internal audit plan for 2025
Session Establishment of Sustainability Committee and
Adoption of Its Charter Approved.
Adoption of Sustainability Best Practice Principles
Approved.
Appointment of CSO for First Sustainability
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Date Session Major Items Discussed Resolution
Committee Approved.
Business plan 2025 Passed unanimously
Motion to making of guarantees / endorsements for (some directors and
Dollars Cultural & CreativeCo., Ltd., a subsidiary of the managerial officers
5 [th]
Company. withdrew from their
Meeting
2025/1/17 Discuss the company’s travel expenses for attending the seats during the voting
of 11 [th]
board of directors of the items that had
Session
The salary remuneration of the company’s chairman and conflict of interest).
managers in 2025 and the payment of year-end
performance bonuses in 2024
Business report and financial statements 2024 Passed unanimously
Distribution of remuneration to directors and (the CPA withdrew
compensation to employees 2024 from their seats during
Earnings distribution 2024 the voting of the items
CPA independent status and adequacy evaluation that had conflict of
Motion to approve financing from a finance institution interest).
Motion to making of guarantees / endorsements for Except for the cases of
Dollars Cultural & CreativeCo., Ltd., a subsidiary of the auditor independence
6 [ th]
Company. and endorsement
Meeting
2025/3/11 of 11 [ th] Motion to pass the effectiveness of the internal control guarantee, in which the
examination and the declaration of the internal control for auditor and Director
Session
2024 Yang Wei Fen
abstained due to
Proposal to Amend the Company’s Internal Control
conflicts of interest, all
System Regarding the Payroll Cycle and Define the Scope
- other resolutions were
of Entry Level Employees
passed with the
Amendment of Certain Articles of the Company’s
“ ” unanimous consent of
Articles of Incorporation
all directors present.
Convening the year 2025 Annual General Meeting of
Shareholders and Matters Related to Proposals.
----- End of picture text -----

Major Resolutions of Shareholder’s Meeting
- (1) Passed the financial statements 2023
- (2) Passed the earnings distribution 2023
  - Implementation Status: Base Date was 2024/8/16. The distribution had been done on 2024/9/12 (NT$0.5 per share)
- (3) The Election of Directors:
  - Implementation Status: Approved and registered by Ministry of Economic Affairs on 2024/7/9 and publicly announced on the Company’s website
- (4) To release the prohibition on newly Directors and their representatives from participation in Competitive Business
  - Implementation Status: Announced on the company website.
2.3.10 Where, during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report, a director or supervisor has expressed a dissenting opinion with respect to a material resolution passed by the board of directors, and said dissenting opinion has been recorded or prepared as a written declaration, disclose the principal content thereof: None

2.4. Information Regarding the Company’s Audit Fee

2.4.1The Company shall disclose the amounts of the audit fees and non-audit fees paid to the attesting CPAs and to the accounting firm to which they belong and to any affiliated enterprises as well as the details of non-audit services:

Audit Fees and Non-Audit Fees Paid

					Unit: NT$ Thousands	Unit: NT$ Thousands
Accountin g Firm	Name of CPA	Period Covered by CPA’s Audit Audit Fee		Non-Audit Fee	Total	Remarks
Ernst & Young	Hsieh,Sheng-An	2024/1/1 ~2024/12/31	2,920	475	3,395	Non-audit fee was NT380 thousands for tax stamp, NT$65 thousands for annual report reviews and NT30 thousands for remuneration information inspection
	Chiu,Wan Ju

2.4.2When the securities firm changes its accounting firm and the audit fees paid for the financial year in which the change took place are lower than those paid for the financial year immediately preceding the change, the amount of the audit fees before and after the change and the reason shall be disclosed: Not Applicable
2.4.3When the audit fees paid for the current financial year are lower than those paid for the immediately preceding financial year by 10 percent or more, the amount and percentage of and reason for the reduction in audit fees shall be disclosed: None
2.5. Information on change in CPA: The company's 2024 visa accountant changes are due to the internal organizational adjustments of Ernst & Young Certified Public Accountants.
2.6. Where the Company's chairperson, general manager, or any managerial officer in charge of finance or accounting matters has in the most recent year held a position at the accounting firm of its auditing CPAs or at an affiliated enterprise of such accounting firm, the name and position of the person, and the period during which the position was held, shall be disclosed. The term "affiliated enterprise" of the accounting firm of the auditing CPAs means an enterprise in which CPAs of the accounting firm to which the auditing CPAs belong hold more than 50 percent of the shares, or of which they hold more than half of the directorships, or any company or institution listed as an affiliated enterprise in the external publications or printed materials of the accounting firm of the auditing CPAs: None
2.7. Where, during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report, change in shareholding of directors, supervisors, managers and major shareholders who held more than 10% of shareholding:
(1) Changes in Shareholdings of Directors, Supervisors, Managers, and Shareholders Holding More than 10% of Shares:
- Please refer to the Market Observation Post System (MOPS): Share Transfer (MOPS > Single Company > Shareholding Changes/Securities Issuance > Share Transfer Data Query > Insider Shareholding Change Post-Report)
- [https://mops.twse.com.tw/mops/#/web/query6_1]
- Please refer to the Market Observation Post System (MOPS): Changes in Share Pledges (MOPS > Single Company > Shareholding Changes/Securities Issuance > Insider Pledge/Release > Insider Pledge/Release Announcement)
- [https://mopsov.twse.com.tw/mops/web/STAMAK03_1]
(2) If the counterparty to the share transfer of directors, supervisors, managers, and shareholders holding more than 10% of shares is a related party: None.
(3) If the counterparty to the share pledge of directors, supervisors, managers, and shareholders holding more than 10% of shares is a related party: None.

2.8. Relationships Among the Top Ten Shareholders:

Relationships Among the Top Ten Shareholders

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Name and Relationships
Share Held by Between the Company’s Top
Share Held by
Current Shareholding Nominee Ten Shareholders, or Spouses
Name Spouse / Minors Remarks
Arrangement or Relatives Within Two
Degrees of Kinship
Shares % Shares % Shares % Name Relationship
AimCore
Technology
RiTdisplay
Corporation Investments
ProRit
Ritek Corporation 32,489,319 20.96 －－－－ Corporation Accounted for None
Using Equity
Zhong Yuan Method
International
Start-Up
Investment
Co., Ltd.
Representative: 769,346 0.50 100,000 0.06 －－ None None None
Yeh, Chwei-Jing
Ritek Parent
Corporation Company
RiTdisplay Associate
Corporation Company
ProRit Associate
AimCore Technology 12,862,812 6.30 －－－－ Corporation Company None
Zhong Yuan Associate
International Company
Start-Up
Investment
Co., Ltd.
Representative: 769,346 0.50 100,000 0.06 －－ None None None
Yeh, Chwei-Jing
Ritek Parent
Corporation Company
RiTdisplay Associate
Corporation Company
AimCore Associate
ProRit Corporation 3,778,343 2.44 －－－－ Technology Company None
Zhong Yuan Associate
International Company
Start-Up
Investment
Co., Ltd.
Representative: 0 0 －－－－－－－
Luo, Qing Zhong
Ritek Parent
Corporation Company
AimCore Associate
Technology Company
ProRit Associate
RiTdisplay 3,935,000 2.54 －－－－ Corporation Company None
Corporation
Zhong Yuan Associate
International Company
Start-Up
Investment
Co., Ltd.
Representative: Yeh, Chwei-Jing 769,346 0.50 100,000 0.06 －－ None None None
Ritek Parent
Zhong Yuan
International Start-Up 3,778,343 2.44 －－－－ Corporation Company None
RiTdisplay Associate
Investment Co., Ltd.
Corporation Company
----- End of picture text -----

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----- Start of picture text -----

Name and Relationships
Share Held by Between the Company’s Top
Share Held by
Current Shareholding Nominee Ten Shareholders, or Spouses
Name Spouse / Minors Remarks
Arrangement or Relatives Within Two
Degrees of Kinship
Shares % Shares % Shares % Name Relationship
AimCore Associate
Technology Company
ProRit Associate
Corporation Company
YRepresentative: eh, Chwei-Jing 769,346 0.50 100,000 0.06 －－ None None None
Yuanta
Commercial
Bank entrusted
to custody the
investment
Yuanta Commercial account of Mother-Child
Bank entrusted to Tomoko Araki.
custody the 3,600,000 2.32 －－－－ Yuanta None
investment account of Commercial
Noriyuki Araki. Bank entrusted Siblings
to custody the
investment
account of
Mashiyama
Hisaka
Yuanta
Commercial
Bank entrusted
to custody the
investment
account of
Yuanta Commercial
Noriyuki
Bank entrusted to
custody the investment 3,600,000 2.32 －－－－ Araki. Mother-Child None
Yuanta
account of Tomoko
Commercial
Araki.
Bank entrusted
to custody the
investment
account of
Mashiyama
Hisaka
Chao, Jen Chuan 1,808,000 1.17 None None None
Yuanta
Commercial
Bank entrusted
to custody the
investment
Yuanta Commercial account of Mother-Child
Bank entrusted to Tomoko Araki.
custody the investment 1,800,000 1.16 －－－－ Yuanta None
account of Mashiyama Commercial
Hisaka Bank entrusted Siblings
to custody the
investment
account of
Noriyuki
Araki.
UBS Europe SE 1,361,739 0.88 －－－－ None None None
----- End of picture text -----

2.9. The total number of shares and total equity stake held in any single enterprise by the company, its directors and supervisors, managerial officers, and any companies controlled either directly or indirectly by the company

Consolidated Shareholding Percentage

Unit: Share ; % March 31, 2025

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----- Start of picture text -----

Investment by the
Directors, Supervisors,
Managerial Officers and
Investment by the Company Total Investment
Investee Enterprise (Note) Directly or Indirectly
Controlled Entities of the
Company
Shares % Shares % Shares %
Dollars Cultural & Creative
27,828,357 100.00% 0 0% 27,828,357 100.00%
Co., Ltd.
Chao Fu Co., Ltd. 500,000 100.00% 0 0% 500,000 100.00%
Formosa Sun Energy Corp. 64,459,035 70.82% 26,565,268 29.18% 91,024,303 100.00%
RiTdisplay Corporation 4,985,689 5.50% 29,432,014 32.47% 34,417,703 37.97%
ProRit Corporation 333,099 0.63% 45,463,947 85.87% 45,797,046 86.50%
Ricare Corporation 23,040,754 89.91% 2,585,246 10.09% 25,626,000 100.00%
Jade Investment Services Ltd. 1,684,678 100.00% 0 0% 1,684,678 100.00%
Glory Days Services Ltd. 0 0% 3,919,678 100.00% 3,919,678 100.00%
RitFast Corporation 0 0% 32,732,766 99.19% 32,732,766 99.19%
Hou Cheng Photoelectricity
0 0% 1,000,000 100.00% 1,000,000 100.00%
Co., Ltd.
FD COMPANY 0 0% 10,000 100.00% 10,000 100.00%
ShokuRaku Corporation 0 0% 1,800,000 85.71% 1,800,000 85.71%
Ikari Coffee Co., Ltd. 0 0% 7,970,002 96.72% 7,970,002 96.72%
Jingle Hot Pot Co., Ltd. 0 0% 2,306,000 94.90% 2,306,000 94.90%
Yi International Catering Co.,
0 0% 800,000 20.00% 800,000 20.00%
Ltd.
Bircle International Trading
0 0% 0 100.00% 0 100.00%
Limited
Ink Design Space Co., Ltd. 0 0% 810,250 25.00% 810,250 25.00%
Foodspace Corporation 0 0% 966,000 92.00% 966,000 92.00%
Ricare Services Cprporation 0 0% 50,000 100.00% 50,000 100.00%
Fang Si Advisory 0 0% 50,000 100.00% 50,000 100.00%
HAKUYU Co.,Ltd 0 0% 5 100.00% 5 100.00%
K.K. Ricarejapan 0 0% 2,090 100.00% 2,090 100.00%
Ricare International
0 0% 0 100.00% 0 100.00%
Cprporation Limited
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Note: Long-term investment by using equity method

