Umec
UNIVERSAL MICROELECTRONICS
Stock Code:2413

UNIVERSAL MICROELECTRONICS CO., LTD.

2026 ANNUAL GENERAL SHAREHOLDERS' MEETING

MEETING HANDBOOK

16 June 2026
Place: 5F., No.2, Gongyequ 27th Rd., Nantun Dist., Taichung City (physical meeting)
(The Company's conference room)

UNIVERSAL MICROELECTRONICS CO., LTD.
Handbook for the 2026 Annual Meeting of Shareholder
Table of Contents

Page

I. Meeting Procedure ... 1
II. Management Presentation ... 2
III. Proposals ... 4
IV. Election ... 6
V. Questions and Motions ... 6

VI. Attachment
(1) 2025 Business Report ... 7
(2) Audit Committee’s Review Report ... 11
(3) Independent Auditor’s Report and Financial Statements ... 12
(4) Profit Distribution Table ... 35
(5) List of Candidates for Directors ... 36

VII. Appendix
(1) Articles of Incorporation ... 37
(2) Shareholders’ Meeting Procedure Rules ... 44
(3) Regulations Governing the Election of Directors ... 47
(4) Shareholdings of Directors and Independent Directors ... 50

I. Meeting Procedure

UNIVERSAL MICROELECTRONICS CO., LTD
Agenda of 2026 Annual Meeting of Shareholders

Time: 9:00 a.m. on Tuesday, 16 June 2026

Type of Meeting: Physical Meeting

Place: 5F., No. 2, Gongyequ 27th Rd., Nantun Dist., Taichung City (The Company’s conference room on the fifth floor)

Procedure for the 2026 annual meeting of shareholders:

Call the Meeting to Order
Chairperson Remarks
Management Presentation
(1) Report on the Company’s 2025 Operating Performance
(2) Audit Committee's Review Report on the 2025 Financial Statements.
(3) Report on External Endorsement and Guarantee of the Company.
(4) Report on the distribution of directors’ and employees’ remuneration for 2025.
Proposals
(1) The Company's Business Report and Financial Statements for 2025.
(2) The Company's Proposal of Profit Distribution for 2025.
Election Matters: Proposal for by election of Director.
Questions and Motions
Adjournment

II. Management Presentation

Description: Report on the Company’s 2025 Operating Performance.

Explanation: The Company’s business report has been disclosed on page 7~10 (Attachment 1) of this handbook.

Description: Audit Committee's Review Report on the 2025 Financial Statements.

Explanation: The Company's financial statements for 2025 have been audited by the CPAs and reviewed by the Audit Committee. The issued review report has been disclosed on page 11 (Attachment 2) of this handbook.

Description: Report on External Endorsement and Guarantee of the Company.

Explanation: The endorsement and guarantee status of the Company to external parties as of 31 December 2025 is as follows:

The endorsed and guaranteed parties	Amount(limit)
Jialong Technology (Shenzhen) Co., Ltd.	NT$224,800 thousand

Description: Report on the distribution of directors’ and employees’ remuneration for 2025.

Explanation: (1) The distribution of directors’ remuneration for 2025 was made in cash in accordance with the Company’s “Articles of Incorporation” and “the Regulations Governing the Payment of Remuneration to Directors and Functional Committee Members”. The total amount of directors’ remuneration distributed was NT 1,439,547.

(2) Pursuant to Article 26 of the Company’s Articles of Incorporation, the distribution of employees’ remuneration for 2025 was determined based on factors including business unit revenue, profit contribution, attendance, performance evaluations, and other factors. An amount equivalent to 6% was appropriated for employees’ remuneration, totaling NT 4,318,641 of

the total employees' remuneration, no less than 20% shall be allocated to grassroots employees. The remuneration allocated to grassroots employees amounted to NT 2,864,203, representing 66.32% of total employees' remuneration. All of the aforementioned remuneration was distributed in cash.

(3) This proposal was approved by the Compensation Committee and the Board on March 5, 2026, and is hereby submitted to the Shareholders' meeting for report. The Chairman is authorized to handle matters relating to the payment date at his full discretion.

III. Proposals

[Proposed by the Board of Directors]

Description: The Company's Business Report and Financial Statements for 2025.

Explanation:
(1) For the Company’s business report, please refer to page 7~10 (Attachment 1) of this handbook.
(2) The Company’s financial statements and consolidated financial statements for 2025 have been prepared and audited by the CPAs of Ernst & Young, WEN-CHEN LO and CHING-YA HUANG, who have issued a review report. For the review report, please refer to page 12~34 (Attachment 3) of this handbook.
(3) The proposal has been approved by the Audit Committee and the Board of Directors.

Resolution:

[Proposed by the Board of Directors]

Description: The Company's Profit Distribution for 2025.

Explanation:
(1) The profit distribution table for 2025 has been prepared in accordance with relevant provisions of the Company Act and the Company's Articles of Incorporation after the business settlement. For the relevant information, please refer to page 35 (Attachment 4) of this handbook.
(2) Based on 127,359,200 shares outstanding, the Company proposed to distribute a cash dividend of NT 0.5 per share to shareholders, for a total amount of NT 63,679,600
(3) The total cash dividend to be distributed to each shareholder shall be calculated to the nearest dollar, with any fractional amounts below one dollar rounded down. Any fractional cash dividends that is less than NT 1 will be recognized as other income of the Company.
(4) The proposed distribution of cash dividends for 2025 will be submitted to the shareholders' meeting for approval, and the Board of Directors will be authorized to determine the ex-dividend date.
(5) If the distribution rate of dividends to shareholders is affected due to changes in the Company's outstanding shares caused by capital changes, the

adjustment of the distribution rate will be authorized by the chairman after being approved by shareholders' meeting.

(6) The proposal has been approved by the Audit Committee and the Board of Directors.

Resolution:

IV. Election

[Proposed by the Board of Directors]

Description: Proposal for by-election of Director.

Explanation:

(1) Mr. Lien, Tsung-Fu, a Director of the Company, has resigned due to personal career planning, with effect from June 15, 2026. It is therefore proposed to conduct a by-election to fill one vacancy on the 14th Board of Directors at the 2026 Annual General Meeting of Shareholders.

(2) The term of office of the newly elected Director shall commence on June 16, 2026 and end on June 18, 2028, serving the remainder of the original term.

(3) The list of Director candidates has been reviewed and approved by the Board of Directors. Please refer to page 36(Attachment 5) of this Handbook.

Resolution:

V. Questions and Motions

Adjournment

VI. Attachment

Attachment 1

UNIVERSAL MICROELECTRONICS CO., LTD.
2025 Business Report

2025 business report

(1) Operating Results and Implementation of Business Plans

During 2025, the Group continued to streamline its organizational structure and strengthen cost control measures. Benefiting from a gradual recovery in customer demand and the successful mass production of newly developed products, consolidated revenue increased by 3.52% compared to the previous year.

In addition, through effective expense management and operational efficiency improvements resulting from organizational optimization, the Group achieved a significant turnaround in profitability. For 2025, consolidated profit after for the year amounted to NT 52,387 thousand, while profit attributable to owners of the parent totaled NT 52,482 thousand, reflecting a notable improvement in overall financial performance compared to the previous year.

(2) Budget execution status in 2025: The Company did not issue a financial forecast, therefore this is not applicable.
(3) Financial income and expense analysis

Unit: NT$ (thousand)

| Year
Item | Individual/parent only financial information for the last 2 years | | | |
| --- | --- | --- | --- | --- |
| | 2025 | 2024 | Increase (decrease) amount | Increase (decrease)% |
| Revenue | 3,755,407 | 3,714,431 | 40,976 | 1.10% |
| Cost of sales | 3,278,077 | 3,310,898 | (32,821) | (0.99%) |
| Gross profit | 477,401 | 403,496 | 73,905 | 18.32% |
| Profit (loss) before tax | 66,219 | (85,436) | 151,655 | 177.51% |
| Profit (loss) for the year | 52,482 | (55,488) | 107,970 | 194.58% |

Unit: NT$ (thousand)

| Year
Item | Consolidated financial information for the last 2 years | | | |
| --- | --- | --- | --- | --- |
| | 2025 | 2024 | Increase (decrease) amount | Increase (decrease)% |
| Revenue | 3,344,759 | 3,231,025 | 113,734 | 3.52% |
| Cost of sales | 2,836,286 | 2,838,031 | (1,745) | (0.06%) |
| Gross profit | 508,473 | 392,994 | 115,479 | 29.38% |
| Profit (loss) before tax | 67,805 | (82,691) | 150,496 | 182.00% |
| Profit (loss) for the year | 52,387 | (55,860) | 108,247 | 193.78% |
| Profit (loss) attributable to owners of the parent | 52,482 | (55,488) | 107,970 | 194.58% |

(4) Profitability Analysis

Individual Financial Analysis Project		2025	2024
Return on assets (%)		1.95	-0.61
Return on equity (%)		2.65	-2.80
The capital adequacy ratio (%)	Operating income (loss)	9.31	-2.37
	Pre-tax income (loss)	5.20	-6.71
Net profit (loss) margin (%)		1.40	-1.49
Earnings (loss) per share (NT$)		0.41	-0.44
Consolidated Financial Analysis Project		2025	2024
---	---	---	---
Return on assets (%)		1.83	-0.58
Return on equity (%)		2.64	-2.81
The capital adequacy ratio (%)	Operating income (loss)	1.92	-14.89
	Pre-tax income (loss)	5.32	-6.49
Net profit (loss) margin (%)		1.56	-1.72
Earnings (loss) per share (NT$)		0.41	-0.44

(5) Research & development status

In 2025, the Company and its subsidiaries collectively invested NT$153,458 thousand in research and development, accounting for 4.59% of the consolidated revenue.
The technologies and products successfully developed in 2025 are as follows:

(1) Electromagnetic products (TR) related technologies and product development results

① Completion of the development of high-speed gate drive high-voltage power transformers (Gate Drive Transformers for High-Speed SiC MOSFET and IGBT), 03-38D series, with an expanded operating frequency range of 150 kHz to 500 kHz, and compatibility with power transformer applications utilizing ICs from STMicroelectronics and onsemi.

