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U-TECH — Annual Report 2025
May 14, 2026
52282_rns_2026-05-14_a21c2552-fa4a-4c23-96e2-db07d2fa89a4.pdf
Annual Report
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Stock Code:3050

U-Tech Media Corporation
Year 2025 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, 2026
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/
Contents
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 ... 34
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 ... 39
IV. Operation Highlights
4.1 Business Activities ... 40
4.2 Market and Sales Overview ... 50
4.3 Human Resources ... 53
4.4 Environmental Protection Expenditure ... 53
4.5 Labor Relations ... 54
4.6 Cyber Security Management ... 56
4.7 Important Contracts ... 56
V. Review and Analysis of Financial Status and Business Results and Risk Issues
5.1 Analysis of Financial Status ... 58
5.2 Analysis of Financial Performance ... 59
5.3 Analysis of Cash Flow ... 59
5.4 Major Capital Expenditure Items and Source of Capital ... 60
5.5 Investment Policy in the Last Year, Main Causes for Profits or Losses, Improvement Plans and Investment Plans for the Coming Year ... 60
5.6 Analysis of Risk Management ... 60
5.7 Other Important Matters ... 62
VI. Special Disclosure
6.1 Summary of Affiliated Companies ... 63
6.2 Private Placement Securities in the Most Recent Years ... 63
6.3 Other Necessary Supplementary ... 63
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 ... 63
I. Letter To Shareholders
1.1 Business Report:
We hereby present the annual business report for the company's operations in Year 2025:
(1) Implementation results of the business plan:
Total consolidated operating revenue for the year: NT$ 1,261,680 thousand
Operating gross profit: NT$419,365 thousand
Net income for the period: NT$26,299 thousand
Net income attributable to stockholders of the parent: NT$6,622 thousand
(2) Financial income and profitability analysis::
-
Financial income::
Net income for the period: NT$26,299 thousand
Net income attributable to stockholders of the parent: NT$6,622 thousand
Net cash provided by operating activities for the year: NT$177,354 thousand
Net cash used in investing activities for the year: (NT$82,410) thousand
Net cash used in financing activities for the year: NT$168,661 thousand
Effects of exchange rate change on cash: (NT$15,188) thousand
Increase in cash and cash equivalents for the period: NT$248,417 thousand
Cash and cash equivalents at the end of the period: NT$1,470,749 thousand -
Profitability analysis:
| Item | Financial Analysis | ||
|---|---|---|---|
| 2025 | 2024 | ||
| Financial structure | Debt to assets ratio | 47.85 | 47.30 |
| Ratio of long-term capital to property, plant and equipment | 181.97 | 169.57 | |
| Solvency | Current ratio(%) | 206.63 | 169.27 |
| Quick ratio(%) | 193.02 | 159.71 | |
| Times interest earned | 1.36 | 3.09 | |
| Profitability | Return on total assets (%) | 0.82 | 2.31 |
| Return on equity (%) | 0.22 | 3.00 | |
| Ratio of income before tax to paid-in capital(%) | 1.16 | 6.36 | |
| Net profit margin (%) | 0.52 | 6.77 | |
| Earnings per share (NT$) | 0.04 | 0.55 |
(3) Research and Development Status: Please refer to page 48 of this Annual Report for details.
1.2 Summary of Business Plan 2025:
(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) Jinmachi Japanese-style Historical Cultural and Creative Park Commences Operations
(3) Take initiative to capture expansion opportunities for creative and diversified food and beverage business. Enhance the steady growth of chain shop business returns.
(4) Commitment to Food Safety and Service Quality. -
Energy Industry:
(1) Expand the development of rooftop power plants on existing small public housing and strive for the development of power plants on medium and large public buildings.
(2) Strengthen operation and maintenance systems and management.
(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) Promote AI applications and effectively implement them to achieve performance in production, finance, organization, procurement, etc.
(2) Focus on supply chain resilience and risk mitigation, continuously improve costs, and enhance competitive advantage
(3) Green commitment, energy storage, green energy development, constructing the concept of new emerging industries in the circular economy.
(4) Enterprises need to pay attention to environmental information disclosure, strengthen environmental footprint auditing training, and fulfill corporate social responsibility.
(2) Sales forecast:
1. 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:
1. 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.
2. Distributed power plant management experts to offer all rounded solar power plant facility solution to clients in order to progress sustainable development goals.
3. Provide diversified cultural and creative leisure venue, holding values of “public nature”, “professionalism” and “diversification”.
4. Focuses on enhancing customer needs, dining experience, flexible business models, and deepening engagement through social media marketing.
5. 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:
1. 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.
2. 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.(5) Low-carbon environmental requirements 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 2026 Taiwan macroeconomic forecast by the Chinese Economic Research Institute: global economic growth is slowing, and inflation is decreasing; the economic growth rate is about 2.69%, and inflation is about 2.97%, yet the risks from uncertainties in economic and trade policies remain high. Major countries show divergent economic growth trends; the United States and South Korea are experiencing growth increases, while growth in other countries is declining. Japan and the Eurozone are weaker compared to 2025. Taiwan's economic growth rate in the 114th year exceeded expectations, with stable domestic economic growth. In the 115th year, business outlook is optimistic but still requires continued cautious response.
Due to the decline in inflation pressures in various countries, monetary easing policies have become mainstream. The U.S. economy is growing steadily, but the labor market outlook is uncertain, with the expectation that the U.S. dollar will remain relatively weak in the long term, while Taiwan's economic performance is stable, and the New Taiwan Dollar is expected to be relatively strong in the long term. However, the uncertain factors affecting Taiwan's economic forecast include various policy changes related to Trump tariffs, the monetary, fiscal, and financial market trends of major economies, the economic growth trends of Mainland China and cross-strait relations, domestic investment expenditure and AI development progress, geopolitical instability, and energy concerns arising from the U.S.-Iran conflict, among others. Businesses must continue to respond cautiously.
Overall, in facing future developments, enterprises will need to flexibly respond to changes in the external environment and industry transformation pressures. Therefore, in terms of information development and application, as well as management system establishment and implementation, industries must plan and execute early in order to respond flexibly and react quickly.
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II. Corporate Governance Report
2.1 Directors, Supervisors and Management Team
2.1.1 Directors and Supervisors
2.1.1.1 Directors and Supervisors
April 18, 2026
| Title | Nationality/Pace of Incorporation | Name | Gender | Date Elected | Term (Years) | Date First Elected | Shares Held when Elected | Current Shares Held | Spouse & Minor Shares Held | Shares Held by Nominee Arrangement | Experience (Education) | Other Position | Executives, Directors or Supervisors Who are Spouses or within Two Degrees of Kinship |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Shares | % | Title | Name | Relationship | |||
| Director | R.O.C. | Yang, Wei-Fen | F | ||||||||||
| 61~70 | 2024/6/14 | 3 Years | 2003/6/17 | 0 | 0 | 100,000 | 0.06% | 769,346 | 0.50% | 0 | 0 | Ritek Corporation Vice-President | |
| Master of Operational Management, Business School, National Chengchi University | Note 1 | Director | |||||||||||
| Yeh, Chwei-Jing | |||||||||||||
| Director | |||||||||||||
| Yeh, Chwei-Sheng | Spouse | ||||||||||||
| In-Laws | |||||||||||||
| Director | R.O.C. | ||||||||||||
| R.O.C. | U-Tech Media Co., Ltd. Representative: | ||||||||||||
| Designee | |||||||||||||
| Pan, Yen-Min | M | ||||||||||||
| 51~60 | 2021/8/18 | ||||||||||||
| 2024/6/14 | 3 Years | ||||||||||||
| 3 Years | 1994/5/19 | ||||||||||||
| 2016/2/17 | 32,489,319 | ||||||||||||
| 0 | 20.96% | ||||||||||||
| 0 | 32,489,319 | ||||||||||||
| 0 | 20.96% | ||||||||||||
| 0 | 0 | ||||||||||||
| 0 | 0 | ||||||||||||
| 0 | 0 | ||||||||||||
| 0 | 0 | ||||||||||||
| 0 | - | ||||||||||||
| Ritek Corporation Assistant General Manager | |||||||||||||
| Master of Economics, Chinese Culture University | Note 2 | None | None | ||||||||||
| Director | R.O.C. | ||||||||||||
| R.O.C. | AimCore Technology Co., Ltd., Designee | ||||||||||||
| Chiang, Ming-Hsien | M | ||||||||||||
| 41~50 | 2026/6/14 | ||||||||||||
| 2026/6/14 | 3 Years | ||||||||||||
| 3 Years | 2024/6/14 | ||||||||||||
| 2024/6/14 | 12,862,812 | ||||||||||||
| 0 | 8.30% | ||||||||||||
| 0 | 12,862,812 | ||||||||||||
| 0 | 8.30% | ||||||||||||
| 0 | 0 | ||||||||||||
| 0 | 0 | ||||||||||||
| 0 | 0 | ||||||||||||
| 0 | 0 | ||||||||||||
| 0 | - | ||||||||||||
| Manager at Ernst & Young. In charge of the Finance and Accounting Department at the Company. | |||||||||||||
| Bachelor's degree in Accounting from Soochow University. Assistant Audit | Note 3 | None | None | ||||||||||
| Director | R.O.C. | Chen, Chien-Chuan (Note) | M | ||||||||||
| 41~50 | 2024/6/14 | 3 Years | 2026/6/14 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | Republic of China Naval Academy | - |
| Independent Director | R.O.C. | Chien, Ching-Wen | M | ||||||||||
| 61~70 | 2024/6/14 | 3 Years | 2024/6/14 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | Bachelor of Business Administration, Department of Business Administration, Feng Chia University | Supervisor of Jujing Composite Materials Technology Co., Ltd. |
| Independent Director | R.O.C. | Kuo, Chung-Chien | M | ||||||||||
| 71~80 | 2024/6/14 | 3 Years | 2024/6/14 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | Master of Business Administration, Graduate Institute of Business Administration, Chinese Culture University | Note 4 |
| Independent Director | R.O.C. | Lu, Pi-Neng | M | ||||||||||
| 61~70 | 2024/6/14 | 3 Years | 2024/6/14 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | Master of Human Resource Management, Graduate Institute of Human Resource Management, National Central University | Twitter Interactions 1 Commercial Bank Co., Ltd. Administrative Services Office/Assistant |
Note: Resign on May 6, 2025
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 PV Next Corporation, 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 Golden River Fund, Chairman of ProRit Corporation, Director of AimCore Technology Co., Ltd., Supervisor of Pvnext Corporation, Director of O-VIEW Technology Co., Ltd., Director of RITEK Educational Foundation, Director of Formosa Sun Energy 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., Supervisor of AimCHIP CO., LTD.
Note 3: Also serves as the Deputy General Manager of Ritdisplay Corporation, Director of Pvnext Corporation, Director of Ritpower Yangzhou Co., Ltd.
Note 4: Also serves as the Independent Director of I-Chiun Precision Industry Co., Ltd., Director of Jinyuansan Automobile Co., Ltd., Independent Director of Anbogen Therapeutics, Inc.
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2.1.1.2 Major shareholders of the institutional shareholders
As of April 16, 2026
| Name | Major Shareholders | % |
|---|---|---|
| Ritek Corporation | Banque Pictet & Cie SA | 2.84% |
| Yeh, hwei-Jing | 1.54% | |
| JPMorgan Chase Bank N.A., Taipei Branch in custody for Vanguard Total International Stock Index Fund, a series of Vanguard Star Funds | 1.33% | |
| J.P. MORGAN SECURITIES LTD | 1.29% | |
| Yang, Wei-Feng | 1.25% | |
| Lin, Mu-Chuan | 1.05% | |
| EMERGING MARKETS CORE EQUITY PORTFOLIO OF DFA INVESTMENT DIMENSIONS GROUP INC. | 0.71% | |
| VANGUARD EMERGING MARKETS STOCK INDEX FUND, A SERIES OF VANGUARD INTERNATIONAL EQUITY INDEX FUNDS | 1.20% | |
| LGT Bank (Singapore) Ltd. | 0.95% | |
| Vanguard Fiduciary Trust Company Institutional Total International Stock Market Index Trust II | 0.67% | |
| Representative person of Chung Kai Investment co., Ltd. | 0.63% |
Note: The top ten shareholders are the shareholders who held more than $10\%$ of shareholding to the Company as of April 17, 2026 listed on Register of Shareholders before the suspension of share transfer.