III. Capital Overview

3.1 Capital and Shares

3.1.1 Sources of Capital

Unit: Share :NT$

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----- Start of picture text -----

Authorized Capital Paid-in Capital Remarks
Par
Year/Mont Capital
Valu
h e Shares Amount Shares Amount Source of Capital Assets Other Increased by Others
Than Cash
2015.5.31
2015.07 10 370,000,000 3,700,000,000 145,984,450 1,459,844,500 [Cash Capital Reduction ] None Jing-Shou-Shang
60,826,860 No.10601108570
2024.2.29
2024.02 10 370,000,000 3,700,000,000 154,984,450 1,549,844,500 [share exchange ] None Jing-Shou-Shang
9,000,000
No. 11330021220
As of April 18, 2025 Unit: Share
Authorized Capital
Type of Stock Remarks
Issued Shares Un-issued Shares Total
Common Listed company
154,984,450 215,015,550 370,000,000
Stock stocks
Information for Shelf Registration
Preparing to Issue Issued Amount
Amount
Securities Purpose and Effect for Issue Period for
Total Authorized Remarks
Type Issued Shares Unissued Shares
Shares Amount (NT$ Shares Price
thousands)
None －－－－－－－
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3.1.2 List of Major Shareholders

List of Major Shareholders

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----- Start of picture text -----

Shares
Shares Held Percentage
Name
Ritek Corporation 32,489,319 20.96%
Aimcore Technology Co., Ltd. 12,862,812 8.30%
ProRit Corporation 4,092,560 2.64%
Ritdisplay Corporation 3,935,000 2.54%
Zhong Yuan International Start-Up Investment Co., Ltd. 3,778,343 2.44%
Yuanta Commercial Bank entrusted to custody the investment
3,600,000 2.32%
account of Noriyuki Araki
Yuanta Commercial Bank entrusted to custody the investment
2,765,000 1.78%
account of Tomoko Araki
Chao, Jen Chuan 1,808,000 1.17%
Yuanta Commercial Bank entrusted to custody the investment
1,800,000 1.16%
account of Mashiyama Hisaka
UBS Europe SE 1,361,739 0.88%
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3.1.3 Dividend Policy and Implementation Status

3.1.3.1 Dividend Policy:

If earnings are available for distribution at the end of a fiscal year, the Company shall withdraw 3% to 10% for compensation to employees. The Board shall decide the compensation to be given in the form of stock or cash to the employees who satisfied certain conditions while not more than 5% shall be withdrew for directors’ remuneration. All of the distributions are subject to approve in shareholders’ meeting. If there is accumulated loss, the Company shall first reserve the amount to cover the loss before distributing to employees and directors according to the order mentioned above.

The distribution shall be followed according to the following order:

Settle all tax payment
Cover accumulated loss
Reserve 10% to Legal Reserve from undistributed earnings (net profit after tax added items other than net profit after tax). However not restricted when the legal reserve amount has accumulated to the amount of the Company’s paid-in capital.
Withdraw in accordance with the decrees or the competent authorities’ regulations, or return to Special Reserve. With respect to the book net amount of other deductions from equity (for the cumulative balance of, for example, exchange differences resulting from translating the financial statements of foreign operations, unrealized gains or losses in the fair value of financial assets through other comprehensive income, gains or losses on hedges, revaluation increments) for the period in which it arises, an equivalent amount of special reserve shall be allocated from the amount of the after-tax net profit for the period, plus items other than after-tax net profit for the period, that are included in the undistributed earnings of the period. If there remains any insufficiency, it shall be allocated from the undistributed earnings of the previous period.
- Allocate an amount of special reserve equal to the amount allocated to undistributed earnings for the preceding period. If there remains any insufficiency, allocate it from the amount of the after-tax net profit for the period, plus items other than after-tax net profit for the period, that are included in the undistributed earnings of the period. Furthermore, if this method is to be used, it shall be expressly provided in the dividend policy specified in the company's articles of incorporation.
The earnings remained shall be added to the undistributed accumulated earnings. The Board of Directors shall formulate a proposal to distribute them as issuing of new share and report to shareholders’ meeting for approval.
- The Company distributes all or part of dividends or statutory surplus reserves and capital reserve. If distribute in the form of cash, it shall be approved by half of the attended board members in a meeting which satisfied two-third of quorum and report to shareholders’ meeting
- The Company operates in a fast-changing industry. In consideration of the capital needs, long-term financial planning and the surplus growth rate, the distributable earnings in the form of cash would be 10% to 100% of the total of cash dividend while 0% to 90% for stock dividend distribution.
3.1.3.2 Dividend distribution issues resolved in shareholders’ meeting: NT$0.5 per share. Total Amount: NT$77,492,225
3.1.3.3 Specify shall there be material change of the dividend distribution policy: Not Applicable
3.1.4 Effect of Any Stock Dividend Distribution Proposed or Adopted at the Most Recent Shareholders’ Meeting on Business Performance and Earnings per Share:

Not applicable as no stock dividend was distributed.

3.1.5 Compensation to Employees, Directors and Supervisors:
3.1.5.1 Portion and Scope of Compensation of Employees, Directors and Supervisors in the Articles of Incorporation:
- (1) Compensation to employees: 3% to 10%
- (2) Directors’ remuneration: shall not above 5%
3.1.5.2 The basis for estimating the amount of employee, director, and supervisor compensation, for calculating the number of shares to be distributed as employee compensation, and the accounting treatment of the discrepancy, if any, between the actual distributed amount and the estimated figure, for the current period: No discrepancy for the current period.
3.1.5.3 Distribution of compensation passed by the Board of Directors: Directors’ remuneration: NT$2,719,645, Compensation to employees: NT$2,719,645. All paid in the form of cash and no discrepancy to the estimated amount.
3.1.5.4 Distribution of compensation to employees, directors and supervisors in the previous year: Directors and Supervisors: NT$3,818,616, Employees: NT$ 3,054,894, the distribution is done and all paid in the form of cash.
3.1.6 Buy-back of Treasury Stock: None

3.2 Bonds: None

3.3 Preferred Stock Status: None

3.4 International Depository Receipt Status: None

3.5 Employee Stock Option Status: None

3.6 Restricted Stock Status: None

3.7 Issuance of New Shares in Connection with A Merger or Acquisition or with Acquisition of Shares of Any Other Company:
3.7.1 Those who have completed mergers and acquisitions or issued new shares for the shares received from other companies in the most recent year and as of the annual report publication date shall disclose the following matters:

U-Tech Media Corporation

Transfer shares of other companies and issue new shares Evaluation opinion letter from the sponsoring underwriter

U-Tech Media Corporation (hereinafter referred to as "U-Tech") completed the acquisition of shares from Ricare Corporation (hereinafter referred to as "Ricare"), issuing 9,000,000 common shares at a par value of NT$10 per share, with a total issuance amount of NT$90,000,000. This transaction was duly reported and effective as of December 18, 2023, under letter No. 1121806050 issued by the Taiwan Stock Exchange Corporation. The exchange date for shares was set as February 1, 2024, and the change of registration was completed on February 29, 2024. Pursuant to Article 9, Paragraph 8 of the

"Guidelines for Issuers Conducting Public Offerings and Issuing Securities," U-Tech consulted the lead underwriter regarding the issuance of new shares for the acquisition of Ricare shares. As of the end of the first quarter of 2024, an evaluation opinion was provided regarding the impact on U-Tech's finances, operations, and shareholder equity.

Financial Impact:
Ricare was originally a 30.77% equity investment held by U-Tech. Through this share exchange, U-Tech increased its stake in Ricare, making it a consolidated subsidiary with an 80.77% ownership. With Ricare and its subsidiaries demonstrating stable growth in long-term care services and increasing demand in the Taiwan and Japan markets, it is expected to enhance Ricare's overall profitability. This will contribute to the increase in U-Tech's consolidated revenue from Ricare and the net profit attributable to the parent company's shareholders, thereby generating positive benefits for U-Tech's finances.
Operational Impact:
The storage media sector previously associated with U-Tech has matured beyond the pre-recorded disc industry and expanded its service core from early pre-recorded media to areas such as catering, green energy sales, etc. In order to transform its business operations and consider industries with positive impacts or development trends on Taiwanese society, U-Tech has integrated Ricare and its subsidiaries to establish a comprehensive long-term care service model. By combining it with U-Tech's "catering culture and community economic projects," besides deepening existing long-term care businesses sustainably, it can also extend other diversified businesses centered around long-term care services, thereby benefiting U-Tech's operations.
Impact on Shareholder Equity: The issuance of 9,000,000 new shares by U-Tech to acquire Ricare shares represents approximately 4.81% of the total number of shares issued by U-Tech, 154,984,450 shares, which does not significantly dilute the holdings of original U-Tech shareholders. Through this transaction, U-Tech has elevated its relationship with Ricare from an investment to a controlling entity, strengthening the cooperation between both parties. Considering the synergies of resource integration and effective allocation, it is expected to inject operating income, reduce operating costs, and thereby enhance profitability, resulting in positive benefits for shareholder equity.
Expected Benefits Realization: The share exchange date was set as February 1, 2024, with the change of registration completed on February 29, 2024. Through the sharing of experiences and resource exchanges between both parties, there are positive benefits in terms of finances, operations, and shareholder equity. Therefore, the benefits of this exchange transaction are expected to gradually materialize.4.5.2 For the share issuance in connection with the merger or share transfer from other companies that had been resolved by the Board of Directors in the most recent year and as of the annual report publication date, the implementation status and the basic information of the merged company or the company whose shares are acquired by others should be disclosed

Basic information of the company whose shares are to be acquired

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Company Name Ricare Corporation
No. 222, Huaya 2nd Rd., Guishan Dist., Taoyuan
Company address
City 333411 , Taiwan (R.O.C.)
Responsible person Yang,Wei-Fen
Paid-in capital 256,260 thousands
Long-term care industry management consulting,
Main business operation
information software guidance
Management consulting, information software, daytime
Main products
care services.
Assets 449,065 thousands
Liabilities 16,274 thousands
Equity 432,791 thousands
FY2023 Operating revenue 42,925 thousands
Financial Gross profit 9,490 thousands
Information
Profit from operations 281 thousands
Net profit for the year 3 14,726 thousands
EPS 0.65 yuan
----- End of picture text -----

3.8 Financing Plans and Implementation: None

IV. Operation Highlights

4.1 Business Activities `：`

4.1.1 Business Scope

The business of the company as follows ：
(1) C805030 Plastic Daily Necessities Manufacturing

(2) C805050 Industrial Plastic Products Manufacturing

(3) CC01110 Computer and Peripheral Equipment Manufacturing

(4) CC01080 Electronics Components Manufacturing

(5) F113050 Wholesale of Computers and Clerical Machinery Equipment

(6) F119010 Wholesale of Electronic Materials

(7) F113020 Wholesale of Electrical Appliances
(8) I301010 Information Software Services

(9) I401010 General Advertisement Services

(10)JE01010 Rental and Leasing (11)C701010 Printing (12)CB01020 Affairs Machine Manufacturing (13)CC01030 Electrical Appliances and Audiovisual Electronic Products Manufacturing (14)F118010 Wholesale of Computer Software

(15)F213030 Retail Sale of Computers and Clerical Machinery Equipment

(16)CE01010 General Instrument Manufacturing

(17)F207200 Retail Sale of Chemical Feedstock

(18)F218010 Retail Sales of Computer Software

(19)F109070 Wholesale of Culture, Education, Musical Instruments and Educational Entertainment Supplies (20)F209060 Retail Sale of Culture, Education, Musical Instruments and Educational Entertainment Supplies

(21)F213010 Retail Sale of Electrical Appliances

(22)I301020 Data Processing Services

(23)I301030 Electronic Information Supply Services

(24)J303010 Magazine (Periodical) Publishing (25)J304010 Book Publishing (26)J305010 Audio Publishing (27)CC01120 Data Storage Media Manufacturing and Duplicating (28)F401010 International Trade

(29)F501030 Beverage Shops (30)F501060 Restaurants (31)H701010 Housing and Building Development and Rental (32)H701020 Industrial Factory Development and Rental

(33)H703100 Real Estate Leasing

(34)IZ06010 Tally Packaging

(35)J399010 Software Publishing
(36)CF01011 Medical Device Manufacturing
(37)F108031 Wholesale of Medical Devices
(38)F208031 Retail Sale of Medical Apparatus

(39)ZZ99999 All Business activities that are not prohibited or restricted by law, except those that are subject to special approval

2.Business proportion ： in year 2023
(1) Disc product services ： approximately 36%
(2) Other products ： approximately 64%
Main products of the company ：
(1) Disc products ：
A. Digital Versatile Disc ； DVD-Video 、 DVD-Audio
B. CD Read-Only Memory ； CD-ROM
C. Video Compact Disc ； VCD
D. Audio Compact Disc ； CD-Audio
E. Blu-ray Disc ； BD-Rom
F. Blu-ray
(2) Culture and creative industry ：
A. The successful case of collaborating with the Department of Cultural Affairs, Taipei City Government to revitalize and restore old houses through the "Brick Yard 33 1/3" project, focusing on leveraging the historical buildings' cultural characteristics and developing cultural and creative

industries to rejuvenate the old houses.