These products are applicable to industrial drives and AC motor inverters, HEV/EV charging stations, battery chargers, solar inverters, data centers, uninterruptible power supplies (UPS), and active power factor correction (PFC) systems, and are designed for silicon carbide (SiC)-based power conversion applications.

② Completion of the development of high-current power factor correction (PFC) inductors (PFC High-Current Inductors – flat wire), 24-30D series, featuring flat-wire winding and nanocrystalline core designs, and supporting current ratings of 10 A to 20 A.

These products are applicable to photovoltaic inverters and power modules for air conditioners and washing machines

③ Completion of the development of high-power transformers, including models TG-UT38P24 (UU120, 8.4 kW) and TG-UT30S73 (UI93).

These transformers are primarily designed for power supply systems in electrical system cabinets, enabling low-voltage to high-voltage conversion, as well as supporting current balancing, power factor correction, and other related functions required during the power conversion process.

④ Completion of the development of push-pull power transformers, utilizing compact EP5 and thin T-core SMD packaging platforms, with the successful launch of the 03-19D and 10-38D series products.

These products are applicable to low-power isolated power supplies for RS485, RS232, and CAN interfaces, isolated DC-DC converters, and distributed power systems.

(2) Power supply (SPS) technology and product development results

① Completion of the development of a high-efficiency 1/4 brick 600 W power module, which is applicable to 5G communication base stations, edge computing routers, and network switches, among other applications.

② Completion of the development of a 300 W chassis-mount, naturally convection-cooled, plug-and-play power supply designed for railway applications, capable of meeting OT4 + ST1 and ST2 requirements and operating over a wide temperature range from –40°C to +85°C.

③ Completion of the development of wide-input-voltage models, supporting ultra-wide input voltage ranges of 9–75 Vdc and 14–160 Vdc. Depending on the model configuration, these products are capable of covering commonly used 12 Vdc, 24 Vdc, 48 Vdc, 72 Vdc, and 110 Vdc power sources, thereby simplifying product selection and streamlining inventory management.

These products are applicable to rail transportation, industrial automation, telecommunications, defense and military applications, marine applications, and IoT (Internet of Things) systems.

④ Completion of the development of 140 W and 240 W USB Power Delivery (PD) chargers, which are suitable for battery charging applications of information and communication products, such as notebooks and mobile phones, as well as small electric tools and equipment.

⑤ Completion of the development of 240 W, 480 W, and 960 W AC-DC DIN-rail power supplies, which are applicable to transportation and communication power equipment, as well as industrial control, smart building, and industrial automation applications.

⑥ Completion of the development of a 1.2 kW high-efficiency AC/DC open-frame power supply featuring dual outputs of 12 V and 54 V, which is applicable to network switches, communication equipment, and industrial applications.

(3) Information and communications technology products (ICP) related technologies and product development results

① Continued development and deployment of low-power and cost-efficient radar system have resulted in successful adoption by a Korean automobile manufacturer for new vehicle models.

As of the end of 2025, 16 new vehicle models incorporating DVR 2.5-generation radar systems had been successfully introduced and commercially launched.

② Development of a next-generation 77 GHz radar system dedicated to e-bike applications

for a well-known bicycle manufacturer has been completed, and the product has entered the Design Verification Test (DVT) stage.

Chairman: OU, JEN-CHIEH
Manager: OU, JEN-CHIEH
Accounting supervisor: HSUEH, CHING-YI

Attachment 2

UNIVERSAL MICROELECTRONICS CO., LTD.

Audit Committee's Review Report

The board of directors has prepared the Company's 2025 business report, financial statements (including parent company only financial statements and consolidated financial statements) and profit distribution proposal. The CPA firm of EY Taiwan, represented by CPAs LO, WEN-CHEN and HUANG, CHING-YA, was retained to audit the Financial Statements and has issued an audit report relating to the financial statements. The business report, financial statements, and proposal for the distribution of profit have been reviewed and determined to be correct and accurate by the Audit Committee. According to relevant requirements of Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report.

Sincerely,

UNIVERSAL MICROELECTRONICS CO., LTD.

2026 Annual Shareholders' Meeting

UNIVERSAL MICROELECTRONICS CO., LTD.

Chairman of the Audit Committee: TSOU, YEN-CHUNG

5 March 2026

Attachment 3

Independent Auditors' Report Translated from Chinese

To UNIVERSAL MICROELECTRONICS Co., Ltd.

Opinion

We have audited the accompanying parent company only balance sheets of UNIVERSAL MICROELECTRONICS Co., Ltd. (the “Company”) as of 31 December 2025 and 2024, and the related parent company only statements of comprehensive income, changes in equity and cash flows for the years ended 31 December 2025 and 2024, and notes to the parent company only financial statements, including the summary of significant accounting policies (together “the parent company only financial statements”).

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

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the “Norm”), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the report(s) of the other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of 2025 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Impairment of accounts receivable

As of 31 December 2025, gross accounts receivable and loss allowance by the Company amounted to NT$861,885 thousand and NT$0 thousand, respectively. Net accounts receivable accounted for 22% of total assets, which was significant to the Company’s financial statements. Since the loss allowance of accounts receivable is measured by the expected credit loss for the duration of the accounts receivable, it is necessary to divide accounts receivable into groups in the process of measurement and analyze the application of related assumptions, including appropriate aging intervals and their respective loss rates. As the measurement of expected credit loss involves making judgment, analysis and estimates, and the result will affect the net account receivable, we therefore determined this a key audit matter.

Our audit procedures included, but were not limited to, evaluating the effectiveness of internal controls around accounts receivable management, including performing simple tests by sampling and understanding management’s assessment for expected credit losses of accounts receivable, identifying risk groups and determining appropriate aging intervals and the expected loss rate of each group, selecting samples to perform the accounts receivable confirmation, analyzing trends of changes in account receivable of prior and subsequent periods and turnover rates, reviewing the collection in the subsequent period to assess their recoverability. We also assessed the adequacy of the disclosures related to accounts receivable in Notes 5 and 6.

Valuation for inventories (Including inventories of the subsidiaries under the equity method)

The amount of inventories of the Company and its subsidiaries was significant to the financial statements. Due to uncertainty arising from rapid changes in product technology, the provision for valuation loss, sluggish or obsolete inventories involves major judgments by the management. We therefore determined this a key audit matter.

Our audit procedures included, but were not limited to, evaluating the effectiveness of the internal control established by the management for inventory, including performing simple tests and understanding the appropriateness of the management's assessment of inventory evaluation policies and methods, evaluating the management's stocktaking plan and conducting inventory inspections on the spot, obtain the inventory aging table and test the correctness of the inventory age, re-calculating the unit cost of inventories, and evaluating and testing net realizable value adopted by management. We also assessed the adequacy of the disclosures related to inventories in Notes 5 and 6.

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

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

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

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

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

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

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

Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Company. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease operating as a going concern.
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the accompanying notes, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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

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

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

Lo, Wen Chen

Huang, Ching Ya

Ernst & Young, Taiwan

5 March 2026

Notice to Readers

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

Accordingly, the accompanying parent company only financial statements and report of independent auditors are not intended for use by those who are not informed about the accounting principles or Standards on Auditing of the Republic of China, and their applications in practice. As the financial statements are the responsibility of the management, Ernst & Young cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

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

UNIVERSAL MICROELECTRONICS CO., LTD.