As of April 26, 2026
| Name | Major Shareholders | % |
|---|---|---|
| AimCore Technology Co., Ltd., | RITEK Corporation | 11.34% |
| Ritdisplay Corporation, | 9.93% | |
| Zhongfu Investment Co., Ltd. | 3.33% | |
| U-tech Media Corporation. | 1.73% | |
| Jhao, Ren-Jhuan | 1.50% | |
| Prorit Corporation | 1.37% | |
| Chen, Cai-Li | 1.27% | |
| Guo, Wun-Tai | 1.02% | |
| Wu, Min-Syu | 0.89% | |
| Luo, Mei-Lan | 0.72% |
Note: The top ten shareholders are the shareholders who held more than $10\%$ of shareholding to the Company as of April 26, 2026 listed on Register of Shareholders before the suspension of share transfer.
2.1.1.3 Professional qualifications and independence analysis of directors and supervisors:
| Name\Criteria | Professional Qualification and Experience | Independence Criteria | Number of Other Public Companies in Which the Individual is Concurrently Serving as an Independent Director |
|---|---|---|---|
| Yang, Wei-Fen | Ms. Yang holds a master's degree in operations management from the Business School of National 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. | Not been a person of any conditions defined in Article 30 of the Company Law. | 0 |
| Pan, Yen-Min | Mr. Pan holds a Master Degree of Economics from Chinese Culture University. He currently serves as the Company's 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. | Not been a person of any conditions defined in Article 30 of the Company Law. | 1 |
| Chiang, Ming-Hsien | Mr. Jiang holds a bachelor's degree from Soochow University. Currently, he is the deputy general manager of Ribao Technology Co., Ltd., specializing in corporate finance and accounting affairs, etc., and has rich experience in finance and operational planning. | Not been a person of any conditions defined in Article 30 of the Company Law. | 0 |
| Independent Director / Audit Committee Member | Serving as an Independent Director of the Company since 2024 (Year 113), the individual holds a Bachelor's degree in Business Administration from Feng Chia University. | Conditions regarding to independence status that apply to the directors or supervisors during the two years prior to being elected | 0 |
| Chien,Ching-Wen | Formerly served as General Manager of Sunny Bank, and currently serves as Supervisor of Great Crystal Composite Technology Co., Ltd., with expertise in finance and corporate operational leadership. | 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. | |
|---|---|---|---|
| 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. | 4. Not a spouse, relative within the second degree of kinship, or lineal relative 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: not a 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: not a 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 | 0 |
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| | 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.
10. Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.
11. Not been a person of any conditions defined in Article 30 of the Company Law.
12. 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 (1 vacancy), 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 1 seats between the ages of 40 and 49, and 4 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 6 directors, including 1 female directors, with a ratio of 16.67%. 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:
| Item Name | Gender | Operational Judgement and Management | Decision Making / Crisis Management | Relevant Knowledge / International Market Perspective | Finance and Account Analysis Capability |
|---|---|---|---|---|---|
| Yang, Wei-Fen | F | V | V | V | V |
| Chien, Ching-Wen | M | V | V | V | V |
| Kuo, Chung-Chien | M | V | V | V | V |
| Lu, P0-Neng | M | V | V | V | V |
| Pan, | M | V | V | V | V |
| Item Name | Gender | Operational Judgement and Management | Decision Making / Crisis Management | Relevant Knowledge / International Market Perspective | Finance and Account Analysis Capability |
|---|---|---|---|---|---|
| Yen-Min | |||||
| Chiang, Ming-Hsien | M | V | V | V |
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
As of April 19, 2026
| Title | Nationality | Name | Gender | Date Elected | Shares Held | Shares Held by Spouse & Minor | Shares Held by Nominee Arrangement | Experience (Education) | Other Position | Managers who are Spouse or Within Two Degrees of Kinship | Remarks | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share | % | Share | % | Share | % | Title | Name | Relationship | ||||||||
| General Manager | R.O.C. | Lo, Yi-Fu | M | 1999/6/23 | 64,960 | 0.04 | 0 | 0.00 | 0 | 0.00 | Industrial Management of National Taiwan University of Science and Technology | Note 1 | None | None | None | |
| General Manager | R.O.C. | Yeh, Cheng-Kai | M | 2024/5/7 | 390,000 | 0.25 | 150,000 | 0.10 | 0 | 0.00 | 1 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 Manager | 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 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 Zhongshan Co., Ltd., Supervisor of Tongan Zhongyi Co., Ltd., Supervisor of Tongan Shuanghe Co., Ltd. Director of PV Next Corporation, Chairman of KEIYOO CO., Ltd., Chairman of K.K. RICAREJAPAN, Chairman of Star Delicacies International 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
Unit: NT$ Thousands
| Title | Name | Remuneration | Ratio of Total Remuneration (A+B+C+D) to Net Income (%) | Relevant Remuneration Received by Directors Who are Also Employees | Ratio of Total Compensation (A+B+C+D+E+F+G) to Net Income (%) | Remuneration from ventures other than subsidiaries or from the parent company | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Base Compensation (A) (Note 1) | Severance Pay (B) | Directors Compensation (C) | Allowances (D) (Note 2) | Salary, Bonuses, and Allowances (E) (Note 3) | Severance Pay (F) | Employee Compensation (G) | |||||||||||||||||
| The Company | All Companies in the Consolidated Financial Statements | The Company | All Companies in the Consolidated Financial Statements | The Company | All Companies in the Consolidated Financial Statements | The Company | All Companies in the Consolidated Financial Statements | The Company | All Companies in the Consolidated Financial Statements | The Company | All Companies in the Consolidated Financial Statements | The Company | All Companies in the Consolidated Financial Statements | The Company | All Companies in the Consolidated Financial Statements | Company | All Companies in the Consolidated Financial Statements | ||||||
| Cash | Stock | Cash | Stock | Cash | Stock | Cash | |||||||||||||||||
| Director | Yang, Wei-Fen | 0 | 0 | 0 | 0 | 27 | 27 | 72 | 72 | 99 1.50% | 99 1.50% | 6,152 | 6,452 | 0 | 0 | 0 | 0 | 0 | 0 | 6,251 94.40% | 6,551 98.93% | 1,495 | |
| Ritek Corporation | 0 | 0 | 0 | 0 | 30 | 30 | 0 | 0 | 30 0.45% | 30 0.45% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 30 0.45% | 30 0.45% | 0 | ||
| Ritek Corporation Rep.-Pan, Yen-Min | 0 | 0 | 0 | 0 | 0 | 0 | 72 | 72 | 72 1.09% | 72 1.09% | 0 | 300 | 0 | 0 | 0 | 0 | 0 | 0 | 72 1.09% | 372 1.09% | 20 | ||
| AimCore Technology Co., Ltd. | 0 | 0 | 0 | 0 | 30 | 754 | 0 | 0 | 30 0.45% | 754 11.39% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 30 0.45% | 754 11.39% | 0 | ||
| AimCore Technology Co., Ltd. Rep: Chiang,Ming-Hsien | 0 | 0 | 0 | 0 | 0 | 0 | 72 | 72 | 72 1.09% | 72 1.09% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 72 1.09% | 72 1.09% | 1,459 | ||
| Chen, Chien-Chuan (Note 4) | 0 | 0 | 0 | 0 | 13 | 13 | 21 | 21 | 34 0.51% | 34 0.51% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 34 0.51% | 34 0.51% | 0 | ||
| Independent Director | Chien,Ching-Wen | 0 | 0 | 0 | 0 | 32 | 32 | 72 | 72 | 104 1.57% | 104 1.57% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 104 1.57% | 104 1.57% | 0 | |
| Kuo,Chung-Chien | 0 | 0 | 0 | 0 | 32 | 32 | 72 | 72 | 104 1.57% | 104 1.57% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 104 1.57% | 104 1.57% | 0 | ||
| Lu,PO-Neng | 0 | 0 | 0 | 0 | 32 | 32 | 66 | 66 | 98 1.48% | 98 1.48% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 98 1.48% | 98 1.48% | 0 | ||
| 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 |
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.
Note 4: Resign on May 6, 2025
2.2.2 Remuneration of Supervisor (The Company has established Audit Committee)
12
2.2.3 Remuneration of General Manager and Assistant General Manager
Unit: NTS Thousands / Share
| Title | Name | Salary (A) ( Note 1 ) | Severance Pay (B) ( Note 2 ) | Bonuses and Allowances (C) ( Note 3 ) | Employee Compensation (D) ( Note 4 ) | Ratio of Total Compensation (A+B+C+D) to Net Income (%) | Remuneration From Ventures Other Than Subsidiaries or from the Parent Company | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| The Company | Companies in the Consolidated Financial Statements | The Company | Companies in the Consolidated Financial Statements | The Company | Companies in the Consolidated Financial Statements | The Company | Companies in the Consolidated Financial Statements | The Company | Companies in the Consolidated Financial Statements | Companies in the Consolidated Financial Statements | |||||
| Cash | Stock | Cash | Stock | ||||||||||||
| Executive Director | Yang, Wei-Fen | 4,562 | 4,862 | 0 | 0 | 1,591 | 1,591 | 0 | 0 | 0 | 0 | 6,153 | 6,453 | 1,495 | |
| General Manager | Yeh, Chwei-Sheng | 3,017 | 3,017 | 108 | 108 | 743 | 743 | 8 | 0 | 8 | 0 | 3,876 | 3,876 | ||
| General Manager | Lo, Yi Fu | 2,299 | 2,299 | 108 | 108 | 387 | 387 | 15 | 0 | 15 | 0 | 2,809 | 2,809 | ||
| General Manager | Yeh, Cheng-Kai | 962 | 2,169 | 58 | 143 | 500 | 1,500 | 12 | 0 | 12 | 0 | 1,532 | 3,824 | ||
| Assistant General Manager | Liao, Rong Zheng | 1,464 | 1,464 | 93 | 93 | 287 | 287 | 8 | 0 | 8 | 0 | 1,852 | 1,852 |
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 2025 fiscal year.
Note 4: Proposed figures
2.2.4 Managerial officers with the top five highest remuneration amounts in a TWSE/TPEx-listed company:
| Title | Name | Salary (A) ( Note 1 ) | Severance Pay (B) ( Note 2 ) | Bonuses and Allowances (C) ( Note 3 ) | Employee Compensation (D) ( Note 4 ) | Ratio of Total Compensation (A+B+C+D) to Net Income (%) | Remuneration From Ventures Other Than Subsidiaries or from the Parent Company | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| The Company | Companies in the Consolidated Financial Statements | The Company | Companies in the Consolidated Financial Statements | The Company | Companies in the Consolidated Financial Statements | The Company | Companies in the Consolidated Financial Statements | The Company | Companies in the Consolidated Financial Statements | |||||
| Cash | Stock | Cash | Stock | |||||||||||
| Chairman | Yang, Wei-Fen | 4,562 | 4,862 | 0 | 0 | 1,591 | 1,591 | 0 | 0 | 0 | 0 | 6,153 | 6,453 | 1,495 |
| Senior Special Assistant | Yeh, Chwei-Sheng | 3,017 | 3,017 | 108 | 108 | 743 | 743 | 8 | 0 | 8 | 0 | 3,876 | 3,876 | |
| General Manager | Lo, Yi Fu | 2,299 | 2,299 | 108 | 108 | 387 | 387 | 15 | 0 | 15 | 0 | 2,809 | 2,809 | |
| Senior Special Assistant | Lin Shuxu | 1,637 | 1,637 | 97 | 97 | 384 | 384 | 8 | 0 | 8 | 0 | 2,126 | 2,126 | |
| Assistant General Manager | Liao, Rong Zheng | 1,464 | 1,464 | 93 | 93 | 287 | 287 | 8 | 0 | 8 | 0 | 1,852 | 1,852 |
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 2025 fiscal year.