  - B. In the 2020, the comprehensive operation of the Yangmingshan American Military Housing included six units which mainly focused on combining cultural and creative concepts with commercial and business operations, promoting cultural preservation efforts and integrating the Yangmingshan American Military Housing with the "Brick Yard 33 1/3" to enhance the economic capacity of the regional cultural and creative development. Another old house on Hangzhou South Road is being regenerated (Kangzai Nishiki Town) and will also be put into shopping malls/business operations

  - C. Combine with the demand for cultural and creative industry development, the craft brewery has achieved mass production goals. There are plans to establish a self-owned brand for cultural and creative products and continue the OEM/ODM cooperation opportunities.

  - D. In terms of cultural and creative catering industry operations, in addition to the operation of 2 shopping malls (Kusayama and Nishikicho), there are currently a total of 7 self-owned brands, and creative, diversified catering and chain coffee systems are developing in the catering market.

(3) Energy industry ： Solar Photovoltaic System Integration Services. The company possesses extensive experience in Taiwan's solar energy industry supply chain, particularly in the construction and operation of Taiwan's solar energy projects. With a significant involvement in public housing projects in Taiwan, Formosa Sun Energy Corp. is currently ranked among the top 10 companies in terms of public power plant ownership.
(4) Caring Industry: Taiwan's aging population is increasing rapidly, with the number of elderly people and life expectancy continuing to rise. This leads to a significant increase in the demand for long-term care services. The company promotes community-based day care services, advocating for care without leaving employment to reduce the pressure on family caregivers. Technological advancement in caregiving is also actively pursued by the company. It develops its own day care operation system and a family app to share caregiving situations with family members on the same platform, aiming to enhance the quality of care.
Planned development of new products ：
(1) Planning and expansion of cultural and creative industry
- A. The company's approach is to establish successful creative cases and rapidly develop cultural and creative businesses through replication.
- B. There is potential for growth in the cultural and The company continues to pay attention to and participate in the progress of projects in various counties and cities.
- C. Creative catering multi-brand development and cooperation.
(2) Planning and expansion of energy industry
- A.Through accumulating rich experience, the company continuously monitors and participates in the construction of various power plant projects in counties and cities, and actively plan for power plant development and construction.
- a.The company actively responds to public sector tender announcements to compete for the development of new power plants.
- b.The company seeks to renovate and obtain operating rights for orphaned power plants approaching the end of the warranty period in the market.
- B.By leveraging the negotiating power in construction volume, the company aims to introduce more competitive modules.
- a.The company collaborates with related enterprises to develop more efficient modules for introduction in Taiwan.
- b. The company offers products that are more advantageous to self-consumption customers.
- C.Leveraging the years of experience in power plant construction, the company expands into the field of construction project engineering.
- a.Strive to construct new power plants for large-scale electricity consumers in private enterprises. b.With strong financial capabilities, the company provides post-sale leaseback solutions.
- D.The company integrates group resources and focuses on green circular economy, advancing towards negative carbon technology and circular integration direction.
(3)Caring industry planning and expansion
- A. Advocating for the subtraction care model: Utilizing localized subtraction care models to provide alternative options for long-term care services
- B.Cross-border talent exchange: Through internships in both locations to learn from each other's service advantages, providing employees with clear career development paths and increasing retention rates.
- C.Field verification: Providing cross-domain innovative service or product field verification to assist the development of the long-term caring industry.
4.1.2 Industry Overview ：
Industrial development and product specification
(1) Pre-recorded media industry ：

A. Overview and specification of DVD `：`

(a) DVD development ：

The company's main product is read-only CD, commonly known as pre-recorded media. This product originated from the collaborative efforts of over ten companies, including Sony and Philips, who jointly announced the DVD specification in late 1994. The specification included the DVD-ROM format and video standards. The following year, DVD-ROM and DVD-Video were introduced, followed by the development of DVD-Audio, DVD-R, DVD-RW, DVD+RW, and DVD-RAM. Among them, DVD-RW, DVD+RW, and DVD-RAM are DVD discs rewritable. The applications of DVD discs can be categorized into music discs (CD-Audio and DVD-Audio), video discs (VCD and DVD-Video), and data discs (CD-ROM and DVD-ROM).

Source: PIDA.

(b)DVD categories `：`

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Specification Product features Purpose
DVD-Video Read-only Video
DVD-ROM Read-only Programs, games, multimedia
DVD-Audio Read-only Music
DVD-R Write-once Data backup
DVD-RW Rewritable Data backup
DVD-RAM Rewritable Data backup
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B. Overview and specification of next generation BD (Blu-ray Disc) ：
(a) Development of next generation BD ：

In October 2000, the prototype of Blu-ray discs first debuted. The two major group, Pioneer and NEC, unveiled the DVR Blue at the CEA TEC exhibition in Japan, which later became the foundation for BD (Blu-ray Disc). In February 2002, the Blu-ray Disc led by SONY was officially announced with support from nine electronic and information giants. In the same year, in October, Toshiba and other information giants introduced the HD DVD , officially triggering a battle between the two camps. Both camps invested numerous resources and promotional budgets . In January 2008, Warner Bros., a major entertainment tycoon had initially supported both BD and HD DVD, officially announced its withdrawal of support for HD DVD and pledged allegiance to the BD camp. In February of the same year, Toshiba announced the discontinuation of the development and production of HD DVD products and planned to end all related businesses & manufacturing by the end of March. Blu-ray Disc immediately emerged as the sole standard after DVD. A brief mention of the related types, applications, and control mechanisms of this product will be described later.

(b) Next generation BD categories ：

Specification	Product features	Purpose
BD-ROM	Read-only	Programs, games, multimedia
BD-R	Write-once	Data backup
BD-RE	Rewritable	Data backup
BD9	Read-only	Programs, games, multimedia

(2) Developments and products of cultural and creative industry of the company ：

The so-called cultural and creative industries refer to industries that originate from creativity or cultural accumulation and utilize intellectual property. They have the potential to create wealth and employment opportunities, promote aesthetic literacy among the public, and enhance the living environment. These industries are classified into 16 categories.

Considering the company's long-term dedication to the music industry and has strong mission to preserve and inherit music culture and ideas, there is a desire to continue expanding upon past experiences and provide a creative space for future musicians. In line with the project of Old House Taipei which emphasizes the revitalization of old buildings to preserve and perpetuate the city's texture, history, and culture, it encourages private enterprises and organizations to participate in the restoration and renovation of vacant old houses, incorporating more culture and creativity into neighborhoods and architectural spaces. This innovative urban regeneration mechanism aims to promote urban revitalization and transformation. Through the mediation of the Department of Cultural Affairs, Taipei City Government, the company has taken on the task of rebuilding the Yangmingshan American Military Housing. As the property holds a historical architectural status and is bound by the Cultural Heritage Preservation Act, its usage must comply with the principles outlined in Article 3 of the Cultural and Creative Industries Development Act. The company plans to utilize the building for the development of music-related cultural and creative businesses, falling under the second category defined by the Cultural and Creative Industries Promotion Act, which includes the music and performing arts industry. This endeavor aims to breathe new life into the existing space and introduce new ways of utilization. Similarly, future development projects will be approached and managed in the same manner.

Currently, the main operating products are ：

A. Brick Yard 33 1/3, historical buildings
B. Old Town (formerly known as Yangmingshan American Military Housing), historical buildings completed the investment and operations in 2020, with a total of six locations dedicated to the concept of cultural and creative business operations.
C. Japanese-style architectural construction (Hikari Nishiki Town), revitalization of old houses on Hangzhou South Road, shopping malls/business operations with cultural and creative concepts
D. Creative and diverse food and beverage outlets and a chain coffee system.
(3) Green energy ：

With the global emphasis on environmental protection, carbon neutrality has become a development goal for governments worldwide in recent years. In Taiwan, the main sources of renewable energy currently include solar power, wind power, hydroelectric power, and landfill gas. Among them, solar power has seen a significant increase in electricity generation due to the government's proactive promotion, gradually becoming one of the primary sources of renewable energy. In recent years, the company has formally entered the solar energy system business through subsidiaries, focusing on three main aspects: "site development," "ownership of power plants," and "power plant operation and management." Through a group management strategy, the company has established a "one-stop integrated service" tailored to each customer's needs. The company collaborates with strategic partners and integrate upstream and downstream resources to effectively complete tasks at every stage. Currently, solar system equipment installation primarily involves government large-scale projects and, to a lesser extent, private enterprise projects. Operations cover regions across Taiwan, including northern, central, southern, and eastern areas. Nearly 349 energy projects are being implemented according to contracts, and the company is actively pursuing new project developments

(4) Elderly care ：
- With aging population, changes in family structure, and increasing female labor force participation, there is a growing demand for long-term care and support services for the elderly. The demand for long-term care services is increasing. The company promotes community-based daytime care to fill the gap in daytime care for the working population, advocating for care without leaving work. The company also actively promotes the technological advancement of care. It has developed its own daytime care operation system and a family app, allowing families to share caregiving information on the same platform, thus improving the quality of care.
Interrelationship of the Upstream, Midstream, and Downstream
(1) Pre-recorded media industry ：

The structure of optical storage media industry categorizes into upstream, midstream, and downstream, the upstream includes material industries such as polycarbonate, glass substrates, dyes, inks, gold, aluminum, nickel, as well as producers and distributors of storage media content such as music records, films, multimedia programs, and computer software. The midstream includes manufacturers of CD-Audio, VCD, CD-ROM, CD-R, CD-RW, DVD-Video, DVD-ROM, DVD-Audio, DVD-R, DVD-Rewritable, and other related products. The downstream comprises record labels, film and television companies, tape distributors/retailers, multimedia and information software companies, and consumers who are the end-users of the optical discs. The interrelationship among the upstream, midstream, and downstream in the disc industry is illustrated in the below table.