PARENT COMPANY ONLY BALANCE SHEETS

31 December 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Assets	Notes	31 December 2025	31 December 2024
Current assets
Cash and cash equivalents	4,6(1)	$711,124	$515,812
Financial assets at fair value through profit or loss	4,6(2)	97,999	70,310
Financial assets at amortized cost	4,6(3)	94,290	62,785
Notes receivable, net	4	1,239	3,018
Accounts receivable, net	4,6(4)	564,401	600,087
Accounts receivable from related parties, net	4,6(4),7	297,484	418,344
Other receivables	4	11,240	5,912
Other receivables from related parties	4,7	2,108	4,732
Current tax assets	4	1,670	1,673
Inventories	4,6(5)	643,005	828,230
Prepayments	7	139,244	152,127
Other current assets	7,8	4,494	4,869
Total current assets		2,568,298	2,667,899
Non-current assets
Financial assets at fair value through other comprehensive income	4,6(6)	147,345	187,497
Investments accounted for using the equity method	4,6(7)	542,101	540,336
Property, plant and equipment	4,6(8),8	471,050	526,765
Right-of-use assets	4,6(17)	3,154	5,720
Investment property	4,6(9),8	101,826	102,302
Intangible assets	4	6,215	6,947
Deferred tax assets	4,6(21)	40,813	34,295
Other non-current assets	7	11,991	15,076
Net defined benefit asset	4,6(13)	11,405	-
Total non-current assets		1,335,900	1,418,938

Total assets

$3,904,198

$4,086,837

(continued)

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

UNIVERSAL MICROELECTRONICS CO., LTD.

PARENT COMPANY ONLY BALANCE SHEETS

31 December 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Liabilities and Equity	Notes	31 December 2025	31 December 2024
Current liabilities
Short-term borrowings	4,6(10)	$ -	$70,000
Contract liabilities	6(15),7	47,763	50,016
Accounts payable		398,451	262,658
Other payables	6(11),7	111,774	123,666
Current tax liabilities	4	7,975	-
Lease liabilities	4,6(17)	2,580	2,553
Current portion of long-term borrowings	4,6(12)	235,573	369,851
Other current liabilities		33,640	22,479
Total current liabilities		837,756	901,223
Non-current liabilities
Long-term borrowings	4,6(12)	1,041,807	1,232,517
Deferred tax liabilities	4,6(21)	9,795	-
Lease liabilities	4,6(17)	633	3,213
Net defined benefit liability	4,6(13)	-	209
Other non-current liabilities		192	508
Total non-current liabilities		1,052,427	1,236,447
Total liabilities		1,890,183	2,137,670
Equity	4,6(14)
Share capital
Ordinary share		1,273,592	1,273,592
Capital surplus		420,995	373,069
Retained earnings
Legal reserve		55,458	55,458
Special reserve		359,330	353,098
Unappropriated earnings		313,556	259,431
Total retained earnings		728,344	667,987
Other equity		(408,916)	(359,330)
Treasury shares		-	(6,151)
Total equity		2,014,015	1,949,167
Total liabilities and equity		$3,904,198	$4,086,837

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

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

UNIVERSAL MICROELECTRONICS CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

For the years ended 31 December 2025 and 2024

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

	Notes	For the years ended 31 December
		2025	2024
Revenue	4,6(15),7	$3,755,407	$3,714,431
Cost of sales	4,6(18),7	(3,278,077)	(3,310,898)
Gross profit		477,330	403,533
Unrealized gross profit on sales		(105)	(177)
Realized gross profit on sales		176	140
Gross profit, net		477,401	403,496
Operating expenses	4,6(18),7
Selling expenses		(67,237)	(69,559)
Administrative expenses		(122,181)	(149,699)
Research and development expenses		(169,369)	(214,435)
Expected credit loss	6(16)	-	50
Total operating expenses		(358,787)	(433,643)
Operating income (loss)		118,614	(30,147)
Non-operating income and expenses	4,6(19),7
Interest income		17,148	7,271
Other income		25,238	19,931
Other gains and losses		(33,705)	74,047
Finance costs		(31,566)	(35,924)
Share of profit (loss) of associates and joint ventures accounted for using the equity method	4,6(7)	(29,510)	(120,614)
Total non-operating income and expenses		(52,395)	(55,289)
Profit (loss) before tax		66,219	(85,436)
Income tax expense (benefit)	4,6(21)	(13,737)	29,948
Profit (loss) for the year		52,482	(55,488)
Other comprehensive income	4,6(20)
Items that will not be reclassified to profit or loss:
Remeasurements of defined benefit plans		9,844	21,051
Unrealized gains or losses on equity instruments at fair value through other comprehensive income		(40,152)	(22,321)
Share of other comprehensive income of associates and joint ventures – items that will not be reclassified to profit or loss		(2,152)	(78)
Income tax related to items that will not be reclassified		(1,969)	(4,210)
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations		(9,103)	21,944
Income tax related to items that may be reclassified		1,821	(4,389)
Other comprehensive income for the year, net of tax		(41,711)	11,997
Total comprehensive income for the year		$10,771	$(43,491)
Earnings per share (in NTD):
Basic earnings (loss) per share	6(22)	$0.41	$(0.44)
Diluted earnings (loss) per share		$0.41	$(0.44)

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

English Translation of Parent Company Only Financial Statements Originally Issued in Chinese
UNIVERSAL MICROELECTRONICS CO., LTD.
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
For the years ended 31 December 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)

	Ordinary share	Capital surplus	Retained earnings			Other equity		Treasury shares	Total equity
			Legal reserve	Special reserve	Unappropriated earnings	Foreign currency translation reserve	Fair value through other comprehensive income reserve
Balance at 1 January 2024	$1,273,592	$373,076	$48,839	$332,604	$349,167	$(31,176)	$(321,922)	$(6,151)	$2,018,029
Appropriation and distribution of earnings for 2023:
Appropriation to legal reserve			6,619		(6,619)				-
Appropriation to special reserve				20,494	(20,494)				-
Cash dividends on ordinary shares					(25,364)				(25,364)
Changes in associates and joint ventures accounted for using the equity method		(7)							(7)
Loss for the year 2024					(55,488)				(55,488)
Other comprehensive income for the year 2024					16,841	17,555	(22,399)		11,997
Total comprehensive income for the year	-	-	-	-	(38,647)	17,555	(22,399)	-	(43,491)
Disposal of equity instruments at fair value through other comprehensive income					1,388		(1,388)		-
Balance at 31 December 2024	$1,273,592	$373,069	$55,458	$353,098	$259,431	$(13,621)	$(345,709)	$(6,151)	$1,949,167
Balance at 1 January 2025	$1,273,592	$373,069	$55,458	$353,098	$259,431	$(13,621)	$(345,709)	$(6,151)	$1,949,167
Appropriation and distribution of earnings for 2024:
Appropriation to special reserve				6,232	(6,232)				-
Changes in associates and joint ventures accounted for using the equity method		47,940							47,940
Profit for the year 2025					52,482				52,482
Other comprehensive income for the year 2025					7,875	(7,282)	(42,304)		(41,711)
Total comprehensive income for the year	-	-	-	-	60,357	(7,282)	(42,304)	-	10,771
Changes in ownership interests in subsidiaries without loss of control		(24)							(24)
Other		10						6,151	6,161
Balance at 31 December 2025	$1,273,592	$420,995	$55,458	$359,330	$313,556	$(20,903)	$(388,013)	$ -	$2,014,015

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

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

UNIVERSAL MICROELECTRONICS CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

For the years ended 31 December 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

	For the years ended 31 December
	2025	2024
Cash flows from operating activities:
Profit (loss) before tax	$66,219	$(85,436)
Adjustments for:
Non-cash items:
Depreciation expense	69,981	70,902
Amortization expense	10,521	17,610
Expected credit loss	-	(50)
Net gains (losses) on financial assets and liabilities at fair value through profit or loss	(13,399)	1,797
Interest expense	31,566	35,924
Interest income	(17,148)	(7,271)
Dividend income	(7,525)	(5,209)
Share of profit (loss) of subsidiaries, associates and joint ventures accounted for using the equity method	29,510	120,614
Loss on disposal and retirement of property, plant and equipment	288	-
Unrealized gross profit on sales	105	177
Realized gross profit on sales	(176)	(140)
Changes in operating assets and liabilities:
Decrease (increase) in notes receivable	1,779	(2,564)
Decrease (increase) in accounts receivable	156,546	(33,509)
Increase (decrease) in other receivables	(4,649)	212,027
Decrease in inventories	185,225	426,779
Decrease (increase) in prepayments	12,883	(25,238)
Decrease (increase) in other current assets	375	(288)
Decrease in contract liabilities	(2,253)	(9,275)
Increase (decrease) in accounts payable	135,793	(291,793)
Decrease in other payables	(11,762)	(41,481)
Increase in other current liabilities	11,161	2,477
Decrease in net defined benefit liability	(1,770)	(28,174)
Cash generated from operations	653,270	357,879
Interest received	16,503	6,951
Dividends received	19,894	5,209
Interest paid	(31,696)	(36,181)
Income taxes paid	(2,630)	(8,769)
Net cash inflows from operating activities	655,341	325,089

(Continued)

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

UNIVERSAL MICROELECTRONICS CO., LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS(Continued)

For the years ended 31 December 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