Note 4: Proposed figures
2.2.5 The Distribution of the Remuneration:
As of March 31, 2026: Unit: NT$ Thousands
| Title | Name | Employee Compensation in Stock | Employee Compensation in Cash | Total | Ratio of Total Amount to Net Income (%) | |
|---|---|---|---|---|---|---|
| Managerial | Executive Directors | Yang, Wei-Fen | 0 | 43 | 43 | 0.65% |
| President | Lo, Yi Fu | |||||
| President | Yeh,Cheng-Kai | |||||
| 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 %
| Year Title | 2025 | 2024 | ||||||
|---|---|---|---|---|---|---|---|---|
| Total Remuneration Paid | Ratio of Total Remuneration Paid to Net Income (%) | Total Remuneration Paid | Ratio of Total Remuneration Paid to Net Income (%) | |||||
| The Company | Companies in the Consolidated Financial Statements | The Company (%) | Companies in the Consolidated Financial Statements (%) | The Company | Companies in the Consolidated Financial Statements | The Company (%) | Companies in the Consolidated Financial Statements (%) | |
| Directors | 643 | 1,367 | 9.71 | 20.65 | 3,307 | 3,967 | 3.91 | 4.69 |
| President & Vice President | 16,222 | 18,814 | 244.95 | 284.11 | 14,856 | 17,008 | 17.51 | 20.05 |
| Total | 16,865 | 20,181 | 254.66 | 304.76 | 18,163 | 20,975 | 21.42 | 24.74 |
The directors' remuneration in 2025 decreased compared to 2024, mainly due to a reduction in profits. The remuneration of the general manager and deputy general manager increased compared to 2024, mainly because Manager Ye Chengkai took office on May 7, 2024.
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.
2.2.6.3 The 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.
2.3 Implementation of Corporate Governance
2.3.1 Implementation of Corporate Governance
A total of 5 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 |
|---|---|---|---|---|---|
| Chairman | Yang, Wei-Fen | 5 | 0 | 100 | |
| Director | Ritek Corporation Representative: Pan, Yen-Min | 5 | 0 | 100 | |
| Director | AimCore Technology Co., Ltd. Representative: Chiang,Ming-Hsien | 5 | 0 | 100 | |
| Director | Chen,Chien-Chuan | 1 | 0 | 50 | Resign on May 6, 2025 |
| Independent Director | Chien,Ching-Wen | 5 | 0 | 100 | |
| Independent Director | Kuo,Chung-Chien | 5 | 0 | 100 | |
| Independent Director | Lu,P0-Neng | 5 | 0 | 100 | |
| Other mentionable items: | |||||
| 1. Matters referred to in Article 14-3 of the Securities and Exchange Act: 请參閱 P 頁. | |||||
| 2. Recusal of Director to Avoid Conflict of Interest: | |||||
| Name | Motion | Reason for Recusal | Resolution | Remarks | |
| Yang, Wei-Fen | Distribution of remuneration 2025 and year-end bonus 2024 for directors and managerial officers | The motion relating to their year-end bonuses | Withdrawal from their seats during voting to avoid conflict of interest. | 2025/1/17 | |
| 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. | 2025/8/11 |
- Implementation Status of Board Evaluations:
| Evaluation Cycle | Evaluation Period | Scope of Evaluation | Evaluation Method | Evaluation Item |
|---|---|---|---|---|
| Once a year | 2025.1.1~2025.12.31 | Performance evaluation of the Board of Directors, individual directors and functional committees | Self-assessment by the Board and the individual directors | Performance evaluation of the Board: degree of involvement to company's operation, quality of the Board's decision, composition and structure of the Board, election of directors, continuous education and internal control. |
| Performance evaluation of individual 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 and election of the committee's members and internal control. |
- 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 5 meetings in 2025, the attendance rate was 97%.
(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.
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:
| Title | Name | Attendance in Person (B) | By Proxy | Attendance Rate (%) (B/A) | Remarks |
|---|---|---|---|---|---|
| Independent Director | Chien,Ching-Wen | 5 | 0 | 100 | |
| Independent Director | Kuo,Chung-Chien | 5 | 0 | 100 | |
| Independent Director | Lu,P0-Neng | 5 | 0 | 100 |
Other mentionable items:
- 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
| Audit Committee Meeting | Content | Resolution | Board of Directors' Response to the Committee's Advice |
|---|---|---|---|
| 2025/1/173rdMeeting of 2aSession | Business plan 2025 | Passed unanimously | Passed unanimously |
| Motion to making of guarantees / endorsements for Dollars Cultural & CreativeCo., Ltd., a subsidiary of the Company. | |||
| 2025/3/114thMeeting of 2aSession | Business report and financial statements 2024 | Passed unanimously | Passed unanimously |
| Earnings distribution 2024 | |||
| Assessment of the independence and suitability of the company's accountants. | |||
| Motion to approve financing from a finance institution. | |||
| Motion to making of guarantees / endorsements for 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. | |||
| Proposal to Revise the Company's Internal Control System for the Payroll Cycle and Define the Scope of the Company's Entry-Level Employees | |||
| Amendment of Certain Articles of the Company's "Articles of Incorporation" | |||
| 2025/5/75thMeeting of 2aSession | Motion to pass the first quarter financial statements 2024 | Passed unanimously | Passed unanimously |
| Motion to approve financing from a finance institution. | |||
| Endorsement case for the subsidiary company Ikari Coffee Co., Ltd. in the name of the company | |||
| Amendment of Certain Articles of the Company's "Procedures for the Acquisition or Disposal of Assets" of the Company | |||
| Through the transfer of investment in subsidiary Ricare Corporation | |||
| 2025/8/116thMeeting of 2aSession | Motion to pass the second quarter financial reports 2025 | Passed unanimously | Passed unanimously |
| Motion to approve financing from a finance institution. | |||
| Case of Authorized Disposal of Real Estate | |||
| 2025/11/107thMeeting of 2aSession | Motion to pass the third quarter financial statements 2025 | Passed unanimously | Passed unanimously |
| Motion to approve financing from a finance institution. | |||
| Amened Provisions Related to the Management of Sustainability Information in the "Internal Control System" and the "Implementation Rules for Internal Audit." | |||
| Formulate internal audit plan for 2026 |
(2) Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all directors: None
- 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
- 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 |
|---|---|---|
| 2025/1/17 | Discussed issues concerning the operation implementation report | No objection |
| 2025/3/11 | Discussed issues concerning the progress and findings of the internal audit | No objection |
| 2025/5/7 | Discussed issues concerning the operation implementation report | No objection |
| 2025/8/11 | Discussed issues concerning the operation implementation report | No objection |
| 2025/11/10 | Report and communication on the preparation of the annual audit proposal. | No objection |
(2) Communication between independent directors and CPA:
| Internal Audit Meeting Date | Summary | Implementation Status |
|---|---|---|
| 2025/3/11 | Illustrated and offered advices to the attendees regarding the audited items in financial statements 2024 (financial statements 2024, amendments of securities laws and Article of Incorporation) | Question and answer section arranged in the meeting. |
| 2025/11/10 | Communicated the conclusion of the quarterly inspection and the year plan of internal audit. | No objection |
2.3.3 Corporate Governance Implementation Status and Deviations from "the Corporate Governance Best-Practice Principles 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 10% 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 for the Company’s stock. | ||
| 1. When there are new directors or managers, educational training related to insider trading will be arranged. | ||||
| 2. On 12/19/2025, a course was held with a total of 45 participants (45 hours). Course outline: Major information handling, prevention of insider trading, prevention of sexual harassment, prevention of occupational misconduct, compliance with laws and regulations, personal data protection, corporate social responsibility policies. | ||||
| 3. Before each board meeting, 15 and 30 days in advance, all directors and managers will be notified by email to remind them of the closing period. (2/7/2025, 4/21/2025, 7/6/2025, 10/23/2025) | 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 | |
| (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? | ✓ | 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 February 26, 2026. The result will also be the reference to director’s remuneration. | No Deviation | |
| (4) Does the company regularly evaluate the independence of CPAs? | ✓ | The Audit Committee assessed the independence status and the adequacy of the CPAs on March 6, 2026, 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. Please refer to page 28 for further details. | No Deviation | |
| 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 | ✓ | On May 9, 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 | No Deviation |
18
19
| Evaluation Item | Implementation Status | Deviation from the Principles and Reasons | ||
|---|---|---|---|---|
| Y | N | Abstract Illustration | ||
| 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)? | 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. | ||||
| 5. Does the company establish a communication channel and build a designated section on its website for stakeholders (including but not limited to shareholders, employees, customers, and suppliers), as well as handle all the issues they care for in terms of corporate social responsibilities? | ☑ | The Company formulated “Reporting System” for stakeholders to follow. The spokesperson and deputy spokesperson are responsible for the external communication. The Company has also established communication channels in the stakeholder section on its website to receive complaints and comments. Please refer to page 29 for further details. | No Deviation | |
| 6. Does the company appoint a professional shareholder service agency to deal with shareholder affairs? | ☑ | The Company appointed The Capital Securities Corp. to handle shareholder affairs. | No Deviation | |
| 7. Information Disclosure | ||||
| (1) Does the company have a corporate website to disclose both financial standings and the status of corporate governance? | ||||
| (2) Does the company have other information disclosure channels (e.g. building an English website, appointing designated people to handle information collection and disclosure, creating a spokesman system, webcasting investor conferences)? | ||||
| (3) Does the company announce and report annual financial statements within two months after the end of each fiscal year, and announce and report Q1, Q2, and Q3 financial statements, as well as monthly operation results, before the prescribed time limit? | ☑ | ☑ | The Company has established an official website and managed by relevant department to disclose information. | |
| The Company has appointed specific personnel to disclose financial information on MOPS and announce material information and investor conference details pursuant to the regulations. The Company has also appointed specific personnel as spokesperson and deputy spokesperson. | ||||
| Currently the Company estimates the annual financial reports cannot be published within two months after the end of the fiscal year. However, the Company is considering, if possible, to publish other quarterly financial reports and monthly operation status earlier. | No Deviation | |||
| No Deviation | ||||
| In Consideration | ||||
| 8. Is there any other important information to facilitate a better understanding of the company's corporate governance practices (e.g., including but not limited to employee rights, employee wellness, investor relations, supplier relations, rights of stakeholders, directors' and supervisors' training records, the implementation of risk management policies and risk evaluation measures, the implementation of customer relations policies, and purchasing insurance for directors and supervisors)? | ☑ | Employees' Rights and Wellness: Please refer to Article 4.5 for details | ||
| Investor Relations and Stakeholders' Rights: The Company holds fair and open views to shareholders, and established a comprehensive spokesperson system to communicate with investors as well as uploads complete financial statements and business information on MOPS regularly. | ||||
| Supplier Relationship: The Company keep close contact with the main suppliers. The Company has formulated “Supplier Evaluation System” in order to maintain well-established upper-lower stream relationship to ensure stable material supply. | ||||
| Directors' Continuous Education: Please refer to page 28 | ||||
| Directors & Officers (D&O) Insurance: Insurance Company: Chartis Taiwan Insurance Co., Ltd.; Insured amount: US$ 3 million; Insured period: 2026/1/17–2027/1/15. | No Deviation | |||
| 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 | ||
| 1.15 | Whether the company has established internal regulations and disclosed on the company website the prohibition for directors or employees and other insiders from trading securities using non-public market information, including (but not limited to) that directors shall not trade their stocks during the blackout period of thirty days before the annual financial report announcement and fifteen days before the quarterly financial report announcement, and explaining the implementation status.? | Send an email to notify directors that they are not allowed to trade stocks during the blackout period |
20
| Evaluation Item | Implementation Status | Deviation from the Principles and Reasons | |||
|---|---|---|---|---|---|
| Y | N | Abstract Illustration | |||
| 1.19 | Whether the company's shareholders' meeting will be live-streamed online or the full uninterrupted audio and video recording will be uploaded after the meeting? | Upload uninterrupted audio and video recordings of the entire session after the shareholders' meeting |
2.3.4 Composition, 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, 2026
| Criteria
Title / Name | | Professional Qualification and Experience | Independence Status | No. of Other Public Companies in Which the Individual is Concurrently Serving as an Remuneration Committee Member |
| --- | --- | --- | --- | --- |
| Convenor | Chien,Ching-Wen | Please refer to page 6 to 9 for details | Please refer to page 6 to 9 for details | 0 |
| Member | Kuo,Chung-Chien | | | 2 |
| Member | Lu,PO-Neng | | | 0 |
(2) Implementation of the Remuneration Committee
- The Committee comprises of three members
- 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 Person (B) | Attend by Proxy | Attendance (%) (B/A) | Remarks |
|---|---|---|---|---|---|
| Convenor | Chien,Ching-Wen | 3 | 0 | 100% | |
| Member | Kuo,Chung-Chien | 3 | 0 | 100% | |
| Member | Lu,PO-Neng | 3 | 0 | 100% | |
| Date/Period | Content | Resolution | The Company’s Response to the Remuneration Committee’s Opinion | ||
| --- | --- | --- | --- | ||
| 2025/1/17 | |||||
| 2^{nd} Meeting of 6^{th} Session | Transport expenses 2025 | Passed unanimously | Passed unanimously | ||
| Remuneration of directors and managerial officers 2025 and year-end bonus for managerial officers 2024 | |||||
| 2025/3/11 | |||||
| 3^{rd} Meeting of 6^{th} Session | Distribution of director’s remuneration and employee bonus for the year 2024. | Passed unanimously | Passed unanimously | ||
| 2025/8/11 | |||||
| 4^{nd} Meeting of 6^{th} Session | Remuneration of directors 2024 | Passed unanimously | Passed unanimously | ||
| Remuneration of managerial officers 2024 |
Other mentionable items:
- 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.