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Polycarbonate (PC material),glass Records, videos,
substrate, photoresist,gold, nickel, multimedia,Computer programs,
Upstrea
aluminum, ink,Dye and other raw e-books and other application
Manufacturer of CD-Audio, VCD,
Midstrea CD-ROM, CD-R, CD-RW,
DVD-Video,
Record Industry, Film And
Downstr
Television Industry,Video
Distributor/Distributor,Multimedia
Consumer
45
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(2) Cultural and Creative&Catering Industry ：

At present, the upper, middle and lower reaches of the company's operation ：

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Historic buildings, government Participate in the tender
Announcement Biddingfacilities Activation Restoration, cultural and creative management store management to consumers
(3) The relationship between the upper, middle and lower reaches of the solar industry chain ：
Solar power generation
Material Solar battery equipment system and
silicon wafer, silicon wafer solar cell module engineering solar power
plant
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(3) The relationship between the upper, middle and lower reaches of the solar industry chain ：

At present, the company's operation belongs to the downstream, responsible for solar power generation equipment system engineering, participating in the solution of solar power plant solutions (self-use equipment) and construction

Various development trends and competition of products
(1) Pre-recorded Discs ：
- A. Industry development trends

According to the statistics on the global home entertainment market from Statista research institute shown in the graph below, digital streaming has seen rapid exponential growth since 2017, especially accelerated during the pandemic. It is projected to reach annual revenue of $137 billion by 2025. On the other hand, revenue from physical home video formats like DVDs and Blu-ray discs is estimated to be around $9.4 billion annually, with a steady decline each year. Another chart illustrates the rapid decline of DVD and Blu-ray consumers by region between 2019 and 2023. The physical home entertainment industry is in a declining trend, with few market competitors remaining due to the decreasing supply in response to reduced demand, resulting in a balance between supply and demand.

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B. Competitive Situation:

As the pre-recorded media market declines and competitors continue to exit, there are few players left, leading to a reduction in market supply. However, the company remains committed to providing customers with the highest quality and most sincere service. The company offers a comprehensive Total Solution services to meet the diverse needs of the customers at different stages. The company has obtained certification from the Blu-ray Disc Association (BDA) for the products, including Single Layer 24.0GB discs and BD-ROM Media Dual Layer compliant with Blu-ray Disc Read Only Version 2.0 specifications, enhancing the competitiveness of our products.

(2) Development of culture and creative industry ：
A. Industry development trends ：
The below table illustruates data complied by the Ministry of Finance, as of October 2023, the total number of cultural and creative industries in Taiwan reached 68,498, representing a growth of 2.88% compared to the entire year of 2022. This growth reflects significant expansion across various industries. Additionally, as of October 2023, the total revenue of the cultural and creative industries amounted to NT$814.477 billion, compared to NT$994.207 billion for the entire year of 2022.

Overview of Taiwan’s Cultural and Creative Industry Revenue in 2023

Unit: stores, NT$thousand

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Jan.~Dec., 2022 Jan~Oct., 2023
Year Average Sales
Number Sales Revenue Number Sales Revenue
Industry Amount per
of strores (NT$ thousand) of strores (NT$ thousand)
store
Visual arts 2,938 9,989,147 3,067 8,400,157 2,739
Music and performance arts 5,529 29,165,006 5,855 27,530,334 4,702
Cultural assets and venues 105 1,207,100 110 1,245,954 11,327
Crafts 10,517 88,688,622 10,640 75,206,262 7,068
Film 2,844 31,757,016 3,033 28,701,914 9,463
Broadcasting (radio and
2,264 254,655,153 2,362 202,759,615 85,842
television)
Publishing 7,414 102,058,441 7,421 82,940,235 11,176
Advertising and marketing 16,762 201,329,043 17,333 164,115,372 9,468
Popular music and culture 3,630 33,955,718 3,757 32,366,579 8,615
Product design 1,337 43,674,698 1,313 35,085,999 26,722
Visual communication
2,189 9,252,077 2,333 6,514,429 2,792
design
Fashion design 2,930 26,358,595 3,009 16,372,364 5,441
Architecture design 4,701 49,017,665 4,911 40,550,583 8,257
Digital content 3,419 113,099,093 3,354 93,687,152 27,933
Total 66,579 994,207,374 68,498 815,476,949 11,905
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Data Source: Public Finance and Trad Statistics, Ministry of Finance

In addition, statistics from the Ministry of Economic Affairs show that the turnover performance of the catering industry over the years has shown negative growth of 4.75% and 6.82% during the period of 2019 to 2021 affected by the new crown epidemic. After the epidemic slowed down in 2022 and the government took some measures to revitalize the economy, the overall catering industry has grown significantly since 2022, with a growth rate of 19.08% in 2022, a growth rate of 20.39% in 2023, and a growth rate of 3.3% in 2024. 58%, showing that Taiwan’s catering industry continues to grow, which is a good sign for the catering industry.

Catering industry business statistics over the years

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Unit: NT$100,000,%
Industry 2018 2019 2020 2021 2022 2023 2024
Restaurant 617.0 635.3 605.9 558.4 672.9 815.2 838.7
Catering and group
catering contracting 44.4 44.7 36.7 33.7 39.9 58.2 65.9
industry
Beverage shop 102.8 107.5 107.4 106.7 119.4 128.6 133.1
Turnover 764.2 787.4 750.0 698.8 832.2 1,001.9 1,037.8
total
Growth rate 3.04% -4.75% -6.82% 19.08% 20.39% 3.58%
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Source: Statistics Division of the Ministry of Economic Affairs

B. Competitive Situation:

In terms of cultural and creative operations, the company combines modern technological innovation with the background characteristics of the Ontology media industry to enrich the connotation and application of the cultural industry. The company adopts prudent operations and supports strategic new innovation strategies. In 2017, it established a US military dormitory regional park with diversified development characteristics. Through the US military dormitory foundation, it extends to Yangmingshan National Park and its surrounding areas. According to the cultural characteristics of different places, it gives different operational attributes and capabilities to strengthen its competitiveness.

At the niche point of catering development, the company focuses on customers' individual needs, improves customer loyalty through membership system data analysis, and establishes closer interactions with customers through effective marketing. At the same time, in response to changes in market demand, we focus on the quality of dishes and the overall dining experience. In particular, we use flexible business models to adjust delivery and takeout dining models at any time. In the face of massive shortages in catering, we use digital tools to optimize menus, strengthen staff training, improve employee satisfaction, and provide high-quality services.

(3) Development and competitive situation of renewable energy industry ：
A. Industry development trends ：

As the global trend towards jointly curbing global warming gains momentum, each country around the world have proposed strategies to reduce greenhouse gas emissions. Considering energy security, green economy, and environmental sustainability, Taiwan enacted the "Renewable Energy Development Act" in July 2009 to promote renewable energy. To meet the target of renewable energy generation accounting for 20% of total electricity generation by 2025, the Act was amended on May 1, 2019, taking into factors such as the domestic potential for renewable energy development, domestic economy, and stable electricity supply. The amended Act sets a total target of promoting renewable energy generation capacity to over 27 million kilowatts (kW) by 2025, providing clear and stable policy goals to promote the steady development of renewable energy in Taiwan.

In addition, Taiwan is the world's second-largest producer of solar panels, indicating significant industry potential. With the goal of achieving a non-nuclear homeland by 2025, the government has positioned the solar energy industry as one of the green energy technology projects under its "5+2 Industrial Innovation Program." Furthermore, the government has introduced a stable preferential purchase rate for solar power plants for 20 years and provides subsidies for solar communities at all levels of counties and cities. Additionally, assistance for residents in installing solar roofs is offered as incentives, all of which are important factors in promoting the development of solar energy. As shown in the table below, Taiwan's installed capacity of renewable energy has been steadily growing. In 2023, the overall installed capacity reached 17,955 MW, and by 2024, it reached 21,052 MW. The annual growth rate is 17.2%. Among these, solar energy installations accounted for 12,418 MW of the total renewable energy installed capacity in 2023, increasing to 14,281 MW by 2024. The annual growth rate is 15%. Based on this estimation, the target for solar installations is 20,000 MW by 2025. Hence, there is still a need to accelerate the construction pace of domestic solar power plants

Historical Renewable Energy Install Capacity and Target Unit: MW,%

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Actual Target
Year
2019 2020 2021 2022 2023 2024 2025
Renewable Energy
7,798 9,566 11,610 14,132 17,916 21,052 27,426
Install Capacity (MW)
Annual Grouth Rate % 24.7% 22.7% 84.6% 21.7% 25.8% 17.2% Complete 64.3%
Solar Energy Install
4,150 5,817 7,700 9,724 12,418 14,281 20,000
Capacity (MW)
Install Share 53.2% 60.8% 65.3% 66.8% 69.3% 67.8%
Complete 62.1%
Annual Grouth Rate % 51.5% 40.2% 181.2% 25.3% 25.7% 15.0%
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Data Source: Statistical data on renewable energy installed capacity from the Energy Administration, the Ministry of Economic Affairs

B. Competitive Situation:

For the limited land in Taiwan, the company aims to enhance solar energy generation to meet market demand. The management team possesses profound technical and academic expertise, as well as extensive experience in industry management and leadership. Additionally, the company has implemented nearly 349 energy projects, primarily focusing on public housing in Taiwan. With a strategic focus on long-term ownership and operation, the company aims to secure stable electricity revenue for at least 20 years. This demonstrates that the management team has established a professional operational network for decentralized power plants, providing a significant competitive advantage in the market.

(4) Development and Competitive Landscape of the Elderly Care Industry:
A. Industry Trend Development:

Taiwan's aging population overview and its impact, as presented in the National Development Council’s 2024 Population Projection Report (illustrated), indicates that the elderly population's share of the total population will exceed 20% in 2025, making Taiwan one of the super-aged societies. This aging trend will continue, with the proportion steadily increasing to over 30% by 2039, 40% by 2054, and 46.5% by 2070. In 2024, the elderly population aged 65 and above is projected to account for 19.2% of the total population, and this is expected to increase to 20.0% in 2025. By 2070, it will rise to 46.5%. Among the elderly population, those aged 85 and above (super-aged elderly) are projected to account for 10.1% in 2024, and this will increase to 31.4% by 2070.

`老年人口與高齡化時程資料來源:國發會`

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According to the Ministry of Health and Welfare's Long-Term Care Statistics Report (see table below), the number of individuals receiving services under Taiwan's Long-Term Care Plan 2.0 in 2023 (Year 112) reached 374,000, which includes home care services, daycare services, and family caregiving. The growth rate in 2023 was 18.3%, and in 2024 (Year 113), the growth rate was 15.2%. The increase in service recipients reflects the aging population, showing a positive growth trend in long-term care demand.

Additionally, the distribution of long-term care service institutions is shown in the table below. In 2023, the total number of institutions reached 3,619, an increase of 16.5% compared to 3,106 institutions in 2022, and a 22.5% increase from 2,536 institutions in 2021. The majority of these institutions are home-based services (2,002 institutions) and community-based services (1,354 institutions). The distribution is primarily concentrated in metropolitan areas, with a higher demand also observed in the Pingtung area.

Ten-year long-term care plan 2.0 － Care services

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Unit: person
Category 2021 2022 2023
Home services 249,936 293,731 334,696
Day care service 22,959 29,261 37,562
Home care 1,411 1,550 1,586
Total 274,306 324,542 373,844
Growth rate 18.3% 15.2%
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Source: Department of Long-term Care, Ministry of Health and Welfare

Number of long-term care service institutions in 2023

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Unit: person (place)
New Other
Taipei Taoyua Taichung Tainan Kaohsiu
Category Total Taipei counties and
City n City City City ng City
City cities
Number of
home-based long-term 2,002 285 155 134 320 250 293 565
care institutions
Total number of
community service
1,354 102 82 77 168 143 165 617
long-term care
institutions
Total number of
comprehensive service
168 16 4 16 38 12 19 63
long-term care
institutions
Total number of
long-term care
institutions with 95 16 9 11 7 4 10 38
institutional residential
services
Totel 3,619 419 250 238 533 409 487 1,283
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Data source: Ministry of Health and Welfare’s Care Agency and Long-term Care Personnel Related Management Information System

B. Competitive Situation:
The company promotes community-based daycare services to address the daytime care gap for the working population, advocating for care without resignation. In 2016, it introduced the "Subtract Care" model from Japan's Yume-no-Mori Village, encouraging elderly individuals to make their own decisions and perform tasks themselves, without depriving them of their ability to live independently. In 2020, the company integrated financially and strategically with Lai Gongchang and Boyou Association, leveraging Japanese caregiving techniques, service quality control, and the application of Taiwanese hardware and software technology, as well as caregiving manpower, to provide localized services that meet the community's care needs.