	For the years ended 31 December
	2025	2024
Cash flows from investing activities:
Acquisition of financial assets at fair value through other comprehensive income	-	(10,000)
Disposal of financial assets at fair value through other comprehensive income	-	1,831
Acquisition of financial assets measured at amortized cost	(449,466)	(62,785)
Repayment of financial assets measured at amortized cost	417,961	-
Acquisition of financial assets at fair value through profit or loss	(14,290)	(72,173)
Disposal of financial assets at fair value through profit or loss	-	3,243
Acquisition of investments accounted for using the equity method	(4,322)	(233,744)
Acquisition of property, plant and equipment	(8,430)	(31,150)
Proceeds from disposal of property, plant and equipment	229	-
Acquisition of intangible assets	(8,306)	(9,669)
Decrease in other financial assets	-	31,012
Increase (decrease) in other non-current assets	(1,709)	220,382
Net cash outflows from investing activities	(68,333)	(163,053)
Cash flows from financing activities:
Decrease in short-term borrowings	(70,000)	(158,000)
Decrease in short-term notes payable	-	(79,944)
Proceeds from long-term borrowings	750,403	1,049,078
Repayment of long-term borrowings	(1,075,391)	(872,452)
Repayment of lease liabilities	(2,553)	(2,627)
Decrease in other non-current liabilities	(316)	(507)
Cash dividends paid	-	(25,364)
Purchase of treasury shares by employees	6,161	-
Net cash outflows from financing activities	(391,696)	(89,816)
Net increase in cash and cash equivalents	195,312	72,220
Cash and cash equivalents at beginning of the year	515,812	443,592
Cash and cash equivalents at end of the year	$711,124	$515,812

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

UNIVERSAL MICROELECTRONICS CO., LTD

Statement

The entities that are required to be included in the consolidated statements of affiliates of Universal Microelectronics Co., Ltd. as of and for the year ended 31 December 2025 under the "Criteria Governing the Preparation of Affiliation Reports, consolidated business reports and consolidated financial statements of affiliated enterprises" are the same as those included in the consolidated financial statements prepared in conformity with international financial reporting standards No.10 "Consolidated Financial Statements". Relevant information required to be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies. Consequently, Universal Microelectronics Co., Ltd. and its subsidiaries did not prepare a separate set of consolidated financial statements of affiliates.

Truly yours,

UNIVERSAL MICROELECTRONICS CO., LTD.

Chairman: OU, JEN-CHIEH

5 March 2026

Independent Auditor's Report Translated from Chinese

To UNIVERSAL MICROELECTRONICS Co., Ltd.

Opinion

We have audited the accompanying consolidated balance sheets of UNIVERSAL MICROELECTRONICS Co., Ltd. and its subsidiaries (the "Group") as of 31 December 2025 and 2024, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years ended 31 December 2025 and 2024, and notes to the consolidated financial statements, including the summary of significant accounting policies (together "the consolidated financial statements").

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

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company and its subsidiaries in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the "Norm"), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the report(s) of the other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of 2025 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Impairment of accounts receivable

As of 31 December 2025, gross accounts receivable and loss allowance by the Group amounted to NT$587,131 thousand and NT$0 thousand, respectively. Net accounts receivable accounted for 14% of total consolidated assets and have significant impacts on the Group. Since the loss allowance of accounts receivable is measured by the expected credit loss for the duration of the accounts receivable, it is necessary to divide accounts receivable into groups in the process of measurement and analyze the application of related assumptions, including appropriate aging intervals and their respective loss rates. As the measurement of expected credit loss involves making judgment, analysis and estimates, and the result will affect the net accounts receivable, we therefore determined this a key audit matter.

Our audit procedures included, but were not limited to, evaluating the effectiveness of internal controls around accounts receivable management, including performing tests on a sample basis and understanding management’s assessment for expected credit losses of accounts receivable, identifying risk groups and determining appropriate aging intervals and the expected loss rate of each group, selecting samples to perform the accounts receivable confirmation, analyzing trends of changes in accounts receivable of prior and subsequent periods and turnover rates, reviewing the collection in the subsequent period to assess their recoverability. We also assessed the adequacy of the disclosures related to accounts receivable in Notes 5 and 6.

Valuation for inventories

As of 31 December 2025, the Group’s net inventories amounted to NT$924,524 thousand. Net inventories accounted for 22% of consolidated total assets, which was considered material in the consolidated statements. Due to uncertainty arising from rapid changes in product technology, the provision for valuation loss, sluggish or obsolete inventories involves major judgments by the management. We therefore determined this a key audit matter.

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

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

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

Those charged with governance, including audit committee or supervisors, are responsible for overseeing the financial reporting process of the Group.

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

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

As part of an audit in accordance with auditing standards in the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the

effectiveness of the internal control of the Group.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Group. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease operating as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the accompanying notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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

Other

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

Lo, Wen Chen

Huang, Jing Ya

Ernst & Young, Taiwan

5 March 2026

Notice to Readers

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

Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards in the Republic of China, and their applications in practice.

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

Assets	Notes	31 December 2025	31 December 2024
Current assets
Cash and cash equivalents	4,6(1)	$866,213	$729,576
Financial assets at fair value through profit or loss	4,6(2)	149,803	109,672
Financial assets at amortized cost	4,6(3)	139,430	62,785
Notes receivable, net	4	1,678	3,018
Accounts receivable, net	4,6(4)&(16)	586,673	617,549
Accounts receivable from related parties, net	4,6(4)&(16),7	458	442
Other receivables		13,126	8,723
Current tax assets		1,805	1,821
Inventories	4,6(5)	924,524	1,202,967
Prepayments	4	21,259	20,800
Other current assets	4,8	6,604	13,886
Total current assets		2,711,573	2,771,239
Non-current assets
Financial assets at fair value through other comprehensive income	4,6(6)	149,349	190,219
Investments accounted for using the equity method	4,6(7)	158,959	84,994
Property, plant and equipment	4,6(8),8	882,928	997,774
Right-of-use assets	4,6(17)	46,059	52,353
Investment property	4,6(9),8	113,543	115,026
Intangible assets	4	8,634	10,188
Deferred tax assets	4,6(21)	40,813	34,295
Other non-current assets		39,510	47,610
Net defined benefit asset	4,6(13)	11,405	-
Total non-current assets		1,451,200	1,532,459

Total assets
$4,162,773
$4,303,698

(continued)

English Translation of Consolidated Financial Statements Originally Issued in Chinese

UNIVERSAL MICROELECTRONICS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (Continued)

31 December 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

Liabilities and equity	Notes	31 December 2025	31 December 2024
Current liabilities
Short-term borrowings	4,6(10)	$ -	$70,000
Contract liabilities	6(15),7	53,831	54,853
Notes payable		-	637
Accounts payable		590,603	412,601
Other payables	6(11)	162,543	178,770
Current tax liabilities	4	8,027	190
Lease liabilities	4,6(17)	4,000	3,964
Current portion of long-term borrowings	4,6(12)	235,573	369,851
Other current liabilities		36,126	23,104
Total current liabilities		1,090,703	1,113,970
Non-current liabilities
Long-term borrowings	4,6(12)	1,041,807	1,232,517
Deferred tax liabilities	4,6(21)	9,795	-
Lease liabilities	4,6(17)	2,064	3,213
Net defined benefit liability	4,6(13)	-	209
Other non-current liabilities		4,013	4,367
Total non-current liabilities		1,057,679	1,240,306
Total liabilities		2,148,382	2,354,276
Equity	4,6(14)
---	---	---	---
Equity attributable to owners of parent
Share capital
Ordinary share		1,273,592	1,273,592
Capital surplus		420,995	373,069
Retained earnings
Legal reserve		55,458	55,458
Special reserve		359,330	353,098
Unappropriated earnings		313,556	259,431
Total retained earnings		728,344	667,987
Other equity		(408,916)	(359,330)
Treasury shares		-	(6,151)
Total equity attributable to owners of parent		2,014,015	1,949,167
Non-controlling interests		376	255
Total equity		2,014,391	1,949,422
Total liabilities and equity		$4,162,773	$4,303,698

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

English Translation of Consolidated Financial Statements Originally Issued in Chinese

UNIVERSAL MICROELECTRONICS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the years ended 31 December 2025 and 2024

