UNITECH — AGM Information 2022

Jul 11, 2022

Stock Code: 2367

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Unitech Printed Circuit Board Corp.

2022 Shareholders Meeting in regular session

Procedure Handbook

Mode of convention: physical session Date: June 21, 2022 Meeting venue: No. 6, Zhongshan Road, Tucheng District, New Taipei (Plant no. 4 of Unitech)

Unitech Printed Circuit Board Corp. Procedure Handbook for the 2022 Shareholders Meeting in regular session

Table of Contents

Pages One. Opening Ceremony ................................................................................................... 1 Two. Meeting Agenda .................................................................................................... 2 I. Report .............................................................................................................. 3 II. Points of recognition ....................................................................................... 4 III. Points of discussion ......................................................................................... 5 IV. Extemporary motion: ...................................................................................... 5 Three. Attachment I. 2021 Business Report ...................................................................................... 6 II. Audit Committee Review Report .................................................................. 13 III. Auditors’ Report and 2021 Financial Statements (including Consolidated Financial Statements) .................................................................................... 14 IV. Table of the “Articles of Incorporation” before and after amendment ......... 33 V. Table of the “Procedure for the Acquisition or Disposal of Assets” before and after amendment. .................................................................................... 34 Four. Appendix I. Parliamentary Procedure for Shareholders Meeting ..................................... 41 II. Articles of Incorporation ............................................................................... 44 III. Information on the resolution of the Board on remuneration to the employees and Directors: ................................................................................................ 51 IV. The influence of stock dividends on the operation performance, earnings per share, and ROI of the Shareholders .............................................................. 51 V. Table of Shareholders by Directors .............................................................. 51

Unitech Printed Circuit Board Corp. Schedule of the 2022 Shareholders Meeting in regular session

I. Announcement of the meeting in session

II. Presiding Officer assumes position for the session

III. Presiding Officer addresses the meeting

IV. Reports

V. Points of recognition

VI. Points of discussion

VII. Extemporary motions

VIII. Adjournment of meeting

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Unitech Printed Circuit Board Corp. Agenda of the 2022 Shareholders Meeting in regular session

Mode of convention: physical session Time: June 21, 2022 (Tuesday), at 9:00 am Place: No. 6, Zhongshan Road, Tucheng District, New Taipei (Unitech Plant No. 4)

I. Announcement of the meeting in session

II. Presiding Officer assumes position for the session

• III. Presiding Officer addresses the meeting

IV. Report:

• (I) 2021 Business Report

• (II) Review Report of Audit Committee on the financial statements of 2021

V. Points of recognition:

• (I) Recognition of the 2021 Business Report and Financial Statements

• (II) Recognition of appropriation for covering carryforward loss in 2021

VI. Points of discussion:

• (I) Discussion on the amendment to the “Articles of Incorporation”.

• (II) Discussion on the amendment to the “Procedure for the Acquisition or Disposal of Assets”.

VII. Extemporary Motions

VIII. Adjournment of the meeting

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Report

Report No. 1 - presented by the Board

Cause: 2021 Business Report for your reference

Explanation: 2021 Business Report as shown in Attachment I (pp. 6~11)

Report No. 2 -presented by the Board

Cause: Audit Committee Review Report on the financial statements of 2021 for your reference.

Description: Audit Committee Review Report, as shown in Attachment II. (pp. 12~13)

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Points of recognition

Recognition motion no. 1 - presented by the Board

Cause: 2021 Business Report and Financial Statements for recognition.

• Explanation: The Board of Directors of Unitech Printed Circuit Board Corp. Prepared the financial statements (including consolidated financial statements) of the Company of 2021. These financial statements have been audited by the Independent Auditors, and were forwarded to the Audit Committee with the Business Report for review with the issuance of Review Report on record, which were shown in Attachment I to Attachment III (pp. 6~31). Recognition requested.

Resolution:

Recognition motion no. 2 - presented by the Board

Cause: Proposal for appropriation for covering carryforward loss in 2021 for recognition.

Explanation: The proposal for appropriation for covering carryforward loss in 2021 is specified as follows:

Unitech Printed Circuit Board Corp.