4.1.3 Technology and R&D Overview `：`

Recent annual R&D expenses

Unit ： NT$ thousand

chnology and R&D Overview`：` ecent annual R&D expenses Unit`：`NT$ thousand
Year	2023	2024
Net operatingrevenue	531,673	449,789
R&D expense	0	0
Ratio of R&D expense to net operatingrevenue	-	-

Note ： This is from Individual Financial Statement

Successful development of technology or product
A. The disc industry focuses on allocating funds for equipment maintenance to meet customer delivery commitments. There is also an active pursuit of opportunities in digital media-related production and manufacturing.
B. Supporting the cultural and creative industry, a portion of the funds is invested in the transformation of cultural innovation thinking. Successful cases include Brick Yard 33 1/3 and the American military housing (consisting of 2 blocks with 6 units in total), all of which have fully operated before the end of year 2020. The development project emphasizes the business operation based on the concept of cultural and creative industries. The company has promoted it as a major advertising focus on the website of Department of information and tourism, Taipei City Government. It is also connected with the existing Brick Yard 33 1/3 to enhance regional economic effects and maximize the development of the area, turning it into another cultural and creative park in Taipei. Another collaborative project is the historical Japanese-style building on Hangzhou South Road in Taipei City (Nishiki-machi), It is expected to be put into operation in 2025.
C. In the energy business, the company provides solar power equipment system engineering, participates in solar power plant projects (including self-use equipment), and has completed the construction of nearly 349 project sites. The experience is spread across various locations throughout Taiwan, primarily focusing on Taiwan's public housing. The company possesses professional management capabilities for distributed power plants, and its operations have reached an economic scale. In the future, this will be used to construct an operational network.
D.Elderly care ： Long-term care encompasses holistic services for individuals. In the future, it will move towards cross-domain integration, providing field validation to assist in the development of innovative services and products related to long-term care. Collaborating with the Japanese subsidiary, the company will exchange talent training to continuously incorporate Japanese caregiving experiences. Additionally, the company will continue to develop long-term care information systems. Through the optimization of information systems, besides reducing labor costs, we can also enhance the quality of care.

4.1.4 Short and long-term business development plan `：`

Short-term business development plan
A. Marketing strategy
- (a) Provide customers with a comprehensive Total Solution, including pre-processing, stereotyping, replication, printing, packaging, and distribution, catering to different stages of customer demands.
- (b) Ensure product quality and accurate delivery. Based on market and customer demands, establish the most optimal and competitive products to increase the ratio of high price and high profit orders, thereby enhancing operational performance.
- (c) Implement customer cultivation and expansion efforts to achieve sustained revenue growth. In addition to maintaining existing domestic and international customers, actively participate in the development trends of the international market to increase capacity utilization and smooth out revenue differences between peak and off-peak seasons.
- (d) Continuously strengthen customer relationship management.
- (e) Promote new demands (product strategy) and provide customers with solutions.
- (f) Monitor the progress of new culture and creative projects.
- (g) Develop and manage commercial/business operations.
- (h) Track the progress of diversified culinary expansion and organize the chain system.
- (i) Provide customers with complete solutions for the construction of solar power plants, facilitating the achievement of energy goals.
- (j) Elderly care, Provide daytime care for the employed population, and encourage people to take care

of themselves without leaving their jobs. Encourage the elderly to make their own decisions and do things by themselves without depriving them of their ability to take care of themselves

B. Production policy
- (a) Strengthen real-time monitoring systems for rapid response and handling.
- (b) Continuously improve products to reduce costs and enhance competitiveness, thereby increasing profitability.
- (c) Improve automatic production to increase efficiency.
- (d) Strengthen the implementation of product education and training.
- (e) Quality, cost, and delivery time are the three key factors for the success of home-made production.
- (f) Customer satisfaction
C. Product development direction
- (a) Continuously maintain the manufacturing process of disc products, ensure quality and assist customers with solution-oriented approaches, also exploring non-disc product business.
- (b) Invest the cultural and creative industry and establish cultural and creative parks.
- (c) Combine with the cultural and creative industry to expand opportunities of commercial/business operations.
- (d) Combine with the cultural and creative industry to expand creative cuisine and explore trends in chain system operations.
- (e) Implement the company's expertise in distributed power plant management and establish an operational network.
- (f) Elderly care, Provide local services to meet local care needs
D. Operational scale and financial coordination
- (a) Adjust organization, strengthen and implement internal control system and establish sound and complete financing channels.
- (b) Adjust the amount of medium and long-term borrowing, establish a solid financial structure and operation..
- (c) Goal management, establish performance indicators and track improvement.
- (d) Proactively building talent, emphasizing selection, development, and retention.
- (e) Establish a lean and flexible organizational structure.
- (f) Integration of resources across departments and companies.
- (g) Assisting various businesses in the development of the cultural and creative industry.
- (h) Space revitalization to create efficiency.
Long-term development plan
A. Marketing strategy
- (a) Safeguard customer intellectual property rights as a business policy.
- (b) Streamline core business operations, continuously expand Japanese market, maintain the European, American, and Australian markets, as well as explore opportunities in other regions.
- (c) Fully understand market dynamics and actively pursue potential business opportunities.
- (d) Fully catch market demands and actively expand into different industry sectors.
- (e) In addition to upstream and downstream integration or alliances, also pursue collaboration with diverse industries to achieve synergy.
B. Production policy

(a) Establish a strict production management system, implement the requirements of ISO 9001 quality certification, and continuously strengthen the functionality of quality control supervision to maintain the company's high-quality market image.

(b) To balance the shipping demands during peak seasons, strengthen strategic alliances with peers to adjust production capacity as needed and enhance the company's operational mechanism.

(c) Enhance process technology improvements to optimize the utilization of production resources.
(d) Continuously improve products to reduce costs, enhance competitiveness, and increase profitability.
(e) Optimal quality, delivery time, and cost control

(f) Strengthen the environmental management system ISO 14001 and occupational health and safety management system ISO 45001 to achieve zero accidents, zero pollution, and zero occupational hazards objectives.

C. Product development direction
(a) Establish core competencies, create values, difficult to imitate and scalable and possess self-learning capabilities.
(b) Maintain media products with quality and added values.
(c) Cultivate and stimulate innovative capabilities in the cultural and creative industry, and support strategic cutting-edge innovation.
(d) Enrich the cultural industry's content and applications by combining technological innovation with the unique characteristics of the media industry
(e) Build an operational network and participating in large-scale public utility projects through proven partnerships.

(f) Elderly care, Combined with the needs of the government’s elderly care service network, revitalize

the community economy

D. Operational scale and financial coordination
(a) Strong internal control systems and highly efficient organizational teams.
(b) Committed to innovation and proactive transformation.
(c) Cultivate highly qualified human resources through various professional training programs; implement welfare policies that share the benefits of labor and management cooperation to enhance employee loyalty and engagement.
(d) Utilize various financial products to achieve optimal financial structure and lower financial costs in accordance with the company's operational demands for financial support.
(e) Development and control of performance management systems to enhance efficiency and avoid risk happened.
(f) Establish the culture of employee loyalty and commitment to the company, fostering a proactive and positive work environment.
(g) Implement clear division of responsibilities and cultivate the necessary skills for organizational and target market management.

4.2 Market and Sales Overview

4.2.1 Market analysis:

1 、 Sales regions of main products ：

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Year
2023 2024
Region
Taiwan 71.78% 63.85%
America 0.31% 0.53%
Australia 0.07% 0.00%
Asia 25.83% 35.61%
Other 0.01% 0.01%
Total 100.00% 100.00%
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2 、 Market share ：

In recent years, global industries have been impacted by COVID-19 pandemic and political events (such as the Russia-Ukraine conflict, tensions in the Middle East, and incidents in the Red Sea). This has led to imbalances in supply and demand and severe constraints in the supply chain. The pre-recorded media industry has faced pressures from raw materials, shipping costs, labor expenses, exchange rates, and more. As competitors struggle to cope with these pressures, many have been forced out of the market, resulting in diminished competition in the domestic pre-recorded optical disc sector. According to import-export data from Taiwanese and Japanese customs, the company's main product, pre-recorded optical discs, has seen its import share in key markets, particularly in Japan, grow from approximately 32% in 2019 to 46% in 2024. This indicates the company's significant presence in the pre-recorded optical disc industry

3 、 Future demand and supply and growth of the market ：
A. Regarding pre-recorded media, according to market reports from relevant research institutions, the global pre-recorded DVD market has entered a mature and declining phase after many years of growth, largely due to the rapid advancement of digital technology. The data indicates a continuous decline in demand for these products, except for a relatively slower decline in BD products. The downward trend in other products is unlikely to change, given the maturity of the industry and increasing competition. This trend has led to a decline in product prices, and companies with weaker capabilities will be forced to exit the market. Therefore, during this phase, the company is essential to continuously improve the manufacturing processes to maintain high-quality services and ensure a certain level of production capacity utilization as a primary focus.
B. Cultural and creative industries are developed based on the roots of local culture, and they cannot be easily replaced by anyone else. They possess a highly competitive advantage. Taiwan's cultural and creative industry is towards diversification and has already established a foundation. Once consumer awareness becomes more pronounced, the economic effect will be significant. U-Tech has a solid foundation in the development of cultural and creative industries, and in its long-term planning, it supports strategic cutting-edge innovation and participates in the operation of cultural and creative marketplaces (parks). By combining its media industry characteristics with technological innovation, U-Tech enriches the cultural industry's content and promotes its diverse applications. The company also emphasizes corporate social responsibility by addressing public issues. As for the response from the catering market, consumers have always been brave enough to try and experience. Providing diverse and creative cuisine is one of the important factors to meet consumer needs. The consumer market has recovered after the epidemic, and the growth rate of catering consumption has increased significantly. Companies must seize this opportunity.
C. The energy business is a newly ventured market for the company. In addition to its existing expertise in managing distributed power plants, the government's promotion of energy goals in the year 2025 has facilitated the establishment and operation of networks. The company aims to collaborate and participate in large-scale public power plant projects, aligning with its track record and

accomplishments.

D. The demand for long-term care services is proportional to the aging population. Facing the trend of super-aged society, companies must make advance arrangements and plans.
4 、 Competitive advantages
Ａ .Comprehensive provision of Total Solution & Turn Key services to customers.
Ｂ .High production capacity, high quality, and stable delivery of CD 、 DVD 、 BD.
C.Have precision Stamper manufacturing capability.
D.Have one of the few BD production lines in Asia with high entry barriers and relatively low competition.
E.Inherent cultural heritage in the industry (cultural and creative).
F.Professional management capability in distributed power plants (energy).
G.A complete long-term care platform has been established
5 、 Factors affecting future development, as well as corresponding strategies ：
A. Favorable factors
- (a)DVD-Video serves as a medium for home entertainment.
- (b)The multimedia and gaming software market constantly introduces new offerings.
- (c)The demand of high-definition BD is stable.
- (d)The cultural and creative industry is thriving in the Taiwanese market.
- (e)Government energy policies (energy)
- (f) Aging is coming, demand is increasing
B.Unfavorable factors and countermeasures
- (a) Impact of digital technology and online streaming

Countermeasures: Stay informed about the trends of the media market and respond flexibly to market developments.

(b) Influence of cloud technology application

Countermeasures: SafeDisc anti-piracy technology enhance product performance to prevent unauthorized copying and burning.

(C)Intense price competition in the industry

Countermeasures: The cultural and creative industry aims to integratively combine people, culture, location, scenery, and products to create distinctive communities or local cultures.

(d) Industry cost rises continuously.

To mitigate the risk of concentrated procurement, follow the principle of sourcing from two or more suppliers for the same item.