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

	Notes	For the years ended 31 December
		2025	2024
Revenue	4,6(15),7	$3,344,759	$3,231,025
Cost of sales	4,6(5)	(2,836,286)	(2,838,031)
Gross profit		508,473	392,994
Operating expenses	6(18),7
Selling expenses		(76,517)	(90,164)
Administrative expenses		(254,018)	(285,657)
Research and development expenses		(153,458)	(205,900)
Expected credit loss	4,6(16)	(16)	(1,037)
Total operating expenses		(484,009)	(582,758)
Operating income (loss)		24,464	(189,764)
Non-operating income and expenses	4,6(19)
Interest income		18,322	9,360
Other income		63,885	59,795
Other gains and losses		(39,778)	56,310
Finance costs		(31,628)	(36,256)
Share of profit (loss) of associates and joint ventures accounted for using the equity method	4,6(7)	32,540	17,864
Total non-operating income and expenses		43,341	107,073
Profit (loss) before tax		67,805	(82,691)
Income tax expense (benefit)	4,6(21)	(15,418)	26,831
Profit (loss) for the year		52,387	(55,860)
Other comprehensive income	4,6(7)&(20)
Items that will not be reclassified to profit or loss:
Remeasurements of defined benefit plans		9,844	21,051
Unrealized gains or losses on equity instruments at fair value through other comprehensive income		(40,871)	(22,399)
Share of other comprehensive income of associates and joint ventures – items that will not be reclassified to profit or loss		(1,433)	-
Income tax related to items that will not be reclassified		(1,969)	(4,210)
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations		(9,103)	21,944
Income tax related to items that may be reclassified		1,821	(4,389)
Other comprehensive income for the year, net of tax		(41,711)	11,997
Total comprehensive income for the year		$10,676	$(43,863)
Profit (loss) attributable to:
Owners of the parent		$52,482	$(55,488)
Non-controlling interests		(95)	(372)
		$52,387	$(55,860)
Total comprehensive income attributable to:
Owners of the parent		$10,771	$(43,491)
Non-controlling interests		(95)	(372)
		$10,676	$(43,863)
Earnings per share (in NTD):	6(22)
Basic earnings (loss) per share		$0.41	$(0.44)
Diluted earnings (loss) per share		$0.41	$(0.44)

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

English Translation of Consolidated Financial Statements Originally Issued in Chinese
UNIVERSAL MICROELECTRONICS CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the years ended 31 December 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)

	Equity attributable to owners of parent
	Retained earnings				Other equity			Treasury shares	Total equity attributable to owners of parent	Non-controlling interests
	Ordinary share	Capital surplus	Legal reserve	Special reserve	Unappropriated earnings	Foreign currency translation reserve	Fair value through other comprehensive income reserve
Balance at 1 January 2024	$1,273,592	$373,076	$48,839	$332,604	$349,167	$(31,176)	$(321,922)	$(6,151)	$2,018,029	$627
Appropriation and distribution of earnings for 2023:
Appropriation to legal reserve			6,619		(6,619)				-	-
Appropriation to special reserve				20,494	(20,494)				-	-
Cash dividends on ordinary shares					(25,364)				(25,364)
Changes in associates and joint ventures accounted for using the equity method		(7)							(7)
Loss for the year 2024					(55,488)				(55,488)	(372)
Other comprehensive income for the year 2024					16,841	17,555	(22,399)		11,997	-
Total comprehensive income for the year	-	-	-	-	(38,647)	17,555	(22,399)	-	(43,491)	(372)
Disposal of equity instruments at fair value through other comprehensive income					1,388		(1,388)		-	-
Balance at 31 December 2024	$1,273,592	$373,069	$55,458	$353,098	$259,431	$(13,621)	$(345,709)	$(6,151)	$1,949,167	$255
Balance at 1 January 2025	$1,273,592	$373,069	$55,458	$353,098	$259,431	$(13,621)	$(345,709)	$(6,151)	$1,949,167	$255
Appropriation and distribution of earnings for 2024:
Appropriation to special reserve				6,232	(6,232)				-	-
Changes in associates and joint ventures accounted for using the equity method		47,940							47,940
Profit for the year 2025					52,482				52,482	(95)
Other comprehensive income for the year 2025					7,875	(7,282)	(42,304)		(41,711)	-
Total comprehensive income for the year	-	-	-	-	60,357	(7,282)	(42,304)	-	10,771	(95)
Changes in ownership interests in subsidiaries without loss of control		(24)							(24)	216
Other		10						6,151	6,161
Balance at 31 December 2025	$1,273,592	$420,995	$55,458	$359,330	$313,556	$(20,903)	$(388,013)	$-	$2,014,015	$376

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

English Translation of Consolidated Financial Statements Originally Issued in Chinese

UNIVERSAL MICROELECTRONICS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the years ended 31 December 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

	For the years ended 31 December
	2025	2024
Cash flows from operating activities:
Profit (loss) before tax	$67,805	$(82,691)
Adjustments for:
Non-cash items:
Depreciation expense	132,246	143,713
Amortization expense	19,730	26,802
Expected credit loss	16	1,037
Net gains on financial assets and liabilities at fair value through profit or loss	(25,841)	(2,657)
Interest expense	31,628	36,256
Interest income	(18,322)	(9,360)
Dividend income	(9,130)	(6,702)
Share of profit of associates and joint ventures accounted for using the equity method	(32,540)	(17,864)
Loss on disposal and retirement of property, plant and equipment	77	3,671
Loss on disposal of intangible assets	-	29
Loss on disposal of investments	1,859	-
Others	-	(26)
Changes in operating assets and liabilities:
Decrease (increase) in notes receivable	1,340	(2,564)
Decrease (increase) in accounts receivable	30,844	(55,818)
Increase (decrease) in other receivables	(3,758)	7,776
Decrease in inventories	278,443	619,705
Increase in prepayments	(459)	(207)
Decrease in other current assets	7,288	7,482
Decrease in contract liabilities	(1,022)	(5,354)
Decrease (increase) in notes payable	(637)	124
Increase (decrease) in accounts payable	178,002	(273,924)
Decrease in other payables	(16,097)	(41,883)
Increase in other current liabilities	13,022	2,348
Decrease in net defined benefit liability	(1,770)	(28,174)
Cash generated from operations	652,724	321,719
Interest received	17,677	8,837
Dividends received	14,212	6,702
Interest paid	(31,758)	(36,513)
Income taxes paid	(4,433)	(13,034)
Net cash inflows from operating activities	648,422	287,711

(Continued)

English Translation of Consolidated Financial Statements Originally Issued in Chinese

UNIVERSAL MICROELECTRONICS CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS(Continued)

For the years ended 31 December 2025 and 2024

(Expressed in Thousands of New Taiwan Dollars)

	For the years ended 31 December
	2025	2024
Cash flows from investing activities:
Acquisition of financial assets at fair value through other comprehensive income	-	(10,000)
Disposal of financial assets at fair value through other comprehensive income	-	1,831
Acquisition of financial assets measured at amortized cost	(526,551)	(62,785)
Repayment of financial assets measured at amortized cost	449,906	-
Acquisition of financial assets at fair value through profit or loss	(14,290)	(72,173)
Disposal of financial assets at fair value through profit or loss	-	3,243
Acquisition of property, plant and equipment	(16,372)	(36,016)
Proceeds from disposal of property, plant and equipment	1,378	7,438
Acquisition of intangible assets	(8,306)	(9,870)
Increase (decrease) in other financial assets	(6)	30,964
Increase in other non-current assets	(11,857)	(31,634)
Net cash outflows from investing activities	(126,098)	(179,002)
Cash flows from financing activities:
Decrease in short-term borrowings	(70,000)	(158,000)
Decrease in short-term notes payable	-	(79,944)
Proceeds from long-term borrowings	750,403	1,049,078
Repayment of long-term borrowings	(1,075,391)	(872,452)
Repayment of lease liabilities	(4,782)	(7,302)
Decrease in other non-current liabilities	(354)	(94)
Cash dividends paid	-	(25,364)
Purchase of treasury shares by employees	6,161	-
Changes in non-controlling interests	216	-
Net cash outflows from financing activities	(393,747)	(94,078)
Effect of exchange rate changes on cash and cash equivalents	8,060	(8,985)
Net increase in cash and cash equivalents	136,637	5,646
Cash and cash equivalents at beginning of the year	729,576	723,930
Cash and cash equivalents at end of the year	$866,213	$729,576

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

Attachment 4

UNIVERSAL MICROELECTRONICS CO., LTD.

2025 Profit Distribution Table

Unit: NT$

Item	Amount
	Subtotal	Total
Unappropriated retained earnings		253,198,049
Add: Other comprehensive income
(Remeasurements of defined benefit plans)	7,875,096
Add: 2025 profit for the year	52,481,942	60,357,038
Total		313,555,087
Appropriated items:
Less: Appropriation of legal reserves	-6,035,704	-55,621,875
Less: Appropriation of special reserves	-49,586,171
Accumulative distributable net profit		257,933,212
Distributable items:
Less: Cash dividends on common shares- NT 0.5 per share.		-63,679,600
Unappropriated retained earnings		194,253,612

Note : 2025 profit is distributed with priority

Chairman: OU, JEN-CHIEH

Manager: OU, JEN-CHIEH

Accounting supervisor: HSUEH, CHING-YI

Attachment 5

UNIVERSAL MICROELECTRONICS CO., LTD.
List of Candidates for Director

Candidate No.	Name of Candidate	Gender	Education	Experience	Current Position	Number of Shares Held (Unit:Shares)
1	Wan-An Investment Co., Ltd.
Representative: Tsai, Chin-Te	Male	Department of Electrical Engineering, Feng Chia University	Vice President, Power Products Division, UMEC Technology Corporation	Vice President, Power Products Division, UMEC Technology Corporation	704,000

VII. Appendix

Appendix 1

UNIVERSAL MICROELECTRONICS CO., LTD.
Articles of Incorporation

Chapter 1 General Provision

Article 1 The Company shall be incorporated under the Company Act of the Republic of China, and its name shall be UNIVERSAL MICROELECTRONICS CO., LTD.