- 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.
(3) Nomination Committee and Its Implementation: The Committee has not been established yet.
2.3.5 Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and the Reasons:
| Evaluation Item | Implementation Status | Deviations from “Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Y | N | Abstract Illustration |
| 1. Does the company establish a governance structure to achieve sustainable development, and set up a dedicated (part-time) unit to promote sustainable development, which is authorized by the board of directors to handle senior management, and supervised by the board of directors? | ✓ | 1. The Sustainability Development Committee was established on November 11, 2024. It consists of three independent directors and the general manager serves as the chief sustainability officer. It is responsible for integrating various departments to form a special project team (corporate governance team, sustainable environment team, social welfare team), formulate corresponding work guidelines, and ensure the implementation of sustainable development.
2. On August 11, 2025, a board meeting was held to report on the effectiveness of ESG promotion and to review the sustainability report. In addition, the meeting also supervised the matters that need improvement in promoting sustainable development, serving as a reference for the operation of the Sustainability Development Committee. | No significant deviation |
| --- | --- | --- | --- |
| 2. Does the company conduct risk assessments on environmental, social and corporate governance issues related to company operations according to the principle of materiality, and formulate relevant risk management policies or strategies? | ✓ | The data covers the period from January, 2025 to December 2025, with the risk assessment boundary primarily focused on the company.
Environmental Protection:
The Company’s factories fulfilled ISO14001, which is the strictest requirements in the world for environmental protection. The Company takes proactive approach to save energy, reduce CO2 emission and recycling water resources to protect the environment.
Occupation Safety:
The company has an occupational safety and health management system, as well as an ISO 45001 occupational safety and health management system. Continuous improvement is carried out based on the occupational safety and health management system’s Plan, Do, Check, Act (PDCA) cycle. According to the Taiwan Ministry of Labor's "Occupational Safety and Health Management Measures," a safety and health office is established, classified as a first-level dedicated occupational safety and health management unit, responsible for promoting and implementing corporate safety culture globally. Annual audits are conducted at the plant sites to ensure regulatory compliance, while continuously promoting Safety Culture Initiatives to enhance the safety behavior of employees and contractors. A unified mechanism for defining, reporting, investigating, and taking corrective and preventive actions for occupational safety incidents is established, with the goal of gradually achieving the Yu De Technology safety policy target of "zero accidents, zero injuries" for employees and contractors year by year.
Every year, third-party or internal dedicated personnel are arranged to conduct ISO 45001 system audits. Through systematic audit and inspection procedures, the effective operation of the management system is ensured and continuous improvement is promoted. The audit content covers aspects such as occupational health and safety policies, risk assessment, regulatory compliance, implementation plans, and follow-up actions, in order to ensure that the company comprehensively complies with regulations and management requirements.
Product Safety:
All of products comply with the EU RoHs regulations, and the company has purchased product 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 9, 2026 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. | No significant deviation |
| 3. Environmental Issues (1) Does the company | ✓ | The Company has certified to:
1. Environment Management System (ISO 14001) 2015 | No significant deviation |
establish proper environmental management systems based on the characteristics of their industries?
(2) Does the company endeavor to utilize all resources more efficiently and use renewable materials which have low impact on the environment?
(3) Does the company evaluate the potential risks and opportunities in climate change with regard to the present and future of its business, and take appropriate action to counter climate change issues?
(4) Does the company take inventory of its greenhouse gas emissions, water consumption, and total weight of waste in the last two years, and implement policies on energy efficiency and carbon dioxide reduction, greenhouse gas reduction, water reduction, or waste management?
(2025/2/23-2028/2/23)
- ISO 45001:2018 occupational health and safety management system certification (2025/2/23-2028/2/23)
- Introduced Green Partner management procedure, obtained Sony's GP certification
The company actively promotes various energy reduction measures, adopts secondary material recycling and reuse, reduces energy consumption of enterprises and products, and implements energy-saving policies to optimize energy use efficiency. The target for 2025 is to reduce the electricity usage by $2\%$ from 14,087,661 kilowatt hours in the base year of 2021. This year's new electricity reduction is 11,676,400 kilowatt hours $(17\%)$ . The plan goal has been achieved. In the future, the target for 2026 is to reduce the electricity usage from the base year of 2021. Reduce volume by $3\%$ annually and implement energy-saving policies. For the company's assessment of climate change-related risks and opportunities and the corresponding response measures, please refer to (7) Other important information that can enhance understanding of the company's governance operations, item 8.
The following information has not been verified by third-party agencies.
Greenhouse gases:
| Item | 2021 | 2024 | 2025 |
|---|---|---|---|
| Category 1 | 95,329 | 56,799 | 108,076 |
| Category 2 | 7,072,006 | 6,077,852 | 5,534,614 |
| Category 3 | - | 1,483,005 | 1,340,212 |
| total emissions (kgCO2e) | 7,167,335 | 7,617,656 | 6,982,902 |
| density (Metric tons of CO2/million yuan) | - | 16.9361 | 19.0245 |
| Data coverage | the company itself ny | the company itself ny | the company itself ny |
Total emissions decreased by $8\%$ ; the diesel usage density in 2024 was 8,530 liters (2022), and the diesel consumption in 2024 was 8,136 liters, a decrease of $1\%$ . The target is to reduce it by $1\%$ annually, with electricity being the main energy consumption. Through measures such as replacing LED lights and upgrading energy-saving equipment, emission reductions will continue to be promoted, aiming to achieve an average emission growth rate of no more than $5\%$ by 2026.
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 |
|---|---|---|---|
| 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 | 26 thousand yuan |
| Save electricity 17,427 degree | |||
| 2025 | 1. Replacing T9 fluorescent tubes with T8 LED tube 2. 40W LED flat panel lights | Save electricity 14,002 degree | 10 thousand yuan |
| Water resources management: 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 2025. 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 | 2024 |
| Water consumption (ton/year) | 32,378 |
| Density (ton/million yuan) | 71.99 |
| Our company's goal is to reduce total consumption by 1% each year starting from 2021; the target is to save 3% of total consumption in 2026 compared to 2021. This information covers our company. Waste management: 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 2026 to achieve a 1% annual reduction in waste volume. 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 2026 to achieve a 1% annual reduction in waste volume. | |
| Item | 2024 |
| Total Weight of Hazardous Waste | 146 |
| Total Weight of Non-Hazardous Waste | 50 |
| Total Weight of Waste | 196 |
| Weight of recycle & reuse (ton) | 5 |
| Percentage of recycle & reuse in relation to total weight (%) | 3% |
| density (Metric tons of CO2/million yuan) | 0.4357 |
| Data coverage | the company itself ny |
| The total weight of 199 tons in 2024 is 48 tons less than the total weight of 247 tons in 2021, with a density of 0.5421 tons per million dollars. The total weight of 196 tons in 2024 is 51 tons less than in 2021, with a density of 0.4357 tons per million dollars. With a target of reducing total weight by 1% per year from 2021. | |
| 4. Social Issues: (1) Does the company formulate appropriate management policies and procedures according to relevant regulations and the International Bill of Human Rights? | ✓ |
| human rights policy | specific plan |
| Physical and | Regular employee health examinations are |
| (2) Does the company have reasonable employee benefit measures (including salaries, leave, and other benefits), and do business performance or results reflect on employee salaries? (3) Does the company provide a healthy and safe working environment and organize training on health and safety for its employees on a regular basis? | ✓ | mental health and work balance | conducted every two years, and physical and mental balance courses are held quarterly. | No significant deviation | |
|---|---|---|---|---|---|
| equal appointment | Formulate procedures and methods for recruitment, appointment, assessment and promotion, etc., and make operations public and prohibit discrimination. | ||||
| working hours policy | Through the working hours supervision mechanism, ensure that employees' working hours are within the scope of the law | ||||
| Ban child labor | Ensure through employment verification that the company has never employed child labor | ||||
| Smooth communication channels between labor and management | Employees make suggestions to the company through labor-management meetings and e-mails, and raise issues through the grievance system | ||||
| For various welfare policies of the company, please refer to Wu. Operation Overview\IV. Labor Relations; if the company has profits, it will regularly evaluate the performance of employees according to the management of each functional unit and personnel, and effectively link the organizational goals and employee remuneration distribution based on the evaluation results. | |||||
| (4) Does the company provide its employees | ✓ | In terms of employee working environment and safety:1. The company has passed the ISO 45001(2025/2/23~2030/2/23): 2018 occupational safety and health management system verification and is evaluated by an external unit once a year to ensure that safety and health operations meet the continuous improvement requirements of the management system.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 2025.3. 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 2025, 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 2025.6. In 2025, 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 2025.9. 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 2025. | No significant deviation |
| with career development and training sessions? | physical and mental health. Staff is encouraged to take continuous 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. Management system: The company complies with the laws and regulations of patent law, trademark law, copyright law, trade secret law, and the Agreement on Trade-Related Aspects of Intellectual Property Rights (TRIPS) as a way to protect customers' intellectual property rights and privacy rights. Fans prepare and sign confidentiality contract-related documents with customers, which also serve as the company's guidelines for formulating systems. 1. Data protection: In accordance with Article 8 of the "Guidelines for Establishing Internal Control Systems for Publicly Offered Companies" and the relevant provisions of the "Personal Data Protection Act" and "Personal Data Protection Act Enforcement Rules", this is the 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-Related 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, etc. Customer service staff maintain a fair attitude Handle complaints immediately and respect and protect consumers' privacy rights. 1. The company formulates supplier evaluation and assessment operation methods based on the supplier's operating conditions, technical capabilities, quality and occupational safety and health capabilities, restricted substance management capabilities, etc. to ensure that suppliers comply with the provisions of the regulations. 2. Develop an environmental protection agreement guarantee letter that clearly stipulates that the products and parts we hold do not contain toxic substances, such as polychlorinated biphenyls, polychlorinated naphthalenes... and other carcinogens. And it must comply with the heavy metal content limit requirements stipulated 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. 4.Our company's 2025 annual partner suppliers fully meet 100% of the evaluation criteria (such as system certification and ESG risk management measures). | No significant deviation | |
|---|---|---|---|
| (5) Do the company's products and services comply with relevant laws and international standards in relation to customer health and safety, customer privacy, and marketing and labeling of products and services, and are relevant consumer protection and grievance procedure policies implemented? | ✓ | ||
| (6) Does the company implement supplier management policies, requiring suppliers to observe relevant regulations on environmental protection, occupational health and safety, or labor and human rights? If so, describe the results. | ✓ | No significant deviation | |
| 5.Does the company 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 | ✓ | The 2024 Sustainability Report has been prepared, but assurance from a third-party verification body has not been obtained. | No |
2.3.6 Fulfillment of Ethical Corporate Management and Deviations from the "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies"
| Evaluation Item | Implementation Status | Deviations from the "Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies" and Remarks | ||
|---|---|---|---|---|
| Y | N | Abstract Illustration | ||
| 1. Establishment of ethical corporate management policies and programs(1) Does the company have a Board-approved ethical corporate management policy and stated in its regulations and external correspondence the ethical corporate management policy and practices, as well as the active commitment of the Board of Directors and management towards enforcement of such policy?(2) Does the company have mechanisms in place to assess the risk of unethical conduct, and perform regular analysis and assessment of business activities with higher risk of unethical conduct within the scope of business? Does the company implement programs to prevent unethical conduct based on the above and ensure the programs cover at least the matters described in Paragraph 2, Article 7 of the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies?(3) Does the company provide clear operating procedures, code of conduct, disciplinary actions, and appeal procedures in the programs against unethical conduct? Does the company enforce the programs above effectively and perform regular reviews and amendments?2. Fulfill Operations Integrity Policy(1) Does the company evaluate business partners' ethical records and include ethics-related clauses in business contracts?(2) Does the company have a unit responsible for ethical corporate management on a full-time basis under the Board of Directors which reports the ethical corporate management policy and programs against unethical conduct regularly (at least once a year) to the Board of Directors while overseeing such operations? | ✓ | The Board of Directors passed the Company's "Ethical Corporate Management Best-Practice Principles" and "Procedures for Ethical Management and Guidelines" on April 24, 2016. The Principles and Guidelines are disclosed on the Company's website. The board members and managerial officers uphold the philosophy of ethical operation. The implementation status of the ethical practices has been reported in board meeting on March 9, 2026. All board members (6 people) and managers (5 people) have signed a statement of integrity and compliance in business operations. As stated in "Procedures for Ethical Management and Guidelines", bribery, offer and receive improper benefits, offer or agree influence peddling, offer illegal political donations, unfair competition practices, improper charity donation or sponsor are strictly prohibited. The Company has formulated prevention measures including educate new staff in orientation training and increase anti-corruption awareness to existing staff from time to time.The regulations on operation procedures, code of conduct, disciplinary actions, and appeal procedures are illustrated in "Procedures for Ethical Management and Guidelines". The implementation status was reported in board meeting on March 9, 2026.The Company has formulated "Suppliers Management and Assessment Methods" and "Resell of Raw Materials Management Methods". Responsibilities and obligations of the Company and the business partners are stated in details in the contracts.The Administration Department is appointed to implement the operations integrity policy and reported the implementation status in board meeting on March 9, 2026.(at least once a year) - Implementation situation in the year 2025:1.Education and training, and compliance promotion:On 115/12/19, education and training was arranged. Main course content included: major information processing, prevention of insider trading, sexual harassment prevention, prevention of illegal acts in duties, compliance with laws and regulations, personal data protection, corporate social responsibility policies, etc. The number of participants was 45, totaling 45 hours.2. All board members (6 people) and managers (5 | Satisfied |