4.2.2 Major purpose and manufacturing process of main products `：`

1 、 Major purpose of main products

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Main products Major purpose and function
Storage for high-quality music, high-definition
Digital Versatile Disc ； DVD) videos, and large-capacity data for cultural
dissemination, educational training, and leisure
entertainment purposes.
CD Read-Only Memory ； CD-ROM) Storage for audio and video data for publishing
business and software programs.
Video Compact Disc ； VCD) Use for cultural dissemination, educational
training, and leisure entertainment purposes.
Audio Compact Disc ； CD-Audio) Use for storing audio data such as music and
songs.
Pre-record media
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2 、 Manufacturing process

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B. Read-only pre-recorded DVD

a. Plastic injection, duplicating the data on the master c. Bonding of two substrates and UV hardening

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b. Sputtering of reflective layer on transparent substrate d. Bonding of two substrates and UV hardening e. Disc packaging and storage

4.2.3 Supply situation of major materials `：`

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Major material Supplier Original Supply situation
PC A 、 B companies Taiwan/Hongkong Good
Protective coating C 、 D company Taiwan Good
Ink E 、 F 、 G 、 C companies Taiwan /Japan Good
Adhesive H 、 C 、 G 、 D companies Taiwan /Japan Good
Target I 、 J 、 K 、 L companies Taiwan / Germany Good
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4.2.4 Main customers for sales and purchases `：`

4.2.4.1 Major customers who accounted for more than 10% of the total purchase

amount and percentages for the recent 2 fiscal years ：

Unit ： NT$ thousand ； %

Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%	Target I`、`J`、`K`、`L companies Taiwan / Germany Good .2.4 Main customers for sales and purchases`：` 4.2.4.1Major customers who accounted for more than 10% of the total purchase amount and percentages for the recent 2 fiscal years`：` Unit`：`NT$ thousand`；`%
2023 2024 As of March31.2025
Item Name Amount Percentage of annual net purchase `〔`%`〕` Relationshi p with the issuer Name Amount Percentage of annual net purchase `〔`%`〕` Relationshi p with the issuer Name Amount Percentage of annual net purchase`〔`%`〕` Relationshi p with the issuer
1 A 31,106 11.07 No A 48,770 18.61 No A 7,275 13.24 No
Other 249,809 88.93 - Other 213,350 81.39 - Other 47,675 86.76 -
	Net purch ase	280,915	100.00	-	Net purchas e	262,120	100.00	-	Net purch ase	54,950	100.00	-

Main reasons for changes ： No change

4.2.4.2 Major customers who accounted for more than 10% of the total sales amount and percentages for the recent 2 fiscal year ：

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Unit ： NT$ thousand ； %
2023 2024 As of March 31.2025
Percentage Relation Percentage Relation
Item Name Amount of annual net sales with the ship Name Amount of annual net sales with the ship Name Amount annual net salesPercentage of Relationship with
〔 % 〕 the issuer
〔 % 〕 issuer 〔 % 〕 issuer
1 A 126,205 11.11 No A 140,110 11.19 No A 34,014 11.26 No
Other 1,010,230 86.89 - Other 1,112,518 88.81 - Other 268,143 88.74 -
Net Net Net
1,136,435 100.00 - 1,252,628 100.00 - 302,157 100.00 -
sales sales sales
Main reasons for changes ： No change
：
Year 2023 2024 As of 31 March 2025
Direct Personnel 130 123 120
Number of
Indirect Personnel 63 65 63
Employees
Total 193 188 183
Average Age 44.79 45.97 46.31
Average Years of Service 14.08 15.88 16.25
Ph.D. 0.52% 0.53% 0.55%
Masters 1.55% 1.60% 1.64%
Education Bachelor’s Degree 65.32% 70.74% 71.58%
Senior High School 26.50% 24.47% 24.04%
Below Senior High School 3.11% 2.66% 2.19%
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4.3 Human Resources `：`

4.4 Environmental Protection Expenditure `：`

4.4.1 Losses incurred due to environmental pollution in the current fiscal year and up to the date of the annual report printing ： No

4.4.2 Environmental protection expenditure in the current year ：

Sewage and wastewater treatment fees NT$135,592
Waste disposal fee NT$737,562

4.4.3 Response measures `：`

The company adheres to the spirit of ISO 14001 Environmental Management System certification and ISO 45001 Occupational Health and Safety Management. External assessments are conducted regularly every

year to ensure that environmental and occupational health and safety operations meet the requirements for continuous improvement of management systems.

Employee working environment and safety ：

Conduct hazard awareness campaigns on actual cases every three months in the workplace.
Clearly define preventive measures such as personal characteristics, excessive workloads, maternal health, and unlawful infringements. Conduct assessments as required by job requirements to prevent occupational injuries.
To encourage employees to report false alarms and prevent accidents, the company establish an incentive mechanism for reporting incidents. In 2024, a total of 11 false alarm incidents and safety improvement proposals were reported.
Conduct environmental monitoring twice a year, including carbon dioxide, lighting, noise, and chemical substances, to ensure the safety of the working environment for employees. In 2024, all requirements of regulations were met.
Conduct fire drills and training twice a year.
Employee health checks are conducted every two years, and health promotion activities such as weight loss and walking are carried out annually.
Health services with a resident doctor are provided twice a month, offering health consultations and educational guidance.
Establish nursery rooms for breastfeeding employees.

In terms of environmental protection ：

The products comply with the European Union's RoHS.
The company has obtained the SONY Green Partner Management System standard requirements.
The factory is equipped with air and water pollution prevention and control facilities, and personnel are on a 24-hour rotation to monitor any incidents of environmental pollution or violations. No such incidents were reported in 2024.

1. 2. 3.	The products comply with the European Union's RoHS. The company has obtained the SONY Green Partner Management System standard requirements. The factory is equipped with air and water pollution prevention and control facilities, and personnel are on a 24-hour rotation to monitor any incidents of environmental pollution or violations. No such incidents were reported in 2024.	The products comply with the European Union's RoHS. The company has obtained the SONY Green Partner Management System standard requirements. The factory is equipped with air and water pollution prevention and control facilities, and personnel are on a 24-hour rotation to monitor any incidents of environmental pollution or violations. No such incidents were reported in 2024.	The products comply with the European Union's RoHS. The company has obtained the SONY Green Partner Management System standard requirements. The factory is equipped with air and water pollution prevention and control facilities, and personnel are on a 24-hour rotation to monitor any incidents of environmental pollution or violations. No such incidents were reported in 2024.
4.	For water pollution management, dedicated personnel are responsible for the operation and regular maintenance of the wastewater treatment equipment in the factory. Reports are submitted every six months, and there were no abnormal water quality reports in 2024. The Park Management Center conducts weekly water quality tests on discharged water to assist and supervise to ensure compliance with the management center's standards. To conserve water resources, recycled water is utilized for supplementary purposes such as air conditioning cooling water and landscape irrigation in the factory.
	Item	2023	2024
	Water consumption (ton/year)	31,946	32,378

Waste disposal prioritizes recycling and reuse. If waste cannot be recycled or reused, it is entrusted to legal cleaning organizations for incineration or landfill disposal. To ensure proper control of waste flow, personnel are dispatched to audit waste removal and disposal companies to ensure that all waste is legally handled to prevent secondary environmental pollution. In terms of waste management, a goal was set in 2025 to achieve a 1% annual reduction in waste volume.

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Item 2023 2024
Total weight of hazardous waste 168 146
Total weight of non-hazardous waste 48 50
Total weight of waste （ ton ） 216 196
Weight of recycle & reuse （ ton ） 10 5
Percentage of recycle & reuse in relation to
4% 3%
total weight （ % ）
Data coverage The Company The Company
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In response to climate change and the responsibility to protect the Earth, although greenhouse gas has not been implemented yet, we actively seek to understand the greenhouse gas emissions of the company. We voluntarily calculate the greenhouse gas emissions and the total emissions for the past two years are as follows ：

as follows`：`
Item	2023	2024
Category1	73,488	56,799
Category2	6,080,607	6,077,852
Total greenhouse gas emissions`（`KgCO2e`）`	6,154,095	6,134,651

The main source of greenhouse gas emissions is the purchased electricity. In order to promote energy conservation and carbon reduction, the company has implemented various energy-saving measures, with the following performance ：

Year	Implemented measures	Performance	Amount of investment
2023	Replacement of LED lights in basement parking lot	Save electricity 440 degree	22 thousand yuan

2024	1. Replacing T9 fluorescent tubes with T8 LED tubes in the administrative building and parking lot. 2. 40W LED flat panel lights	Save electricity 14,511 degree Save electricity 17,427 degree	0 yuan 26 thousand yuan

4.5 Labor Relations `：`

Employee Welfare Measures, Retirement System, and Implementation Status, and Social Responsibility Fulfillment 4.5.1 Employee welfare measures
4.5.1.1 Social insurance and physical and mental safety maintenance
- In compliance with the Labor Standards Act, Labor Insurance regulations, Employee Welfare and related regulations, employees are entitled to labor insurance, national health insurance, and group insurance from the date of employment. Every two years, a comprehensive health examination is conducted for all employees, and employee health tracking and promotion of employee self-management activities are implemented.
4.5.1.2 Employee care benefits
- Implement various measures to take care of our employees, such as providing assistance for marriage, funeral, and emergencies, distributing holiday gift vouchers, operating an employee cafeteria and parking lot, having a resident professional doctor, organizing family days and year-end banquet events. The company also offers special benefits for elderly family members, such as discounted day care services. Additionally, we have a dedicated Employee Welfare Committee to handle related welfare matters, including birthday and childbirth congratulatory cash gifts, hospital visitations, employee trips, and partnering with numerous contracted stores to provide shopping discounts.
4.5.1.3 Employee Stock Options System
- To let all employees in the company's operations and growth, through the Employee Stock Option System, employees have the opportunity to enjoy stock options, enabling them to participate actively and share in the profits.
4.5.1.4 Profit sharing for all employees
- Based on annual earnings, the company distributes year-end bonuses and provides departmental performance bonuses based on operational achievements. The company also plans for annual salary adjustments accordingly.
4.5.1.5 Employee education and training
4.5.1.5.1 The company has established a comprehensive training system for talent development and regularly reviews education and training plans to adapt to organizational growth and external environmental changes. The company conducts various educational and training programs, including pre-employment training, safety and health, on-the-job training for professional skills, production technology, management knowledge, as well as self-development training. These programs integrate organizational development, career planning, lifelong learning, and work-life balance, contributing to the robust development of our human resources
4.5.1.5.2 To encourage continuous learning among colleagues, the company has established a policy for on-the-job education subsidies, providing support for language learning, language proficiency incentives, and other forms of professional and career enhancement.
4.5.1.5.3 In recent years, the company has also emphasized the importance of employee well-being and actively organized health and leisure courses. We encourage employees to combine career planning with self-development training, lifelong learning, and maintaining a healthy work-life balance.
4.5.1.5.4 In 2024, employee training will average 4.11 hours per person, with a total training cost of 93,124 yuan.
4.5.2 Retirement system and implementation status
To support the retirement life of employees, the company handles retirement benefits in accordance with the government regulations, including the Labor Standards Act (Old System, Defined Benefit Plan) and the Labor Pension Act (New System, Defined Contribution Plan).
4.5.2.1 Under the retirement pension system of the Labor Standards Act, the company allocates 2% of employees' total monthly salary to the retirement fund, which is stored in a designated pension account at Taiwan Bank. The company commissions an actuary annually to ensure the adequacy of retirement pension liabilities. In 202, the amount allocated for the old system pension was NT$1,187,138, sufficient to cover the retirement pensions for employees under the old system.
4.5.2.2 Under the Labor Pension Act, from the employee's start date, the company contributes 6% of the employee’s salary to the individual account at the Bureau of Labor Insurance. In 2024, the total contribution to the new pension system amounted to NT$5,831,538.
4.5.2.3 The company allows for the negotiation of a delayed retirement age in accordance with amendments to the Labor Standards Act. Employees who have completed 65 years of service with the company may negotiate terms to continue working.
4.5.3 Agreement between labor and management
Quarterly hold the labor-management meetings to ensure smooth communication channels between both parties. The interaction between labor and management is positive.