Article 2 The business of the Company is as follows:

CC01080 Electronic Parts and Components Manufacturing
CC01070 Telecommunication Equipment and Apparatus Manufacturing
CC01100 Controlled Telecommunications Radio -Frequency Devices and Materials Manufacturing
CC01040 Lighting Equipment Manufacturing
CC01030 Electrical Appliances and Audiovisual Electronic Products Manufacturing
CC01020 Electric Wires and Cables Manufacturing
CC01010 Power Generation, Transmission and Distribution Machinery Manufacturing
CC01110 Computer and Peripheral Equipment Manufacturing
CC01990 Electrical Machinery, Supplies Manufacturing
CD01030 Automobiles and Parts Manufacturing
CE01030 Photographic and Optical Equipment Manufacturing
F401021 Restrained Telecom Radio Frequency Equipment and Materials Import
F113010 Wholesale of Machinery
F113020 Wholesale of Electrical Appliances
F113030 Wholesale of Precision Instruments
F113050 Wholesale of Computers and Clerical Machinery Equipment
F113070 Wholesale of Telecommunication Apparatus
F114030 Wholesale of Motor Vehicle Parts and Supplies
F119010 Wholesale of Electronic Materials
F401010 International Trade
IG03010 Energy Technical Services
I501010 Product Designing
C802041 Manufacture of Drugs and Medicines
CF01011 Medical Devices Manufacturing
F108021 Wholesale of Western Pharmaceutical
F108031 Wholesale of Medical Devices
F208021 Retail Sale of Western Pharmaceutical
F208031 Retail Sale of Medical Apparatus
ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

Article 2-1 The Company may provide endorsement and guarantee and act as a guarantor.

Article 2-2 The total amount of the Company’s reinvestment shall not be subject to the investment ratio limit specified in Article 13 of the Company Act.

Article 3 The Company shall have its head office in Taichung City, the Republic of China, and may, pursuant to a resolution adopted at the meeting of the board of directors, set up branch offices within or outside the territory of the Republic of China when deemed necessary.

Chapter 2 Capital Stock

Article 4 The total capital stock of the Company shall be in the amount of NT$2,047,460,000, divided into 204,746,000 shares, at NT$10 to be issued in installments each. The unissued shares were authorized to the board of directors to issue in installments.

Article 5 The Company's stock is registered in the name of the shareholder and shall be affixed with the signatures or personal seals of the director representing the company, and shall be duly certified or authenticated by the bank which is competent to certify shares under the law before issuance. For the shares to be issued by the Company, the issuing company may be exempted from printing any share certificate for the shares issued. However, the shares shall be registered with a centralized securities depository enterprise.

Article 6 Shareholders are required to provide their true name or company name, address or place of residence, specimen of their seal or signature, and unified business registration number for registration and record-keeping by our company or the stock transfer agent. Any changes to this information should also be promptly reported. When shareholders receive dividends, bonuses, or exercise their shareholder rights in writing from our company or the stock transfer agent, their seal shall serve as proof of identity. In the event of seal loss, the procedures specified in the "Regulations Governing the Administration of Shareholder Services of Public Companies" must be followed.

Article 7 The treasury shares purchased by the Company in accordance with the Company Act, the transferee of which includes the employees of parents or subsidiaries of the company meeting certain specific requirements. Qualification requirements of employees entitled to receive share subscription warrant includes the employees of parents or subsidiaries of the company meeting certain specific requirements.

While issuing new shares, the qualification requirements of employees include the employees of parents or subsidiaries of the company meeting certain specific requirements. The conditions and distribution methods mentioned above are authorized to be determined by the board of directors.

Article 8 Unless otherwise specified by laws and regulations, the handling of the Company's shareholder affairs shall be conducted in accordance with the "Regulations Governing the Administration of Shareholder Services of Public Companies" issued by the Financial Supervisory Commission.

Article 9 The share transfer registration shall be suspended within 60 days prior to the convening date of a regular shareholders' meeting, or within 30 days prior to the convening date of a special shareholders' meeting, or within 5 days prior to the target date fixed by the issuing company for distribution of dividends, bonus or other benefits.

Chapter 3 Shareholders Meeting

Article 10 Shareholders meetings of the Company are of two kinds: (1) regular meeting and (2) special meeting. Regular meetings shall be convened at least once a year within six months after close of each fiscal year. Special meetings shall be convened whenever necessary according to the laws and regulations.

Article 10-1 A shareholders’ meeting can be held by means of virtual-only shareholders meeting or other means approved and published by the central regulating authorities.

Article 11 According to Article 177 of the Company Act, if a shareholder is unavailable to attend a shareholders meeting, he/she could hand in a written proxy and appoints a proxy to attend the shareholders meeting on his/her behalf. Unless otherwise stipulated in the Company Act, the means of attending a shareholders meeting by proxy shall in line with the “Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies”.

Article 12 During the shareholders meeting, the chairman shall serve as the chairperson of the meeting. In case the chairman is absent, the chairman shall designate one of the directors to serves as the chairperson. In the absence of such a designation, the directors shall elect from among themselves an acting chairperson of the board of directors. Whereas for a shareholders’ meeting convened by any other person having the convening right, he/she shall act as the chairperson of that meeting provided, however, that if there are two or more persons having the convening right, the chairperson of the meeting shall be elected from among themselves.

Article 13 Unless otherwise specified by laws and regulations, the shareholders of the company shall have one voting power in respect of each share in his/her/its possession.

Article 14 Resolutions at a shareholders’ meeting shall, unless otherwise provided for by relevant laws and regulations, be adopted by a majority vote of the shareholders present, who represent more than one-half of the total number of voting shares.

Article 15 Resolutions adopted at a shareholders meeting shall be recorded in the minutes of the meeting, which shall be affixed with the signature or seal of the chairman of the meeting and shall be distributed to all shareholders of the company within twenty days after the close of the meeting.

Chapter 4 Board of directors

Article 16 The Company has a board of directors consisting of eleven members, including a minimum of two independent directors, who must constitute at least one-fifth of the total number of directors. The independent directors form the Audit Committee. The election of directors is

carried out by the shareholders' meeting from among individuals with legal capacity, and their term of office is three years, with the possibility of reelection. After being elected, the board of directors may decide to purchase liability insurance for directors to cover their compensation obligations within their scope of business as required by law. The total shareholding percentage of all directors is subject to the regulations of the securities regulatory authority.

The Company follows a candidate nomination system for directors, with the selection of directors from the list of candidates determined by the shareholders' meeting. The qualifications, shareholding and concurrent position restrictions, criteria for independence determination, nomination procedures, and other applicable matters related to independent directors must comply with relevant laws and regulations set by the competent authority.

Article 17 When the number of vacancies in the board of directors of a company equals to one third of the total number of directors, the board of directors shall call, within 60 days, a special meeting of shareholders to elect succeeding directors to fill the vacancies.

Article 18 In case no election of new directors is effected after expiration of the term of office of existing directors, the term of office of out-going directors shall be extended until the time new directors have been elected and assumed their office. However, the competent authority may, ex officio, order the company to elect new directors within a given time limit; and if no reelection is effected after expiry of the given time limit, the out-going directors shall be discharged ipso facto from such expiration date.

Article 19 The directors shall organize the board of directors. The board of directors shall elect a chairman of the board of directors from among the directors by a majority vote at a meeting attended by over two-thirds of the directors to execute all matters of the Company in accordance with applicable laws and regulations, the Articles of Incorporation, and resolutions of the shareholders' meeting and the board of directors.

Article 20 The operational guidelines and other important matters of the company shall be determined by the board of directors. Except for the first meeting of each term of the board of directors shall be convened in accordance with Article 203 of the Company Act, the meetings of the board of directors shall be convened by the chairman of the board of directors. In case the chairman of the board of directors is absent, the chairman of the board of directors shall designate one of the directors. In the absence of such a designation, the directors shall elect from among themselves an acting chairperson of the board of directors.

The notice for board meetings may be issued in writing, via email, or fax.

Article 21 Unless otherwise specified by the Company Act, the resolutions of the board of directors require the presence of a majority of directors, and approval by a majority of the attending directors. Board meetings may be conducted through video conferences. In cases where a director is unable to attend due to circumstances, another director may be authorized to attend in accordance with Article 205 of the Company Act.

Article 22 The minutes of a board meeting shall bear the signature or seal of the meeting chairperson; a copy of the minutes shall be distributed to each director within 20 days after the meeting, the meeting minutes may be conducted via electronic transmission. A meeting minute shall include a summary of the essential points of the proceedings and the results of the meeting. The attendance list bearing the signatures of directors present at the meeting and the powers of attorney of the proxies shall be kept by the Company.