| Evaluation Item | Implementation Status | Dorsalume Severity "Integral Corporate Management Real-Product Principles for TWSE/CITER's total Companies" and Statistics | ||
|---|---|---|---|---|
| Y | N | Abstract Illustration | ||
| (3) Does the company establish policies to prevent conflicts of interest and provide appropriate communication channels, and implement it? | ✓ | people) have signed the Statement of Integrity Management Compliance.3. Reviewed the "Code of Integrity Management" and "Integrity Management Operational Procedures and Behavior Guidelines," regularly conducted education and training promotion, and reviewed the whistleblowing system.4. No whistleblowing cases were accepted in the year 2025. | Satisfied | |
| (4) Does the company have effective accounting and internal control systems in place to implement ethical corporate management? Does the internal audit unit follow the results of unethical conduct risk assessments and devise audit plans to audit the systems accordingly to prevent unethical conduct, or hire outside accountants to perform the audits? | ✓ | Excepting reporting to their direct department heads, staff could report directly to General Manager's Office. Board members would withdraw from the seats should there be any conflict-of-interest issues or motions raised in the board meeting. | Satisfied | |
| (5) Does the company regularly hold internal and external educational trainings on operational integrity? | ✓ | The Company has formulated effective systems for accounting system and internal control system. Internal auditors would perform regular inspections to review the internal control system to ensure the system is fully functional. Should there be any special events, the internal auditors are responsible to carry out investigation. | Satisfied | |
| 3. Operation of the Integrity Channel(1) Does the company establish both a reward/punishment system and an integrity hotline? Can the accused be reached by an appropriate person for follow-up? | ✓ | Operational integrity is a subject in the orientation training. The Company also holds educational programs from time to time to raise the awareness of it. And include courses related to integrity management in each year's training plan.A "reporting system" and "code of integrity management" have been established for compliance. The company and internal and external websites have complaint channels.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) | Satisfied | |
| (2) Does the company have in place standard operating procedures for investigating accusation cases, as well as follow-up actions and relevant post-investigation confidentiality measures? | ✓ | Article 5 of the "Reportation System" has been formulated, and the reporting process operation is to accept the reporting case and the general manager or the senior manager designated by him will directly 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 2024, no whistleblowing has occurred.Articles 6 and 7 of the "Whistleblowing System" 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 | Satisfied | |
| (3) Does the company provide proper whistleblower protection? | ✓ | |||
| 4.Strengthening information disclosure Does the company disclose its ethical corporate management policies and the results of its implementation on the company's website and MOPS? | ✓ | The Company has disclosed information such as organizational culture, operation direction etc. on its website. The Company has also dedicated departments to handle information collection and disclosure. | Satisfied |
28
| Evaluation Item | Implementation Status | Dorsalume Averrity “Illegal Corporate Management Best Practice Principles for TWSE/UTPEX Listed Companies” and Business | ||
|---|---|---|---|---|
| Y | N | Abstract Illustration | ||
| 5. 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 | ||||
| 6. 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:
- Head of Internal Audit Wu, Bao Xiu: In 2025, participating in the Taiwan Internal Audit Association's courses on 'Greenwashing and Legal Liability Analysis of False Sustainability Reports,' 'Analysis of Illegal Cases by Audit/Finance Personnel and Countermeasures,' and 'What Internal Auditors Must Know About Generative AI and AI Data Protection,' totaling 18 hours of courses.
- Head of Accounting Lai, Shu Ping: Completed 12 training hours of "Continuous Education Course for Accounting Managers of Publisher Securities Firms".
- Deputy Representative of Accounting Chen, Min Chi: Completed 12 training hours of "Continuous Education Course for Accounting Managers of Publisher Securities Firms".
- Corporate Governance Officer Lai, Shu Ping: participated in $\lceil$ Trump 2.0 Overturns the Global Economic Order - Impacts and Ways to Respond $\rfloor$ , $\lceil$ AI Development and Cybersecurity Risks $\rfloor$ , $\lceil$ Continuing training courses for accounting supervisors of issuers, securities companies and stock exchanges $\rfloor$ completed 18 training hours.
- Continuous Education of Directors: The appointed Securities and Futures Institution to organize the course.
Date: Sep 9,2025
Contents:
(1) Trump 2.0 Overturns the Global Economic Order - Impacts and Ways to Respond (3 hours)
(2) AI Development and Cybersecurity Risks (3 hours)
Number of Personnel Attended:6
Independent Director: Chien,Ching-Wen, Kuo,Chung-Chien, Lu,P0-Neng
Director: Yang, Wei-Fen, Pan, Yen-Min, Chiang,Ming-Hsien
Director Kuo,Chung-Chien 2025/5/16 2025 Annual Insider Trading Prevention Awareness Seminar (3 hours) $\cdot$ 2025/7/31 2025 Taiwan Capital Market Summit (3 hours) $\cdot$ 2025/10/30
External influence diversifies management, creating positive value for enterprises (3 hours)
Directo Chien,Ching-Wen 2025/8/22 2025 Internal Insider Share Transactions Legal Compliance Promotion Seminar (3 hours)
Directo Pan, Yen-Min 2025/12/18 How directors and supervisors oversee the company in establishing and promoting a comprehensive risk management system (3 hours)
Director Chen,Chien-Chuan 2025/6/16 Establish Internal Control System Handling Guidelines (6 hours)
- Independent Evaluation Standards for CPA (Audit Committee and Board of Directors Evaluation Standards March 11, 2025)
| Evaluation Item | Result | Independent Status |
|---|---|---|
| 1. Obtained Independence Declaration and Audit Quality Indicators (AQIs) | Satisfied | Satisfied |
| 2. The CPA shall not be entering into a contingent fee arrangement relating to an audit engagement. | Satisfied | Satisfied |
| 3. The CPA and the team members shall not be serving or served in the most recent two years as director, managerial officers or any position that could have significant influence on the audit works. | Satisfied | Satisfied |
| 4. The CPA shall not provide any non-auditing services to the Company that might have direct influence on the auditing works, | Satisfied | Satisfied |
| 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 mediate disputes with a third party. | Satisfied | Satisfied |
| 7. Whether the CPA is a family member (spouse, immediate family, immediate | Satisfied | Satisfied |
- Stakeholder Relations:
| Stakeholder | Items | Communication Channels | Implementation Status |
|---|---|---|---|
| Government and Competent Authorities | 1. Compliance2. Corporate governance3. Public relations with competent authorities | Participate in government's seminars, talks.Site visit of competent authoritiesGovernment questionnairesEstablish 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 performance2. Corporate governance3. Participation of shareholders4. Operation performance | MOPS: Significant messages, financial and commercial informationReport and answer questions in shareholders' meetingsSpokesperson system to answer enquiriesInvestor Relations sector on the Company's websiteHold shareholder conferenceContact: Spokesperson [email protected] | Hold shareholders' meetings regularly to report business performance and the Company's development (2025/6/17)Announce information through Spokesperson Disclose significant financial information on the Company's website and MOPS.Hold shareholder conference (2025/12/2) |
| Employees | 1. Staff welfare2. Staff benefits3. Employer-Employee Relationships | Orientation training and care for newcomers.Hold employer-employee relationship meeting quarterStaff discussion zone on the Company's websiteOmbudsman email inbox for complaint of maladministrationContact: Ms Fan Jiang [email protected] | 4 employer-employee meetings every year, provides unobstacle channels for communication.The Company has not received any complaints as of the end of fiscal year 2025 |
| Clients | 1. Cyber security2. Product quality | Site visits by clientsCommercial meetingsStakeholder Relations on the Company's websiteContact: Ms. Karen Fan [email protected] | Business department holds regular meetings to discuss the issues. |
| Suppliers | 1. Supplier management2. Sustainability development | Site visit to the suppliers' factoriesStakeholder Relations on the Company's websiteContact: Ms. He [email protected] | Cooperate with suppliers in order to create a mutual-benefit business development. |
| Others (Banks, Media etc.) | 1. Financial performance2. Business | 1. Regular visit2. Telephone communicationContact: Spokesperson | Visit the partner banks regularly for inquiries. |
development [email protected]
- Implementation status of Climate-related information
| Item | Implementation Status |
|---|---|
| 1. Describe the supervision and governance of climate-related risks and opportunities by the Board of Directors and management. | The company has not yet discussed or managed climate change risks with the Board of Directors. However, the management of the company upholds the belief in the co-prosperity of corporate growth 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 and opportunities affect the business, strategy, and finances of the enterprise (short-term, medium-term, long-term). | The company is actively developing solutions, hoping to reduce the operational and financial impacts of climate change and improve organizational climate resilience. And define the short term as within 3 years, the medium term as 3 to 5 years, and the long term as more 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 Categories and Opportunities | |
| risk | Transition risk |
| 2. Insufficient response to climate action leads to a decline in brand reputation | Net zero emissions trends |
| Chance | Chance |
| 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/Oppportunity | Financial impact -/+ |
| R : Total greenhouse gas control and carbon tax and carbon fee | |
| R : New renewable energy laws and regulations | - : Paying carbon fees increases operating costs |
| - : Renewable energy power voucher procurement, increased operating costs | |
| - : Violations of regulatory requirements require payment of fines, resulting in increased operating costs. | 1. Strengthen green R&D and innovation |
| 2. Improve energy efficiency and invest in green energy equipment | |
| O : Research and | + : Increase the sales ratio of low-carbon |
| development of new low-carbon products and services | products to increase revenue | footprint and reconfigure product ingredients 2. Research and innovation of green products | |
|---|---|---|---|
| O: Improve resource usage efficiency | +: Lower electricity costs | 1. Use renewable energy 2. Waste recycling 3. Purchase energy-saving equipment | |
| 3. Describe the financial impact of extreme weather events and transition actions. | Due to climate change, extreme weather events have increased. Currently, there have been no instances of flooding in factory areas caused by heavy rain/typhoon precipitation, resulting in relatively low impact on company processes and operations. | ||
| 4. Describe how the process of identifying, assessing, and managing climate risks is integrated into the overall risk management system. | Through existing departmental organizations or units responsible for risk duties, risk management is carried out for their respective operational scopes. Sound internal management methods and 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 assess resilience to climate change risks, it should explain the scenarios, parameters, assumptions, analysis factors, and major financial impacts use. | Scenario analysis is a strategic planning tool used to assess possible future scenarios and understand their impact on the organization. The company has not yet used scenario analysis for assessment, but is carefully evaluating the use of this tool to enhance resilience to climate change risks. | ||
| 5. If there is a transformation plan to manage climate-related risks, please explain the content of the plan, as well as the indicators and objectives used to identify and manage physical and transitional risks. | Actively promoting carbon neutrality to mitigate climate change, advocating for each plant to gradually achieve net-zero emissions by 2050, and setting climate-related targets. This includes reducing greenhouse gas emissions by 10% by 2030, increasing the proportion of renewable energy in electricity generation annually, and achieving a 1% water recycling rate for the entire plant. | ||
| 5. If internal carbon pricing is used as a planning tool, please explain the basis for price determination. | Internal carbon pricing was not utilized in 2025. | ||
| 6. If climate-related goals are set, please provide information on the activities covered, scope of greenhouse gas emissions, planning timeline, annual progress towards achievement, etc. If carbon offsets or Renewable Energy Certificates (RECs) are used to achieve these goals, please explain the source and quantity of the carbon offsets or RECs exchanged. | Activities related to climate goals: ☐Scope 1: Reduction of process emissions, reduction of process exhaust gases ☐Scope 2: Improve energy efficiency, zero-carbon energy Net zero emission pathway for 2021~2050 By 2030: Renewable energy for electricity consumption By 2050: Net zero emission Greenhouse gas emissions in 2025 were approximately 5,642,690 (Scope 1& Scope 2)metric tons of CO2 equivalent, representing a 21% decrease compared to 2021. | ||
| 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 | 2021 (base year) | 2024 | 2025 |
| Scope 1 | 95,329 | 56,799 | 108,076 |
| Scope 2 | 7,072,006 | 6,077,852 | 5,534,614 |
| Scope 3 | 1,483,005 | 1,340,212 | |
| Total emission (KgCO2e) | 7,167,335 | 7,617,656 | 6,982,902 |
| Intensity (metric tons CO2e/million yuan) | 13.6326 | 15.3751 | |
| Data coverage | the company itself | the company itself | the company itself |
| (2)Greenhouse gas confirmation information : 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 2024, the total amount of 5,642,686KgCO2e has been reduced by 1,524,649KgCO2e, which has reached the standard.