4.5.4 Labor disputes

In the past five years, the company has not incurred any losses due to labor disputes.

4.5.5Fulfilling social responsibilities
The company has established a social responsibility policy and developed an employee manual, a code of conduct, and relevant management guidelines as behavioral standards for employees in their work.
4.5.5.1 In addition to complying with the law, the company adheres to international labor rights standards, prohibiting all forms of employment discrimination. The company has never discriminated against employees based on race, ideology, religion, political affiliation, birthplace, gender, sexual orientation, marital status, appearance, or disabilities in terms of rewards, punishments, promotions, or any other considerations. We also ensure the freedom of association for the employees and encourage their participation in or establishment of lawful organizations and associations. As a result, the company has had no complaints or incidents of gender-related issues, human rights violations, or discrimination that could affect our business operations over the years.
4.5.5.2To pursue excellent business performance and maintain a culture of integrity, the company has established a code of conduct that all employees must adhere to while engaging in their respective duties.
4.5.5.3 In order to uphold gender equality in the workplace and provide employees with a work environment free from sexual harassment, the company has implemented measures to prevent and address sexual harassment, including a formal complaint and disciplinary procedure, which all employees are required to follow.
4.5.5.4 Support for female employees ： the company provides maternity benefits, regardless of gender or number of pregnancies, which are granted as a lump sum upon application. The company also offers flexible working hours, maternity check-up leave, paternity/parental leave, pregnancy-related leave, maternity leave, family care leave, and childcare leave to ensure equal compensation conditions and equal opportunities for promotion for employees of all genders. Female employees account for an average of 43.46% of workforce, while female managers account for an average of 37%.
4.5.5.5 Computers are essential tools for the employees. To regulate the use of electronic devices by employees, the company has established cyber security and network security management measures that all employees must follow.
4.5.5.6 We have mailboxes and a dedicated email section for employee feedback and suggestions within the company, providing a platform for employees to express their concerns and opinions.

4.6 Cyber Security Management `：`

4.6.1 Framework of Cyber Security Management
4.6.1.1 The Information Department is responsible for cyber security within the company, tasked with planning, executing, and promoting cyber security management policies, as well as raising awareness of cyber security. The Audit Department serves as the supervisory unit for cyber security oversight. If any deficiencies are found during internal audits, outsourced audits, or ISO9001 audits conducted annually, the audited unit is required to submit related improvement plans to the board of directors and regularly track the effectiveness of these improvements to mitigate internal cyber security risks.
4.6.1.1.2 Policy for Cyber Security
- The company's statement of cyber security policy is: "Implementing cyber security is everyone's responsibility." Through the collective efforts of all colleagues, we aim to achieve the following objectives:
- A. Ensure the confidentiality, integrity, and availability of information assets.
- B. Ensure data access based on departmental permissions and prevent unauthorized modification or use of data and systems.
- C. Ensure uninterrupted operation of information systems.
- D. Prevent hacking, various virus intrusions, and unauthorized and unlawful use.
- E. Regularly conduct security audit operations to ensure the implementation of cyber security.
4.6.1.1.3 Specific Management Proposal
- A. Network Security Gateway Protection (Firewall, IPS, APP Control...
- B.Endpoint Protection
- C. Email Security Control
- D. Authentication, System Access Control
- E. Equipment Security Management and Data Backup
4.6.1.1. 4 Resource Allocation for Cyber Security Management
- The company employs one full-time cyber security personnel who conduct annual cyber security training. Continuous investment is made in cyber security equipment and antivirus software updates. Additionally, biannual backup and recovery drills are conducted to ensure the security of critical system data.
4.6.2 As of the date of printing of the annual report, there have been no significant cyber and communication technology incidents.

4.7 Important Contracts `：`

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----- Start of picture text -----

Limited
Contract Parties Contract start and end date Main content
clauses
Technology licensing
Company A From Jan.01, 2001 DVD licensing agreement No
agreement
Technology licensing
Company B From Jun.01, 2001 DVD licensing agreement No
agreement
Technology licensing BD ROM Discs Technology No
Company C From Dec.01, 2012
agreement licensing agreement
Technology licensing BD ROM Discs Technology No
Company D From Jan.01, 2011
agreement licensing agreement
Technology licensing BD ROM Discs Technology No
Company E From Mar.12, 2014
agreement licensing agreement
Taiwan
Loan contract Cooperative Mar.24, 2022 to Mar.24, 2029 Secured loan No
Bank
Taiwan
Aug.12, 2024 to Aug.12,
Loan contract Cooperative Secured loan No
2031
Bank
CTBC Bank
Loan contract Aug.4, 2023 to Aug.4, 2026 Secured loan No
Co., Ltd
Far Eastern
Loan contract International Mar.27, 2023 to Mar.27, 2025 Non-secured loan No
Bank Co., Ltd
May.24, 2023 to May.23,
Loan contract O-Bank Non-secured loan No
2025
----- End of picture text -----

`、` V Review and Analysis of Financial Status and Business Results and Risk Issues

5.1 Analysis of Financial Status `：`

Financial Status Comparative Analysis Statement

Unit ： NT$ thousand

	Unit`：`NT$ thousand
Year Item 2023 2024	Difference
	Increase (decrease) amount %
Current assets 1,590,944 1,642,238	51,294 3.22%
Property, plant and equipment 2,438,775 2,716,404	277,629 11.38%
Intangible assets 27,170 264,880	237,710 874.90%
Other noncurrent assets 969,416 952,736	(16,680) (1.72%)
Total assets 5,026,305 5,576,258	549,953 10.94%
Current liabilities 760,497 970,163	209,666 27.57%
Long-term liabilities 1,201,528 1,304,819	103,291 8.60%
Noncurrent liabilities 350,915 362,726	11,811 3.37%
Total liabilities 2,312,940 2,637,708	324,768 14.04%
Capital 1,459,845 1,549,845	90,000 6.17%
Capital reserve 531,482 588,142	56,660 10.66%
Retained earnings 439,585 448,149	8,564 1.95%
Other interests (47,882) (56,752)	(8,870) 18.52%
Non-controlling interests 330,335 409,166	78,831 23.86%
Total equity 2,713,365 2,938,550	225,185 8.30%
The changes in the past two years with a variation rate of 20%： 1. Increase in intangible assets was primarily due to the acquisition of Ricare Corporation. in 2024 2. Increase in current liabilities was mainly attributable to the site purchase related to the Formosa Sun Energy Corporation. 3. Increase in non-controlling interests was primarily due to the acquisition of Ricare Corporation in 2024.

5.2 Analysis of Financial Performance `：`

5.2.1 Significant Changes in Operating Revenue, Net Profit, and Pre-tax Net Profit in the Past Two Years ：

Financial Performance Comparative Analysis Statement

Unit ： NT$ thousand

Item 2023 2024 Increase (decrease) amount	Difference (%)
Net Operating revenue 1,136,435 1,252,628 116,193	10.22%
Operating costs 694,108 832,315 138,207	19.91%
Operating margin 442,327 420,313 (22,014)	(4.98%)
Operating expense 330,838 382,688 51,850	15.67%
Operating profit (loss) 111,489 37,625 (73,864)	(66.25%)
Non-operating income and expenses (10,768) 77,424 88,192	819.02%
Net profit (loss) before tax 100,721 115,049 14,328	14.23%
Net profit (loss) 90,045 101,392 11,347	12.60%
The changes in the past two years with a variation rate of 20%`：`
1. Decrease in operating profit was primarily due to the expansion of locations by the
subsidiary in the food and beverage sector.
2. Increase in non-operating income and expenses was mainly due to the step acquisition
accounting treatment under IFRS 3 (Business Combinations) in connection with the
2024 acquisition of Ricare Corporation, which resulted in a gain on disposal of
investment from the remeasurement at fair value of thepreviouslyheld 4 million shares.

5.2.2 Expected sales quantity and its impact on the company's future financial business, along with response plans ：

In the planning of disc products, apart from referring to reports from professional research units on the global pre-recorded disc industry, the budget planning is executed based on the development trends of the company's existing customers, such as regional structure and market share. Over the next year, the company will continue to focus on optimizing internal organization to reduce unnecessary expenses and enhance management efficiency.

5.3 Analysis of Cash Flow `：`

5.3.1 Analysis and Explanation of Recent Year Cash Flow Changes, Improvement Plan for Insufficient Liquidity, and Future Year Cash Flow Analysis ：

	Unit`：`NT$ thousand
Beginning cash Net cash flow from annual Annual cash Remaining	Remedial measures for cash shortfall
balance  operating activities  flow out (deficient) cash amount+-	Investment plan Investment plan
`1,181,233` `402,709` `(361,610)` `1,222,332`	- -
1. Analysis of Cash flow for current year (1) Operating activities`：`Mainly consists of cash inflows generated from operating revenue. (2) Investment activities`：`primarily involve cash outflows from equipment acquisition. (3) Finanacing activities`：`mainly involve the company's profitability, repayment of short and long-term borrowings, and payment of cash dividends. 2. Improvement plan for insufficient liquidity`：`Not applicable

5.3.2 Future one-year cash flow liquidity analysis:

Unit ： NT$ thousand

5.3.2 Future one-year cash flow liquidity analysis:	Unit`：`NT$ thousand
Beginning cash Net cash flow from annual Annual cash Remaining	Remedial measures for cash shortfall
balance  operating activities  flow out (deficient) cash amount+-	Investment plan Investment plan
`1,222,332` `300,000` `(260,000)` `1,262,332`	- -
1. Analysis of cash flow changes for future one year`：` (1) Operating activities`：`Mainly consists of cash inflows generated from operating revenue. (2) Investment activities`：`primarily involve cash outflows from equipment acquisition (3) Financing activities`：`Mainly involves the payment of cash dividends and loan repayments 2. Remedial measures for anticipated cash shortfall and liquidityanalysis`：`Not applicable

5.4 Major Capital Expenditure Items and Source of Capital `：` None

5.5 Investment Policy in the Last Year, Main Causes for Profits or Losses, Improvement Plans and Investment Plans for the Coming Year `：`

5.5.1 Reinvestment policy in the past year `：`

The management team of the company engages in reinvestment based on operational demands or considerations for future growth. The company evaluates various aspects of the reinvested businesses, such as organizational structure, investment objectives, market conditions, business development, shareholding ratio, reference price, and financial status. The company compiles an investment proposal evaluation table to serve as a basis for decision-makers in making investment decisions.

5.5.2 The main reason and improvement plan for profit or loss in this year ：
The Company’s investments are made with long-term strategic objectives in mind. In 2024, the recognized investment gain amounted to NT$5,714 thousand, primarily composed of: An investment gain of NT$44,302 thousand from Formosa Sun Energy Corporation An investment gain of NT$11,766 thousand from Ricare Corporation, and

An investment loss of NT$79,564 thousand from Dollars Cultural & Creative Company Limited. Formosa Sun Energy Corporation operates in the renewable energy solar power industry and has demonstrated stable business development.

Ricare Corporation operates in the elderly care sector, responding to the trend of a super-aged society by promoting community-based economic models. It aims to meet local care needs through localized services and by integrating long-term care platforms to enhance service quality Dollars Cultural & Creative Company Limited is engaged in the cultural and creative food & beverage industry, operating in historical cultural parks. By combining creativity with diverse culinary offerings and expanding locations, it seeks to achieve growth and stability in chain restaurant operations.

5.5.3 Future one-year investment plan ： The company will continue to carefully evaluate reinvestment plans in accordance with the business strategy.