Article 23 The board of directors is authorized to determine the salary for the directors, taking into account the extent and value of the services provided for the management of the Company and the standards of the industry. However, the remuneration for each director shall not exceed a maximum of NT$1,000,000 per year.

Chapter 5 Managers

Article 24 The Company may appoint several managers and one general manager. In accordance with the policies determined by the board of directors, the overall management of all company operations, as well as the appointment, dismissal, and remuneration of the general manager and managers, shall be conducted by the board of directors with the presence of a majority of directors and approval by a majority of the attending directors.

Chapter 6 Accounting

Article 25 The following reports shall be prepared 30 days before the shareholders' meeting, and submitted to Audit committee for review. The Audit committee or its member shall issue a report and submit it to the shareholders meeting for approval.

Business report;
Financial statements;
Proposal concerning the distribution of earnings or covering of losses.

Article 26 If the Company has made profit in the year, it shall allocate no less than 4% for employee remuneration and no more than 3% for director remuneration. At least 20% of the aforementioned employees' remuneration shall be allocated to grassroots employees. However, in the case of accumulated losses, an amount should be reserved in advance for recovery.

Employee remuneration can be distributed in the form of stock or cash, and the recipients may include employees of controlled and subsidiary companies who meet certain criteria. The conditions and distribution methods for employee remuneration are authorized by the board of directors.

The distribution of employee compensation and director remuneration should be approved by a resolution of the board of directors with the attendance of at least two-thirds of the directors and the approval of a majority of the attending directors. The resolution should also be reported to the shareholders' meeting.

Chapter 7 Supplementary Provisions

Article 27 After the annual general settlement, if our company has surplus, it shall be distributed in the following order:

Payment of taxes and donations.
Offset of accumulated losses from previous years.
Allocation of 10% as the legal reserve. However, if the cumulative amount of the legal reserve reaches the total paid-up capital of the Company, no further allocation is required. Any remaining amount shall be allocated or transferred according to legal requirements, such as to the special surplus reserve. If there is still a balance, along with the accumulated undistributed earnings, the board of directors shall prepare a proposal for profit distribution and submit it to the shareholders' meeting for approval of dividend distribution to shareholders.
The Company's dividend policy is aligned with current and future development plans, taking into consideration the investment environment, capital requirements, domestic and international competitive conditions, and the interests of shareholders. When distributing dividends to shareholders, it can be done in the form of cash or stock, with cash dividends amounting to at least 10% of the total dividend amount.

Article 28 The Company's charters and operating procedures are established by the board of directors.

Article 29 In regard to all matters not provided for in these Articles of Incorporation, the Company Act shall govern.

Article 30 The Articles of Incorporation was established on 26 January 1982.

The first amendment was made on 1 April 1984.

The second amendment was made on 30 June 1987.

The third amendment was made on 8 July 1989.

The fourth amendment was made on 27 November 1989.

The fifth amendment was made on 15 June 1990.

The sixth amendment was made on 30 August 1991.

The seventh amendment was made on 3 July 1993.

The eighth amendment was made on 7 April 1996.

The ninth amendment was made on 6 December 1996.

The tenth amendment was made on 8 March 1997.

The eleventh amendment was made on 13 March 1998.

The twelfth amendment was made on 29 April 1999.

The thirteenth amendment was made on 14 October 1999.

The fourteenth amendment was made on 6 May 2000.

The fifteenth amendment was made on 4 May 2001.

The sixteenth amendment was made on 3 June 2002.

The seventeenth amendment was made on 6 June 2003.
The eighteenth amendment was made on 28 June 2005.
The nineteenth amendment was made on 15 June 2007.
The twentieth amendment was made on 13 June 2008.
The twenty-first amendment was made on 10 June 2009.
The twenty-second amendment was made on 15 June 2010.
The twenty-third amendment was made on 21 June 2012.
The twenty-fourth amendment was made on 21 June 2013.
The twenty-fifth amendment was made on 26 June 2014.
The twenty-sixth amendment was made on 21 June 2016.
The twenty-seventh amendment was made on 20 June 2017.
The twenty-eighth amendment was made on 19 June 2018.
The twenty-ninth amendment was made on 19 June 2019.
The thirtieth amendment was made on 24 June 2021.
The thirty-first amendment was made on 18 March 2022.
The thirty-second amendment was made on 20 June 2022.
The thirty-third amendment was made on 19 June 2025.

UNIVERSAL MICROELECTRONICS CO., LTD.
Chairman: OU, JEN-CHIEH

Appendix 2

UNIVERSAL MICROELECTRONICS CO., LTD.

Shareholders' Meeting Procedure Rules

Article 1 The rules of procedures for the UNIVERSAL MICROELECTRONICS CO., LTD.'s (hereinafter referred to as the Company) shareholders meetings were formulated in accordance with Article 182-1 of the Company Act, except as otherwise provided by law or regulation, shall be as provided in these Rule.

Article 2 The term "shareholder" as referred to in these Rules includes both the shareholders themselves and their proxies attending on their behalf. Shareholders attending the meeting are requested to bring their attendance books. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in.

Article 3 Attendance and voting at shareholders' meetings shall be calculated based on numbers of shares.

Article 4 The venue for a shareholders meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.

Article 5 If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the chairman shall designate one executive director to act as his/her proxy; if there is no executive director the chairperson shall appoint one of the directors to act as chair. Where the chairperson does not make such a designation, the executive directors or the directors shall select from among themselves one person to serve as chair. If a shareholders meeting is convened by a party with power to convene other than the board of directors, the convening party shall chair the meeting.

Article 6 The Company may appoint its attorneys, CPAs, or related persons retained by it to attend a shareholders' meeting.

Article 7 The Company shall record with an audio or video tape the whole proceedings of the shareholders' meeting, and said video tape or audio tape shall be kept for at least one year.

Article 8 When it is time to convene a shareholders' meeting, the chairman shall immediately convene the meeting, provided; however, if the shareholders present do not represent a majority of the total amount of issued shares, the chairman may postpone the meeting; provided however the postponement of the said meeting shall be limited to two times, and the total time postponed shall not exceed one hour. If the meeting has been postponed for two times, but the shareholders present still do not represent a majority of the total amount of issued shares, a tentative resolution may be adopted in accordance with paragraph 1 of Article 175 of the Company Act by shareholders representing one-third of the total amount of issued shares. Before the close of

the said meeting if the shareholders present represent a majority of the total amount of issued shares, the chairman may present the tentative resolution so adopted to the meeting for resolution in accordance with Article 174 of the Company Act.

Article 9 If a shareholders’ meeting is called by the board of directors, the meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting.

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

The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders meeting. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the board of directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.

Article 10 Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair. A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail. When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation.

Article 11 A shareholder shall not speak more than two times for one motion, unless he/she has obtained the prior consent from the chairman, and each speech shall not exceed 5 minutes. If the shareholder's speech violates the aforementioned rules or exceeds the scope of the agenda item, the chair may terminate the speech. Other shareholders may also request the chairperson to take such action.

Article 12 When a juristic person is entrusted to attend a shareholders' meeting, the juristic person may only appoint one representative to attend on his/her behalf. When a juristic person shareholder appoints two or more representatives to attend a shareholders' meeting, only one of the representatives so appointed may speak on the same proposal.

Article 13 After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.

Article 14 When the chair at a shareholders’ meeting is of the opinion that a matter has been sufficiently discussed to a degree of putting to a vote, the chair may announce the discussion closed and bring the matter to vote.

Article 15 Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company. The results of the voting shall be announced on-site at the meeting, and a record made of the vote.

Article 16 When a meeting is in progress, the chair may announce a break based on time considerations. If a meeting cannot be concluded, a resolution may be passed by the shareholders’ meeting to continue within five days without the need for notification or announcement.

Article 17 Except as otherwise provided in the Company Act and the Company’s Articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. During voting, if the chairperson, after seeking no objections, deems a proposal as approved, it shall have the same effect as a vote. Each shareholder is entitled to one voting right per share. Shareholders may appoint proxies to attend the shareholders’ meeting on their behalf. However, unless it is a trust enterprise or a share registration and transfer agency approved by the competent authority, if one person is entrusted by two or more shareholders at the same time, the voting rights of the agent shall not exceed three percent of the total voting rights of the issued shares. Any voting rights exceeding this limit shall not be counted.

Article 18 When there is an amendment or an alternative to a proposal, the chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

Article 19 The chair may direct the proctors (or security personnel) to help maintain order at the meeting place.

Article 20 In the event of a major disaster such as an air raid warning, earthquake, fire, etc., during the meeting, it shall be announced to stop or temporarily suspend the meeting, and everyone shall evacuate accordingly. After one hour from the situation’s resolution, the chairperson shall announce the resumption of the meeting.

Article 21 For matters not stipulated in these Rules, they shall be handled in accordance with the provisions of the Company Act, other relevant laws and regulations, and the Articles of Incorporation of the Company.