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 $\rightarrow$ Corporate Governance $\rightarrow$ 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
Appendix 1:
| Meeting Date & Period | Content and Follow Up | Items Stated in Securities and Exchange Act 14-3 | Independent Director Held Adverse or Reserved Opinion | No. of Independent Director Attended | Resolution |
|---|---|---|---|---|---|
| 2025/1/17 5th Meeting of 11 Session | Business plan 2024 | V | None | 3 | Passed unanimously (some directors and managerial officers withdrew from their seats during the voting of the items that had conflict of interest). |
| Motion to making of a guarantee / endorsement for Dollars Cultural & CreativeCo., Ltd., a subsidiary of the Company | |||||
| Transport expenses 2025 | |||||
| Remuneration of directors and managerial officers 2025 and year-end bonus for managerial officers 2024 | |||||
| 2025/3/11 6th Meeting of 11 Session | Business reports and financial statements 2024 | V | None | 3 | Passed unanimously (the CPA withdrew from their seats during the voting of the items that had conflict of interest). |
| Compensation distribution for directors and employees 2024 | |||||
| Earnings distribution 2024 | |||||
| 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 Dollars Cultural & CreativeCo., Ltd., a subsidiary of the Company | |||||
| Adoption of the effectiveness assessment of the company's internal control system for the fiscal year 2024 and the internal control system statement. | |||||
| Proposal to Revise the Company's Internal Control System for the Payroll Cycle and Define the Scope of the Company's Entry-Level Employees | |||||
| Amendment of Certain Articles of the Company's "Articles of Incorporation" | |||||
| Matters Related to Convening the 2025 Annual General Meeting of Shareholders and Proposed Resolutions | |||||
| 2025/5/7 7th Meeting of 11 Session | Motion to pass the first quarter financial reports 2025. | V | None | 3 | Passed unanimously |
| Assessment of the independence and suitability of the company's accountants. | |||||
| Endorsement case for the subsidiary company Ikari Coffee Co., Ltd. in the name of the company | |||||
| Amendment of Certain Articles of the Company's "Procedures for the Acquisition or Disposal of Assets" of the Company | |||||
| Through the transfer of investment in subsidiary Ricare Corporation | |||||
| Review of shareholder proposals in accordance with Article 172-1 of the Company Act | |||||
| Addition of Announcement: The Company's 2025 General Meeting of Shareholders Calling Matters Case |
| 2025/8/11
8th Meeting of 11th Session | Motion to pass the second quarter financial reports 2025 | V | None | 3 | Passed unanimously (some directors and managerial officers withdrew from their seats during the voting of the items that had conflict of interest). |
| --- | --- | --- | --- | --- | --- |
| | Motion to approve financing from a finance institution. | | | | |
| | Case of Authorized Disposal of Real Estate | | | | |
| | Distribution of remuneration for directors 2024. | | | | |
| | Distribution of compensation for the managerial officers 2024. | | | | |
| | Submission of the Company's '2024 Sustainability Report' Proposal | | | | |
| 2025/11/10
9th Meeting of 11th Session | Motion to pass the third quarter financial reports 2025. | V | None | 3 | Passed unanimously |
| | Motion to approve financing from a finance institution. | | | | |
| | Amend Provisions Related to the Management of Sustainability Information in the “Internal Control System” and the “Implementation Rules for Internal Audit.” | | | | |
| | Formulate internal audit plan for 2026 | | | | |
| 2026/1/26
10th Meeting of 11th Session | Business plan 2026 | V | None | 3 | Passed unanimously (some directors and managerial officers withdrew from their seats during the voting of the items that had conflict of interest). |
| | Motion to approve financing from a finance institution. | | | | |
| | Plan to endorse and guarantee on behalf of the company for a subsidiary. | | | | |
| | Proposal to revise the relevant 'Internal Control System' and 'Internal Audit Implementation Rules' for the payroll cycle. | | | | |
| | The salary remuneration of the company's chairman and managers in 2026 and the payment of year-end performance bonuses in 2025 | | | | |
| | Definition of the Scope of Entry-Level Employees for the Company in 2026 | | | | |
| 2026/3/6
11th Meeting of 11th Session | Distribution of remuneration to directors and compensation to employees 2025 | V | None | 3 | Passed unanimously (the CPA withdrew from their seats during the voting of the items that had conflict of interest). |
| | Business report and financial statements 2025 | | | | |
| | Earnings distribution 2025 | | | | |
| | CPA independent status and adequacy evaluation | | | | |
| | Motion to making of guarantees / endorsements for Dollars Cultural & CreativeCo., Ltd., a subsidiary of the Company. | | | | |
| | Motion to pass the effectiveness of the internal control examination and the declaration of the internal control for 2025 | | | | |
| | Convening the year 2026 Annual General Meeting of Shareholders and Matters Related to Proposals. | | | | |
- Major Resolutions of Shareholder's Meeting
(1) Passed the financial statements 2024
(2) Passed the earnings distribution 2024
Implementation Status: Base Date was 2025/8/20. The distribution had been done on 2025/9/12 (NT$0.5 per share)
(3) Amendment of Certain Articles of the Company's "Articles of Incorporation: Implementation Status: Announced on the company website.
(4) Amendment of Certain Articles of the Company's "Acquisition or Disposal of Assets Procedure"
Implementation Status: Announced on the company website.
2.3.10 Where, during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report, a director or supervisor has expressed a dissenting opinion with respect to a material resolution passed by the board of directors, and said dissenting opinion has been recorded or prepared as a written declaration, disclose the
principal content thereof: None
2.4. Information Regarding the Company's Audit Fee
2.4.1 The Company shall disclose the amounts of the audit fees and non-audit fees paid to the attesting CPAs and to the accounting firm to which they belong and to any affiliated enterprises as well as the details of non-audit services:
Audit Fees and Non-Audit Fees Paid
Unit: NT$ Thousands
| Accounting Firm | Name of CPA | Period Covered by CPA’s Audit | Audit Fee | Non-Audit Fee | Total | Remarks |
|---|---|---|---|---|---|---|
| Ernst & Young | Hsieh,Sheng-An | 2025/1/1 | ||||
| ~2025/12/31 | 2,760 | 480 | 3,240 | Non-audit fee was NT380 thousands for tax stamp, NT$70 thousands for annual report reviews and NT30 thousands for remuneration information inspection | ||
| Chiu,Wan Ju |
2.4.2 When 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
2.4.3 When 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: None
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
| Name | Current Shareholding | Share Held by Spouse / Minors | Share Held by Nominee Arrangement | Name and Relationships Between the Company's Top Ten Shareholders, or Spouses or Relatives Within Two Degrees of Kinship | Remarks | ||||
|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Name | Relationship | ||
| Ritek Corporation | 32,489,319 | 20.96 | — | — | — | — | AimCore Technology RiTdisplay Corporation ProRit Corporation Zhong Yuan International Start-Up Investment Co., Ltd. | Investments Accounted for Using Equity Method | None |
| Representative: Yeh, Chwei-Jing | 769,346 | 0.50 | 100,000 | 0.06 | — | — | Yang,Wei-Fen | Married Couple | None |
| AimCore Technology | 12,862,812 | 6.30 | — | — | — | — | Ritek Corporation RiTdisplay Corporation ProRit Corporation Zhong Yuan International Start-Up Investment Co., Ltd. | Parent Company Associate Company Associate Company Associate Company | None |
| Representative: Yeh, Chwei-Jing | 769,346 | 0.50 | 100,000 | 0.06 | — | — | Yang,Wei-Fen | Married Couple | None |
| ProRit Corporation | 3,778,343 | 2.44 | — | — | — | — | Ritek Corporation RiTdisplay Corporation AimCore Technology Zhong Yuan International Start-Up Investment Co., Ltd. | Parent Company Associate Company Associate Company Associate Company | None |
| Representative: Yang,Wei-Fen | 100,000 | 0.06 | 769,346 | 0.50 | — | — | Yeh, Chwei-Jing | Married Couple | — |
| RiTdisplay Corporation | 3,935,000 | 2.54 | — | — | — | — | Ritek Corporation AimCore Technology ProRit Corporation Zhong Yuan International Start-Up Investment Co., Ltd. | Parent Company Associate Company Associate Company Associate Company | None |
| Representative: Yeh, Chwei-Jing | 769,346 | 0.50 | 100,000 | 0.06 | — | — | Yang,Wei-Fen | Married Couple | None |
| Zhong Yuan International Start-Up Investment Co., Ltd. | 3,778,343 | 2.44 | — | — | — | — | Ritek Corporation RiTdisplay Corporation | Parent Company Associate Company | None |
| Name | Current Shareholding | Share Held by Spouse / Minors | Share Held by Nominee Arrangement | Name and Relationships Between the Company’s Top Ten Shareholders, or Spouses or Relatives Within Two Degrees of Kinship | Remarks | ||||
|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Name | Relationship | ||
| Representative: Yeh, Chwei-Jing | AimCore Technology ProRit Corporation | Associate Company Associate Company | |||||||
| 769,346 | 0.50 | 100,000 | 0.06 | — | — | Yang,Wei-Fen | Married Couple | None | |
| Yuanta Commercial Bank entrusted to custody the investment account of Noriyuki Araki. | 3,600,000 | 2.32 | — | — | — | — | Yuanta Commercial Bank entrusted to custody the investment account of Tomoko Araki. Yuanta Commercial Bank entrusted to custody the investment account of Mashiyama Hisaka | Mother-Child | |
| Siblings | None | ||||||||
| AI Investments Limited | |||||||||
| Representative: Tomoko Araki | 2,000,000 | 1.29 | — | — | — | — | Yuanta Commercial Bank entrusted to custody the investment account of Tomoko Araki. | Person in charge | None |
| 1,600,000 | 1.03 | — | — | — | — | ||||
| Yuanta Commercial Bank entrusted to custody the investment account of Mashiyama Hisaka | 1,800,000 | 1.16 | — | — | — | — | Yuanta Commercial Bank entrusted to custody the investment account of Tomoko Araki. Yuanta Commercial Bank entrusted to custody the investment account of Noriyuki Araki. | Mother-Child | |
| Siblings | None | ||||||||
| Yuanta Commercial Bank entrusted to custody the investmen account of Tomoko Araki. | 1,600,000 | 1.03 | — | — | — | — | Yuanta Commercial Bank entrusted to custody the investment account of Noriyuki Araki. Yuanta Commercial Bank entrusted to custody the investment account of Mashiyama Hisaka | Mother-Child | None |
| SIE,MING-KUN | 1,375,000 | 0.89% | — | — | — | — | None | None | None |
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, 2026
| Investee Enterprise (Note) | Investment by the Company | Investment by the Directors, Supervisors, Managerial Officers and Directly or Indirectly Controlled Entities of the Company | Total Investment | |||
|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | |
| Dollars Cultural & Creative Co., Ltd. | 27,828,357 | 100.00% | 0 | 0% | 27,828,357 | 100.00% |
| 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 | 4,885,545 | 4.70% | 30,953,908 | 29.75 | 35,839,453 | 34.45 |
| Ricare Corporation | 32,112,279 | 92.34% | 2,663,761 | 7.66% | 34,776,040 | 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% | 32,999,880 | 100.00% | 32,999,880 | 100.00% |
| Hou Cheng Photoelectricity Co., Ltd. | 0 | 0% | 1,000,000 | 100.00% | 1,000,000 | 100.00% |
| 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., Ltd. | 0 | 0% | 800,000 | 20.00% | 800,000 | 20.00% |
| Bircle International Trading Limited | 0 | 0% | - | 100.00% | - | 100.00% |
| Ink Design Space Co., Ltd. | 0 | 0% | 810,250 | 25.00% | 810,250 | 25.00% |
| 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% | 4,440 | 100.00% | 4,440 | 100.00% |
| Shu mi co., Ltd | 0 | 0% | - | 100.00% | - | 100.00% |
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$
| Year/Month | Par Value | Authorized Capital | Paid-in Capital | Remarks | ||||
|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Source of Capital | Capital Increased by Assets Other Than Cash | Others | ||
| 2015.07 | 10 | 370,000,000 | 3,700,000,000 | 145,984,450 | 1,459,844,500 | Cash Capital Reduction 60,826,860 | None | 2015.5.31 |
| Jing-Shou-Shang | ||||||||
| No.10601108570 | ||||||||
| 2024.02 | 10 | 370,000,000 | 3,700,000,000 | 154,984,450 | 1,549,844,500 | share exchange 9,000,000 | None | 2024.2.29 |
| Jing-Shou-Shang | ||||||||
| No. 11330021220 |
As of April 19, 2026 Unit: Share
| Type of Stock | Authorized Capital | Remarks | |||
|---|---|---|---|---|---|
| Issued Shares | Un-issued Shares | Total | |||
| Common Stock | 154,984,450 | 215,015,550 | 370,000,000 | Listed company stocks |
Information for Shelf Registration
| Securities Type | Preparing to Issue Amount | Issued Amount | Purpose and Effect for Issued Shares | Issue Period for Unissued Shares | Remarks | ||
|---|---|---|---|---|---|---|---|
| Total Shares | Authorized Amount (NT$ thousands) | Shares | Price | ||||
| None | — | — | — | — | — | — | — |
3.1.2 List of Major Shareholders
List of Major Shareholders
| Name | Shares Held | Percentage |
|---|---|---|
| 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 account of Noriyuki Araki | 3,600,000 | 2.32% |
| AI Investments Limited | 2,000,000 | 1.29% |
| Yuanta Commercial Bank entrusted to custody the investment account of Mashiyama Hisaka | 1,800,000 | 1.16% |
| Yuanta Commercial Bank entrusted to custody the investment account of Tomoko Araki | 1,600,000 | 1.03% |
| SIE,MING-KUN | 1,375,000 | 0.89% |
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$0.25 per share. Total Amount: NT$38,746,113
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$198,065, Compensation to employees: NT$198,065. 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$2,719,645, Employees: NT$2,719,645, 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:None
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 -
Business proportion : in year 2025
(1) Disc product services : approximately 29%
(2) Other products : approximately 71% -
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
40
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 multiple 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 plans for power plant development and construction.