5.6 Analysis of Risk Management `：`

5.6.1 Impact of Interest Rates, Exchange Rates, and Inflation on the Company's Profit and Loss, and Future Measures ：
Interest Rates ： The central bank has made adjustments to raise interest rates in domestic. Currently, the company's debt ratio is not high, and overall, the impact on the company's operations is relatively limited.
Exchange Rates ： The company's operations primarily rely on exports, with main foreign currencies being the Japanese Yen and the US Dollar. The company actively monitors exchange rate fluctuations and adopts appropriate hedging strategies to minimize the impact of currency fluctuations. In the future, the company will continue to closely monitor market developments related to exchange rates, manage its overall foreign currency exposure and asset-liability. In addition to natural hedging strategies, the company utilizes spot and forward foreign exchange contracts to reduce the impact of exchange rate fluctuations on the operations.
Inflation ： Inflation leads to price increases, but the company has established good relationships with reliable suppliers that provide stable price for raw materials. Currently, the company is not significantly affected by inflation in the short term. In the future, the company will continue to diversify the procurement sources and explore alternative materials to mitigate the risk of potential increases in raw material costs.

5.6.2 Main reasons for profit or loss; and future measures to engage in high-risk, high-leverage investments, lending funds to others, endorsement and guarantees, and derivative transactions ： The company did not engage in high-risk, high-leverage investments, lending funds to others, or endorsement and guarantees in the recent years. The endorsement and guarantee operations are conducted in accordance with the "Endorsement and Guarantee Operation Procedures" approved by the shareholders' meeting. The company's derivative transactions primarily focus on hedging anticipated transaction risks and managing risks associated with existing assets or liabilities. All operations evaluation, execution, risk control, and information disclosure are carried out in accordance with the "Regulations Governing the Acquisition and Disposal of Assets " that establish operational guidelines for engaging in derivative transactions. In the future, the company will continue to monitor the latest developments in the financial market and maintain close communication with professional financial institutions to enhance the effectiveness of the hedging strategies.
5.6.3 Future research and development plans and expected R&D expenses ： Due to the industry environment, the company currently focus on the development of the cultural and creative industry and cultural and creative products. There are no research and development plans or estimated R&D expenses.
5.6.4 The impact of important policy and legal fluctuations on the company's financial business and the impact measures: In addition to daily transactions following the third round of relevant laws and regulations, the company also pays attention to the development trends and rule fluctuations of the third round of policies at any time, and summarizes relevant information to provide operating information to senior management Decision-making reference, flexible adjustment of the company's relevant operating strategies in response to changes in the market environment.
5.6.5 The impact of technological changes (including cyber security risks) and industry changes on the company's financial operations and corresponding measures ：
The company continues to pay attention to collecting and analyzing the market and technological development changes of pre-recorded media related to the company's products to reduce the impact of technological changes. At the same time, it also actively carries out transformation through cultural and creative and energy businesses to ensure stable revenue and profits. Technological changes and industrial changes have not had a significant impact on the company's financial operations in the most recent year and as of the publication date of the annual report. The company has established a complete information security management system to ensure information security activities and services and avoid impact or influence on the company. For information security risk management operations, please refer to Information Security Management. The Company had no major information security risk incidents in the most recent year and as of the publication date of the annual report.
5.6.6 The impact of corporate image change on crisis management and corresponding measure ： The company complies with the highest international standards, including ISO 14001 for environmental protection and OHSAS 18001 for occupational health and safety. We also prioritize the protection of customers' intellectual property rights and maintain secure control over production areas to safeguard the interests of customers' process wafers. Over the years, the company served global markets, striving to fulfill our mission of delivering customer satisfaction. We have been ranked among the top 5000 large enterprises in Taiwan by CRIP Taiwan, and have received numerous awards and certifications for our compliance with various government regulations. In recent years, the company has actively invested in the public cultural and creative industry and renewable energy projects for environmental protection, aiming to transform and enhance our company's organizational structure. The company consists of quality management, customer service, public and employee relations, investor relations, internal auditing, and risk management. By integrating the strengths of each department, we aim to further improve our already solid corporate image foundation. As the "carrier of information and culture," we take our responsibility to operate the company sustainably and with honest governance seriously. We strive to fulfill our corporate social responsibility and maintain sound internal controls while preparing for various contingencies to prevent and manage potential crises. We also emphasize contributions to public welfare. As of now, there have been no related impacts on the company’s operations.
5.6.7 Expected benefits, potential risks, and response measures of mergers and acquisitions ： At the end of 2018, we acquired equity and substantial control of a renewable energy company. This business has already achieved economic scale in the product operations and possesses expertise in managing distributed power plants. The merger is expected to contribute stable revenue and provide a steady cash flow. The operational and management procedures of this business have also been well-established and stable.

In 2021, we invested in a chain restaurant system through our cultural and creative business. Acquiring partial ownership in this chain system has limited experience in managing a chain network and

organizational integration. However, the company possesses strong management capabilities and extensive experience in the restaurant industry. We believe that we can enhance and improve the current operational performance of the chain system.

In 2024, the acquired equity in Maker Bay, a caregiving business. This business has developed a comprehensive long-term care service model, integrating with U-Tech’s catering and community economic ventures. This not only deepens our existing long-term care business but also extends into diverse sectors.

5.6.8 Expected benefits, potential risks, and response measures of expanding the factory ： Not applicable currently
5.6.9 Risks and response measures related to concentrated procurement or sales ： The sources of the company's procurement and sales are disclosed in this annual report. Due to the nature of the industry and actual operational circumstances, the company has made every effort to diversify the sources of procurement and sales, at the same time implementing effective risk management measures. Additionally, we actively engage in customer management activities to ensure the steady operation of the company in the future.
5.6.10 Impact, risks, and response measures regarding significant transfers or changes in ownership of shares by directors, supervisors, or major shareholders holding more than 10% of the company's equity ： According to Article 26 of the Securities and Exchange Act, for companies that publicly raise funds and issue securities, the total shareholding of registered shares held by all directors and supervisors must not be less than a certain percentage of the company's total issued shares. Therefore, significant transfers or changes in ownership of shares by directors, supervisors, or major shareholders holding more than 10% of the company's equity can pose operational risks. However, the company's solid management team, along with steadfast strategic alliances, has consistently maintained strong operational performance.
5.6.11 Impact, risks, and response measures regarding changes in management rights ： Not applicable
5.6.12 Significant litigation or non-litigation events involving the company, directors, supervisors, general manager, substantial controlling shareholders holding more than 10% of the shares, and subsidiary companies that have been finally adjudicated or are still pending, and whose outcome may have a significant impact on shareholder equity or securities prices should disclose the disputed facts, amount in dispute, commencement date of litigation, key parties involved, and the status of the proceedings as of the date of the annual report ： None.
5.6.13 Other important risks and response measures ： None.

5.7. Other Important Matters `：` None

`、` VI Special Disclosure

6.1 Summary of Affiliated Companies ： Please refer to the Public Information Observatory (Single Company > Electronic Document Download > Affiliate Companies Three-Book Form Section: https://mopsov.twse.com.tw/mops/web/t57sb01_q10). 6.2 Private Placement Securities in the Most Recent Years ： None

6.3 Other Necessary Supplementary ： None

6.4 IX 、 Have a Substantial Impact on Owner’s Equity as Stipulated in Item 2, Paragraph 3 of Article 36 of the Securities Exchange Law ： No this situation

U-Tech Media Corporation

Yang, Wei-Fen

AI assistant

U-TECH — Annual Report 2024

52282_rns_2025-06-17_4c85981e-90e3-4252-86fc-372b89d0132c.pdf

U-Tech Media Corporation

Year 2024

Annual Report

Notice to readers

I. Spokesman, Acting Spokesman

II. Headquarters, Branches, and Offices

III. Stock Transfer Agent

IV. Auditors

V. Overseas Securities Exchange:None

VI. Website:http://www.utechmedia.com.tw/

Contents

I. Letter To Shareholders

1.1 Business Report:

1.2 Summary of Business Plan 2024:

1.3 Development Strategy and Impact from Competition, Regulations and Overall Business Environment:

II. Corporate Governance Report

2.1 Directors, Supervisors and Management Team

2.1.1 Directors and Supervisors

2.1.1.1 Directors and Supervisors

2.1.1.2 Major shareholders of the institutional shareholders

2.1.1.4 Diversification and Independence of Board of Directors:

Reason for Current Status:

2.1.2 Management Team

2.2.2 Remuneration of Supervisor (The Company has established Audit Committee)

2.2.3 Remuneration of General Manager and Assistant General Manager

2.2.5 The Distribution of the Remuneration:

2.3Implementation of Corporate Governance

2.3.1 Implementation of Corporate Governance

2.3.2 Implementation Status of Audit Committee:

2.3.4Composition, Responsibilities and Operations of the Remuneration Committee:

March 31, 2025

(2) Implementation of the Remuneration Committee

2.3.5Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and the Reasons:

2.3.6 F ulfillment of Ethical Corporate Management and Deviations from the "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies"

7. Stakeholder Relations:

8. Implementaton status of Climate-related information

2.4. Information Regarding the Company’s Audit Fee

Audit Fees and Non-Audit Fees Paid

2.8. Relationships Among the Top Ten Shareholders:

Relationships Among the Top Ten Shareholders

Consolidated Shareholding Percentage

III. Capital Overview

3.1 Capital and Shares

3.1.2 List of Major Shareholders

List of Major Shareholders

3.1.3 Dividend Policy and Implementation Status

3.1.3.1 Dividend Policy:

3.2 Bonds: None

3.4 International Depository Receipt Status: None

3.6 Restricted Stock Status: None

U-Tech Media Corporation

3.8 Financing Plans and Implementation: None

IV. Operation Highlights

4.1 Business Activities ：

4.1.1 Business Scope

A. Overview and specification of DVD ：

(b)DVD categories ：

B. Competitive Situation:

老年人口與高齡化時程 資料來源:國發會

4.1.3 Technology and R&D Overview ：

4.1.4 Short and long-term business development plan ：

4.2 Market and Sales Overview

4.2.1 Market analysis:

4.2.2 Major purpose and manufacturing process of main products ：

4.2.3 Supply situation of major materials ：

4.2.4 Main customers for sales and purchases ：

4.2.4.1 Major customers who accounted for more than 10% of the total purchase

4.3 Human Resources ：

4.4 Environmental Protection Expenditure ：

4.4.3 Response measures ：

4.5 Labor Relations ：

4.6 Cyber Security Management ：

4.7 Important Contracts ：

、 V Review and Analysis of Financial Status and Business Results and Risk Issues

5.1 Analysis of Financial Status ：

Financial Status Comparative Analysis Statement

5.2 Analysis of Financial Performance ：

U-TECH Annual Report 2024

`8.` Implementaton status of Climate-related information

4.1 Business Activities `：`

A. Overview and specification of DVD `：`

(b)DVD categories `：`

`老年人口與高齡化時程資料來源:國發會`

4.1.3 Technology and R&D Overview `：`

4.1.4 Short and long-term business development plan `：`

4.2.2 Major purpose and manufacturing process of main products `：`

4.2.3 Supply situation of major materials `：`

4.2.4 Main customers for sales and purchases `：`

4.3 Human Resources `：`

4.4 Environmental Protection Expenditure `：`

4.4.3 Response measures `：`

4.5 Labor Relations `：`

4.6 Cyber Security Management `：`

4.7 Important Contracts `：`

`、` V Review and Analysis of Financial Status and Business Results and Risk Issues

5.1 Analysis of Financial Status `：`

5.2 Analysis of Financial Performance `：`

5.3 Analysis of Cash Flow `：`

5.4 Major Capital Expenditure Items and Source of Capital `：` None

5.5 Investment Policy in the Last Year, Main Causes for Profits or Losses, Improvement Plans and Investment Plans for the Coming Year `：`

5.5.1 Reinvestment policy in the past year `：`

5.6 Analysis of Risk Management `：`

5.7. Other Important Matters `：` None

`、` VI Special Disclosure