Article 22 These Rules shall take effect after having been submitted to and approved by a shareholders meeting. Subsequent amendments thereto shall be effected in the same manner. These Rules were first amended on 21 June 2016.

Appendix 3

UNIVERSAL MICROELECTRONICS CO., LTD.

Regulations Governing the Election of Directors

Article 1 The election of directors of the Company shall be governed by the Company Act, the Securities and Exchange Act, and the Articles of Incorporation of the Company, in addition to being conducted in accordance with these Rules.

Article 2 The single-name cumulative voting system shall be used for election of the directors at this Corporation. Each share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates. The name of the voter may be represented by the shareholder attendance card number as indicated on the ballot.

The election of directors of this company shall be conducted in accordance with the candidate nomination system procedures stipulated in Article 192-1 of the Company Act.

The election of independent directors and non-independent directors shall be conducted concurrently, with the number of elected seats calculated separately. Candidates receiving a greater number of votes representing voting rights shall be elected sequentially in their respective categories.

Article 3 The directors of the Company shall be elected by the shareholders' meeting from among candidates deemed capable, in accordance with the number of seats specified in the Articles of Incorporation. Directors shall be elected sequentially based on the number of votes representing voting rights received. In the event that two or more candidates receive the same number of votes exceeding the prescribed number of seats, a draw shall be held to determine the elected directors. If a shareholder is absent, the draw shall be conducted by the Chairman on their behalf. If shareholders are elected simultaneously, they shall decide among themselves who will serve as director, and any vacancies shall be filled by the next highest vote recipient.

Article 4 The ballots shall be issued by the Company, numbered according to the attendance certificate number, with the corresponding voting rights indicated.

Article 5 Before the election begins, the Chairman shall appoint a number of persons with shareholder status to perform the respective duties of vote monitoring and counting personnel. The ballot boxes shall be prepared by the board of directors and publicly checked by the vote monitoring personnel before voting commences.

Article 6 The ballot box for the election of directors shall be prepared by the board of directors and shall be publicly opened and inspected by the vote monitoring personnel prior to voting.

Article 7 1. The voter shall specify the name of the candidate in the "Candidate" section of the ballot. If the candidate is a shareholder, the voter shall indicate the name of the shareholder and the shareholder account number in the "Candidate" section. If the candidate is not a

shareholder, the voter shall provide the candidate's name and identification document number.

When a corporate shareholder is the elected person, the "elected person" field on the election form should record the name of the corporate shareholder. Of the ballot should include the corporate name and the representative's full name.
When the representative of a corporate shareholder is the candidate, the "Candidate" field on the ballot shall indicate the name of the juristic person and the name of its representative. The number of voting rights assigned to the candidate shall also be specified. If there are multiple representatives, the names of each representative shall be listed separately.

Article 8 If the number of voting rights of a candidate indicated on the ballot is fewer than the candidates' voting rights, the difference shall be considered as a waiver of voting rights.

Article 9 A ballot will be invalid in any of the following circumstances:

The ballot is not the one prescribed by these Rules.
A blank ballot is placed in the ballot box.
The writing is unclear and indecipherable.
If the name of the elected person filled in cannot be identified or does not match the shareholder register, or if the elected person is not a shareholder and their name or ID number does not match upon verification, it will be considered invalid.
In addition to the name of the elected person and the shareholder account number or the ID number, any other text may be inserted.
The name of the nominated person is the same as that of other shareholders and cannot be verified.
If more than one name or designation is filled in for the elected person on the same ballot, it will be considered invalid.
If the number of voting rights used exceeds the number indicated on the ballot, it will be considered invalid.
If any of the details filled in (name of the elected person, account number, ID number, or number of voting rights) are altered and not stamped with the seal, it will be considered invalid.
If the ballot is not deposited into the ballot box before the chairman of the shareholders' meeting announces the end of the voting, it will be considered invalid.

Article 10 The ballot box will be opened jointly by the vote monitoring personnel and the counting personnel, and the votes will be counted immediately after the end of the poll.

Article 11 The counting of votes will be monitored by vote monitoring personnel.

Article 12 In the event of any doubt regarding a ballot, the vote monitoring personnel shall first be requested to verify whether the ballot is invalid. Invalid ballots shall be set aside separately, and the number of such ballots and the corresponding voting rights shall be recorded. The

vote monitoring personnel shall mark the ballot as invalid and sign and affix their seal.

Article 13 After the vote counting is completed, the vote monitoring personnel will verify the total number of valid votes and invalid votes and enter the number of valid votes and voting rights and the number of invalid votes and voting rights into the record sheet respectively. The Chairman will then announce the name and shareholder account number of the elected person.

Article 14 The newly elected directors will be issued a letter of election by the chairman of the shareholders' meeting or the company's board of directors after the election.

Article 15 These Rules, and any amendments hereto, shall be implemented after approval by a shareholders meeting.

These Rules were revised on June 26, 2014.

These Rules were revised on June 21, 2016.

These Rules were revised on June 19, 2018.

Appendix 4

UNIVERSAL MICROELECTRONICS CO., LTD.

Shareholdings of Directors and Independent Directors

The paid-in capital of the Company is NT$1,273,592,000 with 127,359,200 shares issued.
Under Article 26 of the Securities and Exchange Act, the minimum number of shares required to be held by all directors is 8,000,000 shares.
The numbers of shares held by the directors individually and by the entire bodies thereof respectively as recorded in the shareholders' register as of the book closure date for that shareholders' meeting are as follows:

All directors of the Company hold shares in compliance with the statutory ownership percentage requirements.

Base date: April 18, 2026

Title	Name	Date of election/appointment	Term	The shareholdings of all directors as of the book closure date
				Shares	%
Director	OUMEIYA Investment Co., Ltd Representative: OU, JEN-CHIEH	19 June 2025	3 years	12,693,541	9.97
Director	ZHAO ZAN Investment Co., Ltd. Representative : YEN, HWEI- FANG	19 June 2025	3 years	855,000	0.67
Director	Yuan Rong Investment Co., Ltd. Representative : OU, TZU-HUEI	19 June 2025	3 years	803,000	0.63
Director	LIEN, TSUNG-FU (Resignation Date: June 15, 2026)	19 June 2025	3 years	694,737	0.55
Director	TSAI, KUO-CHI	19 June 2025	3 years	700,929	0.55
Director	HSU, TZU-HSUN	19 June 2025	3 years	0	0
Director	GOODWAY MACHINE CORP. Representative : YANG, SHU-HAN	19 June 2025	3 years	278,462	0.22
Independent Director	TSOU, YEN-CHUNG	19 June 2025	3 years	0	0
Independent Director	WU, HUEI-HUANG	19 June 2025	3 years	0	0
Independent Director	KO, HSIN-SUI	19 June 2025	3 years	0	0
Independent Director	WU, CHUNG-MING	19 June 2025	3 years	0	0
Total				15,330,932	12.04

umec

UNIVERSAL MICROELECTRONICS

環隆科技股份有限公司

AI assistant

UMEC AGM Information 2026

52064_rns_2026-05-12_bd029e32-1222-4655-9028-8f9216c80b18.pdf

UNIVERSAL MICROELECTRONICS CO., LTD.

MEETING HANDBOOK

I. Meeting Procedure

II. Management Presentation

IV. Election

V. Questions and Motions

Adjournment

(2) Power supply (SPS) technology and product development results

(3) Information and communications technology products (ICP) related technologies and product development results

Attachment 3

Independent Auditors' Report Translated from Chinese

Opinion

Basis for Opinion

Key Audit Matters

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

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

Notice to Readers

Statement

Opinion

Basis for Opinion

Key Audit Matters

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

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

UNIVERSAL MICROELECTRONICS CO., LTD.

2025 Profit Distribution Table

Chapter 2 Capital Stock

Chapter 5 Managers

Chapter 6 Accounting

UNIVERSAL MICROELECTRONICS CO., LTD.

Shareholdings of Directors and Independent Directors

umec

AI assistant

UMEC — AGM Information 2026

52064_rns_2026-05-12_bd029e32-1222-4655-9028-8f9216c80b18.pdf

UNIVERSAL MICROELECTRONICS CO., LTD.

MEETING HANDBOOK

I. Meeting Procedure

II. Management Presentation

IV. Election

V. Questions and Motions

Adjournment

(2) Power supply (SPS) technology and product development results

(3) Information and communications technology products (ICP) related technologies and product development results

Attachment 3

Independent Auditors' Report Translated from Chinese

Opinion

Basis for Opinion

Key Audit Matters

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

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

Notice to Readers

Statement

Opinion

Basis for Opinion

Key Audit Matters

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

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

UNIVERSAL MICROELECTRONICS CO., LTD.

2025 Profit Distribution Table

Chapter 2 Capital Stock

Chapter 5 Managers

Chapter 6 Accounting

UNIVERSAL MICROELECTRONICS CO., LTD.

Shareholdings of Directors and Independent Directors

umec

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UMEC AGM Information 2026