B. The company actively responds to public sector tender announcements to compete for the development of new power plants.
C. 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 :
| 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 |
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.

(2) Cultural and Creative&Catering Industry :
At present, the upper, middle and lower reaches of the company's operation :

(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.

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 :
According to statistics from the Ministry of Finance, in 2023, the total number of cultural and creative industry enterprises in Taiwan was 73,496, representing a $5.55\%$ increase compared to the total number in 2022, reflecting significant growth across various industries. In addition, the overall revenue of the cultural and creative industry in 2023 reached NT$1,128.137 billion, compared to NT$1,090.515 billion in 2022, marking a growth of $3.45\%$ .
Annual Revenue of the Cultural and Creative Industries
Unit: stores, NT$One million yuan
| Industry | 2018 冬 | 2019 冬 | 2020 冬 | 2021 冬 | 2022 冬 | 2023 冬 | |
|---|---|---|---|---|---|---|---|
| Visual arts | 6,397 | 7,056 | 7,137 | 8,722 | 9,790 | 10,745 | |
| Music and performance arts | 23,242 | 23,177 | 20,650 | 20,194 | 29,527 | 35,117 | |
| Cultural assets and venues | 6,423 | 6,611 | 4,919 | 3,885 | 5,203 | 6,803 | |
| Crafts | 78,372 | 74,642 | 86,483 | 67,956 | 88,102 | 93,874 | |
| Film | 30,307 | 29,779 | 21,133 | 22,125 | 28,841 | 32,253 | |
| Broadcasting (radio and television) | 182,562 | 192,833 | 207,888 | 236,508 | 270,929 | 276,034 | |
| Publishing | 100,986 | 105,584 | 99,291 | 100,733 | 103,216 | 106,100 | |
| Advertising and marketing | 32,984 | 35,492 | 33,439 | 27,768 | 34,259 | 39,793 | |
| Other | 418,544 | 437,234 | 445,522 | 476,393 | 520,648 | 528,418 | |
| Total | Revenue | 879,816 | 912,408 | 926,463 | 964,284 | 1,090,515 | 1,128,137 |
| Growth rate | 3.70% | 1.54% | 4.06% | 13.09% | 345% |
Data Source: Public Finance and Trad Statistics, Ministry of Finance
Number of businesses in the cultural and creative industries
Unit: stores, NT$One million yuan
| Industry | 2018 冬 | 2019 冬 | 2020 冬 | 2021 冬 | 2022 冬 | 2023 冬 | |
|---|---|---|---|---|---|---|---|
| Visual arts | 2,482 | 2,602 | 2,778 | 2,961 | 3,111 | 3,228 | |
| Music and performance arts | 4,547 | 4,867 | 5,219 | 5,523 | 5,855 | 6,219 | |
| Cultural assets and venues | 631 | 662 | 708 | 647 | 702 | 720 | |
| Crafts | 11,366 | 11,237 | 11,147 | 11,074 | 11,048 | 11,117 | |
| Film | 2,208 | 2,352 | 2,551 | 2,757 | 2,993 | 3,234 | |
| Broadcasting (radio and television) | 2,056 | 2,148 | 2,218 | 2,348 | 2,457 | 2,535 | |
| Publishing | 8,110 | 7,994 | 7,905 | 7,847 | 7,838 | 7,789 | |
| Advertising and marketing | 3,991 | 4,068 | 4,011 | 3,972 | 3,951 | 3,986 | |
| Other | 29,010 | 29,757 | 31,081 | 32,501 | 33,681 | 34,668 | |
| Total | Revenue | 64,401 | 65,687 | 67,618 | 69,630 | 71,636 | 73,496 |
| Growth rate | 2.00% | 2.94% | 2.98% | 2.88% | 5.55% |
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. $3.58\%$ a growth rate of $2.86\%$ in 2024, 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
Unit: NT$100,000,%
| Industry | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | |
|---|---|---|---|---|---|---|---|---|---|
| Restaurant | 617.0 | 635.3 | 605.9 | 558.4 | 672.9 | 815.2 | 838.7 | 853.3 | |
| Catering and group catering contracting industry | 44.4 | 44.7 | 36.7 | 33.7 | 39.9 | 58.2 | 65.9 | 71.6 | |
| Beverage shop | 102.8 | 107.5 | 107.4 | 106.7 | 119.4 | 128.6 | 133.1 | 142.6 | |
| total | Turnover | 764.2 | 787.4 | 750.0 | 698.8 | 832.2 | 1,001.9 | 1,037.8 | 1,067.4 |
| Growth rate | 3.04% | -4.75% | -6.82% | 19.08% | 20.39% | 3.58% | 2.86% |
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 2024, the overall installed capacity reached 21,067 MW, and by 2025, it reached 22,872 MW. The annual growth rate is $8.6\%$ . Among these, solar energy installations accounted for 14,218 MW of the total renewable energy installed capacity in 2024, increasing to 15,474 MW by 2025. The annual growth rate is $8.4\%$ . Based on this estimation, $77.4\%$ of the 20,000 MW solar installation target. 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,%
| Year | Actual | Target | |||||
|---|---|---|---|---|---|---|---|
| 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | |
| Renewable Energy Install Capacity (MW) | 7,798 | 9,566 | 11,610 | 14,132 | 17,916 | 21,052 | 27,426 |
| Annual Growth Rate % | 24.7% | 22.7% | 84.6% | 21.7% | 25.8% | 17.2% | Complete 83.4% |
| Solar Energy Install Capacity (MW) | 4,150 | 5,817 | 7,700 | 9,724 | 12,418 | 14,281 | 20,000 |
| Install Share | 53.2% | 60.8% | 65.3% | 66.8% | 69.3% | 67.8% | Complete 77.4% |
| Annual Growth Rate % | 51.5% | 40.2% | 181.2% | 25.3% | 25.7% | 15.0% |
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
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 2024 reached 4,074,000, which includes home care services, daycare services, and family caregiving. The growth rate in 2022 was 18.3%, in 2023 was 15.2% and in 2024 was 9%, 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 2024, the total number of institutions reached 4,033, an increase of 11.4% compared to 3,619 institutions in 2023. The majority of these institutions are home-based services (2,235 institutions) and community-based services (1,478 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
Unit: person
| Category | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Home services | 249,936 | 293,731 | 334,696 | 363,228 |
| Day care service | 22,959 | 29,261 | 37,562 | 42,637 |
| Home care | 1,411 | 1,550 | 1,586 | 1,574 |
| Total | 274,306 | 324,542 | 373,844 | 407,439 |
| Growth rate | 18.3% | 15.2% | 9.0% |
Source: Department of Long-term Care, Ministry of Health and Welfare
Number of long-term care service institutions in 2024
Unit: person (place)
| Category | Total | New Taipei City | Taipei City | Taoyuan City | Taichung City | Tainan City | Kaohsiung City | Other counties and cities |
|---|---|---|---|---|---|---|---|---|
| Number of home-based long-term care institutions | 2,235 | 312 | 173 | 149 | 328 | 330 | 342 | 601 |
| Total number of community service long-term care institutions | 1,478 | 127 | 88 | 85 | 179 | 153 | 176 | 670 |
| Total number of comprehensive service long-term care institutions | 198 | 22 | 6 | 19 | 40 | 17 | 21 | 73 |
| Total number of long-term care institutions with | 122 | 17 | 11 | 15 | 10 | 7 | 13 | 49 |
48
| institutional residential services | ||||||||
|---|---|---|---|---|---|---|---|---|
| Total | 3,619 | 419 | 250 | 238 | 533 | 409 | 487 | 1,283 |
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
| Year | 2024 | 2025 |
|---|---|---|
| Net operating revenue | 449,789 | 367,048 |
| R&D expense | 0 | 0 |
| Ratio of R&D expense to net operating revenue | - | - |
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 2026.
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.
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(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:
- Sales regions of main products :
| Year Region | 2024 | 2025 |
|---|---|---|
| Taiwan | 63.85% | 70.24% |
| America | 0.53% | 0.53% |
| Australia | 0.00% | 0.00% |
| Asia | 35.61% | 29.23% |
| Other | 0.01% | 0.00% |
| Total | 100.00% | 100.00% |
- 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 2025. This indicates the company's significant presence in the pre-recorded optical disc industry
- 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.
- 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
- 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 :
- Major purpose of main products
| Main products | Major purpose and function | |
|---|---|---|
| Pre-record media | Digital Versatile Disc; DVD) | Storage for high-quality music, high-definition 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. |
- Manufacturing process
A. 預錄型 CD 光
a. 望膠射出,複製母

b. 透明基版反
c. 保護膠塗佈

d. 碟片標示圖案


e. 碟片包裝入庫



B. Read-only pre-recorded DVD
a. Plastic injection, duplicating the data on the master
b. Sputtering of reflective layer on transparent substrate
c. Bonding of two substrates and UV hardening
d. Bonding of two substrates and UV hardening
e. Disc packaging and storage

4.2.3 Supply situation of major materials :
| 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 |
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: %
| 2024 | 2025 | As of March 31.2026 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Name | Amount | Percentage of annual net purchase (%) | Relationship with the issuer | Name | Amount | Percentage of annual net purchase (%) | Relationship with the issuer | Name | Amount | Percentage of annual net purchase (%) | Relationship with the issuer |
| 1 | A | 48,770 | 18.61 | No | B | 29,169 | 11.52 | No | A | 259 | 0.50 | No |
| 2 | B | 6,434 | 2.45 | No | A | 7,275 | 2.87 | No | B | 0 | 0 | No |
| Other | 206,916 | 78.94 | - | Other | 216,777 | 85.61 | - | Other | 51,214 | 99.50 | - | |
| Net purchase | 262,120 | 100.00 | - | Net purchase | 253,221 | 100.00 | - | Net purchase | 51,473 | 100.00 | - |
Main reasons for changes : Changes in our company's suppliers are mainly due to adjustments in production scheduling requirements.
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 :
Unit: NT$ thousand: %
| 2023 | 2025 | As of March 31.2026 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Name | Amount | Percentage of annual net sales (%) | Relationship with the issuer | Name | Amount | Percentage of annual net sales (%) | Relationship with the issuer | Name | Amount | Percentage of annual net sales (%) | Relationship with the issuer |
| 1 | A | 140,110 | 11.19 | No | A | 134,817 | 10.69 | No | A | 25,572 | 9.11 | No |
| Other | 1,112,518 | 88.81 | - | Other | 1,126,863 | 89.31 | - | Other | 255,273 | 90.89 | - | |
| Net sales | 1,252,628 | 100.00 | - | Net sales | 1,261,680 | 100.00 | - | Net sales | 280,845 | 100.00 | - |
Main reasons for changes : No change
4.3 Human Resources :
| Year | 2024 | 2025 | As of 31 March 2026 | |
|---|---|---|---|---|
| Number of Employees | Direct Personnel | 123 | 116 | 107 |
| Indirect Personnel | 65 | 62 | 64 | |
| Total | 188 | 178 | 171 | |
| Average Age | 45.97 | 47 | 47.14 | |
| Average Years of Service | 15.88 | 17.26 | 17.03 | |
| Education | Ph.D. | 0.53% | 0.56% | 0.59% |
| Masters | 1.60% | 1.69% | 1.75% | |
| Bachelor’s Degree | 70.74% | 73.03% | 72.51% | |
| Senior High School | 24.47% | 22.47% | 22.81% | |
| Below Senior High School | 2.66% | 2.25% | 2.34% |
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$145,999
- Waste disposal fee NT$903,038
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 2025, 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 2025, 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 2025.
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
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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 2025, employee training will average 4.10 hours per person, with a total training cost of 134,500 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 2025, the amount allocated for the old system pension was NT$9,317,588, 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 2025, the total contribution to the new pension system amounted to NT$5,631,118.
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.
4.5.5 Fulfilling 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.
4.5.5.2 To 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. Regularly hold relevant courses, and from time to time, promote workplace equality and prevent illegal workplace violations on the company's website and through physical brochures and posters.
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 42.46% of workforce, while female managers account for an average of 37%.
4.5.5.5 Diverse and Friendly Workplace: Our company is committed to creating an inclusive and friendly workplace environment. Diversity in talent recruitment is also a core indicator of our hiring strategy. Employees are not treated differently based on gender, place of birth, nationality, age, or other factors, and we regularly review salary fairness through internal control systems. In 2025, the number of complaints related to an unfriendly workplace or illegal infringement is 0.
| Age | Under 30 years old | 30-50 years old | Over 50 years old | |||
|---|---|---|---|---|---|---|
| Proportion | Male | Female | Male | Female | Male | Female |
| 0% | 6.74% | 27.53% | 20.22% | 29.78% | 15.73% | |
| Nationality | Taiwanese | Vietnamese nationality | Philippine national | |||
| Interval | Male | Female | Male | Female | Male | Female |
| Proportion | 52.81% | 32.59% | 0% | 10.11% | 4.49% | 0% |
4.5.5.6 In response to changes in the industry, although the manpower structure has been gradually adjusted in recent years, internal talent retention is also valued, with an average employee tenure of 17.26 years. Subsidiary-related businesses are thriving, and based on talent cultivation and employee career development, employees are encouraged to transfer within the group. The reasons for resignation
55
accounted for 44.45% due to contract factors with external labor, 33.33% due to personal family and career planning, and 11.11% each due to retirement and group transfers.
| Turnover rate | Gender / Age | Year 2024 | Year 2025 |
|---|---|---|---|
| Gender | Male | 2.08% | 3.26% |
| Female | 6.77% | 6.5% | |
| Age | Under 30 years old | 2.60% | 2.71% |
| 30-50 years old | 4.69% | 4.34% | |
| Over 50 years old | 1.56% | 2.71% | |
| Total | Annual Turnover rate | 8.85% | 9.76% |
4.5.5.7 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
| Contract | Parties | Contract start and end date | Main content | Limited clauses |
|---|---|---|---|---|
| Technology licensing agreement | Company A | From Jan.01, 2001 | DVD licensing agreement | No |
| Technology licensing agreement | Company B | From Jun.01, 2001 | DVD licensing agreement | No |
| Technology licensing agreement | Company C | From Dec.01, 2012 | BD ROM Discs Technology licensing agreement | No |
| Technology licensing agreement | Company D | From Jan.01, 2011 | BD ROM Discs Technology licensing agreement | No |
| Technology licensing agreement | Company E | From Mar.12, 2014 | BD ROM Discs Technology licensing agreement | No |
| Loan contract | Taiwan Cooperative Bank and | Oct.22, 2025 to Oct.22, 2030 | Secured loan | No |
| Contract | Parties | Contract start and end date | Main content | Limited clauses |
|---|---|---|---|---|
| Syndicated Loan Banking Group | ||||
| Loan contract | Taiwan Cooperative Bank and Syndicated Loan Banking Group | Nov.4, 2025 to Oct.22, 2030 | Secured loan | No |
| Loan contract | Far Eastern International Bank Co., Ltd | Mar.18, 2026 to Mar.18, 2028 | Non-secured loan | No |
| Loan contract | O-Bank | Jul.18, 2025 to Jul.17, 2027 | Non-secured loan | No |
V $\cdot$ 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
| Year Item | 2024 | 2025 | Difference | |
|---|---|---|---|---|
| Increase (decrease) amount | % | |||
| Current assets | 1,642,238 | 1,766,630 | 124,392 | 8% |
| Property, plant and equipment | 2,716,404 | 2,689,156 | (27,248) | (1%) |
| Intangible assets | 264,880 | 257,654 | (7,226) | (3%) |
| Other noncurrent assets | 952,736 | 1,035,102 | 82,366 | 9% |
| Total assets | 5,576,258 | 5,748,542 | 172,284 | 3% |
| Current liabilities | 970,163 | 854,959 | (115,204) | (12%) |
| Long-term liabilities | 1,304,819 | 1,539,886 | 235,067 | 18% |
| Noncurrent liabilities | 362,726 | 355,931 | (6,795) | (2%) |
| Total liabilities | 2,637,708 | 2,750,776 | 113,068 | 4% |
| Capital | 1,549,845 | 1,549,845 | 0 | 0% |
| Capital reserve | 588,142 | 585,715 | (2,427) | 0% |
| Retained earnings | 448,149 | 379,166 | (68,983) | (15%) |
| Other interests | (56,752) | (67,102) | (10,350) | 18% |
| Non-controlling interests | 409,166 | 550,142 | 140,976 | 34% |
| Total equity | 2,938,550 | 2,997,766 | 59,216 | 2% |
| The changes in the past two years with a variation rate of 20%: Non-controlling interests was primarily due to the acquisition of Ricare Corporation. in 2024(Increase in non-controlling interests, mainly due to the fact that in 2025, Investment subsidiary capital increase was not fully participated in, causing the investment ratio to change from 100% to 77.48%.) |
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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 | 2024 | 2025 | Increase (decrease) amount | Difference (%) |
|---|---|---|---|---|
| Net Operating revenue | 1,252,628 | 1,261,680 | 9,052 | 1% |
| Operating costs | 832,315 | 842,315 | 10,000 | 1% |
| Operating margin | 420,313 | 419,365 | (948) | 0% |
| Operating expense | 382,688 | 380,567 | (2,121) | (1%) |
| Operating profit (loss) | 37,625 | 38,798 | 1,173 | 3% |
| Non-operating income and expenses | 77,424 | (1,132) | (78,556) | (101%) |
| Net profit (loss) before tax | 115,049 | 37,666 | (77,383) | (67%) |
| Net profit (loss) | 101,392 | 26,299 | (75,093) | (74%) |
| The changes in the past two years with a variation rate of 20% : Non-operating income and expenses, as well as pre-tax net profit and net profit for the period decreased, mainly due to the disposal investment gains arising from remeasuring the previously held 4 million shares at fair value according to the step acquisition accounting treatment under IFRS 3 when acquiring Lei Factory Co., Ltd. in 2024. |
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 balance ① | Net cash flow from annual operating activities ② | Net cash flow from investing activities for the entire year t③ | Net cash flow from financing activities for the year④ | The impact of exchange rate fluctuations on cash and cash equivalents⑤ | Remaining (deficient) cash amount ①+②+③+④+④ | Remedial measures for cash shortfall | |
|---|---|---|---|---|---|---|---|
| Investment plan | Investment plan | ||||||
| 1,222,332 | 177,354 | (82,410) | 168,661 | (15,188) | 1,470,749 | - | - |
| 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) Financing activities : Mainly cash inflows from financing activities generated by increased bank borrowings. 2. Improvement plan for insufficient liquidity : Not applicable |
5.3.2 Future one-year cash flow liquidity analysis:
Unit: NT$ thousand
| Beginning cash balance ① | Net cash flow from annual operating activities ② | Net cash flow from investing activities for the entire year t③ | Net cash flow from financing activities for the year④ | Remaining (deficient) cash amount ①+②-③-④ | Remedial measures for cash shortfall | |
|---|---|---|---|---|---|---|
| Investment plan | Investment plan | |||||
| 1,470,749 | 200,000 | (60,000) | (100,000) | 1,510,749 | - | - |
| 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 liquidity analysis : 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 2025, the recognized investment gain amounted to NT$1,459 thousand, primarily composed of:
An investment gain of NT$49,498 thousand from Formosa Sun Energy Corporation
An investment gain of NT$10,721 thousand from Ricare Corporation, and
An investment loss of NT$59,811 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 export revenue mainly includes Japanese yen and US dollars. Since the company is usually quite attentive to exchange rate fluctuations and adopts appropriate hedging strategies to minimize the impact of exchange rate changes, it will continue to closely monitor relevant information on exchange rate market changes in the future, understand the company's overall foreign currency and asset-liability positions, and besides using natural hedging strategies, also appropriately utilize financial instruments to reduce the impact of exchange rate fluctuations on the company's 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 In the most recent fiscal year, our company has not engaged in high-risk, highly leveraged investments, or lending funds to others. Endorsement and guarantee operations are carried out in accordance with the "Endorsement and Guarantee Operation Procedures" approved by the shareholders' meeting and are publicly announced in accordance with legal regulations. Future derivative transactions will primarily aim to hedge anticipated transaction risks and the risks of assets or liabilities already held. All operations, assessments, execution, risk control, and information disclosure are conducted in accordance with the operational standards related to derivative financial instruments as stipulated in the "Procedures for the Acquisition or Disposal of Assets." Moving forward, we will continue to monitor the latest developments in the financial markets and maintain close contact with professional financial institutions to enhance the effectiveness of 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 continuously monitors, collects, and analyzes market and technological developments related to the company's pre-recorded media products to reduce the impact brought by technological changes. At the same time, it actively pursues transformation through cultural and creative industries, energy business, and healthcare business to ensure stable revenue and profitability. In the most recent year and up to the date of the annual report printing, technological changes and industry variations have not had a significant impact on the company's financial operations.
The company has established a comprehensive information security management system to ensure secure information activities and services, preventing any impact or influence on the company. For details regarding the operation of information security risk management, please refer to Information Security Management. In the most recent year and up to the date of the annual report printing, the company has not experienced any significant information security risk incidents.
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
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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
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U-Tech Media Corporation
Yang, Wei-Fen