Table of appropriation for covering carryforward loss

2021

2021
	Unit: NT$
Item	Amount
Undistributed earnings at the beginning of the period	238,726,568
Add: changes of the associates recognized under the equity method.	4,263,417
Less: Disposal of investment in equity instrument at fair value through other comprehensive income statement, accumulated profit or loss is directly transferred to retained earnings.	(486,225)
Less: loss after taxation in current period	(242,117,018)
Undistributed earnings at the end of period	386,742

Description: proposed not to pay out dividends to shareholders for the current period.

Chairman: Manager: Chief Accounting Officer:

Resolution:

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Points of discussion

Motion No. 1- presented by the Board

Cause: discussion on the amendment to the “Articles of Incorporation” for approval.

• Explanation: I. The Company plans to increase its stated capital to NT$8,000 million for operation needs.

• II. For the flexibility of the Shareholders Meeting in convention, Article 12-1 of the Articles of Incorporation was added pursuant to Article Paragraph 1 under Article 172-2 of the Company Act so that Shareholders Meeting may convene via videoconferencing or other means as announced by the central competent authority.

• III. Proposed to amend the “Articles of Incorporation” in part. The Table of the provisions before and after amendment is shown in Attachment IV (p. 32).

Resolution:

Motion Number 2. - presented by the Board

Cause: Discussion on the amendment to the “Procedure for the Acquisition or Disposal of Assets” for approval.

• Explanation: The “Procedure for the Acquisition or Disposal of Assets” of the Company was amended in part in accordance with Financial Supervisory Commission Letter Jin-Guan-Zheng-Fa-Zi No. 1110380465 dated January 28, 2022. The Table of the provisions before and after amendment are shown in Attachment V (p. 33~42).

Resolution:

Extemporary motion:

Adjournment of meeting

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Attachment I

2021 Business Report

COVID-19 continued to affect the whole world in 2021. Vaccination has not been extensively carried out and as quickly as expected. It was worsened by the new variants of the virus known as Delta and Omicron, to the effect that many countries were compelled to quarantine their cities and cordon the border. The principal product line of Unitech was also hit hard by the pandemic, as quarantine of cities and factories was in effect in some regions and countries. Production schedules of the customers were in disarray. It was echoed with unanticipated sales that the demand for the product has been adjusted downward several times. It was further affected by the shortage in supply of IC and the displacement effect of the integrated use of IC by customers for new models as principal items that made them change the production and sale plans repeatedly, which in turn affected the sale of the Company and smooth shipment. In addition, the prices of materials in 2021 skyrocketed. It was echoed by the strong US Dollar. Under these unfavorable factors in the operation environment, the revenue of the year fell by 9.06%.

Revenue from Rigid-Flex Board fell by 60% in 2021 for 2 main reasons. First of all, the previous models are the wearables. The rebound of the pandemic hit the demand market directly and the overall demand plummeted by 68%. Secondly, the design and development of new products are delayed, as the customers cannot seek a breakthrough in certain technical problems as expected, which in turn delay the progress for 2 quarters of the year. This also affected the overall revenue in 2021.

In 2021, the global sale of motor vehicles was about 81,000,000 units, which was an overall growth of 19%. This helped to bring about growth for Unitech by approximately 21%. Yet, the shortage of supply in IC was still critical that the shipment of some high-end models was hindered. It is expected that the shortage problem of IC could be alleviated in 2022 that automotives could have a significant level of contribution and growth.

The introduction and growth of HDI NB in 2021 were contributed by the persistent demand for WORK FROM HOME (WFH) that remote work and distance learning emerged as strong demands. The incremental growth of the demand for high-end HDI NB surfaced as the result of the hard work of Unitech in this area. Although this item could not constitute the principal contribution to the Company, it will be promising, as demonstrated by its growth in the initial year of launch.

The whole world will get to coexist with COVID-19 in 2022, followed by the lift of quarantine and resumption to normal lives as vaccination is carried out extensively and a number of new drugs have come into being. These will help to boost economic growth. Unitech has a crystal clear policy of development in EV, the launch of the accelerated receiving of the 5G mm wave infrastructure, AI, HPC, and IOT, and has

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made an effort in the application end of the above high-end products, such as small cell station, AR/VR wearables, IoV, and HPC. Significant progress has been made between Unitech and the customers in a concerted effort. We believe that growth could be achieved as anticipated once the above industries developed into the stage of high growth. As always, Unitech will side with the customers now and in the future, for joint development of the market and solutions for problems. Unitech will provide customers with the best solutions in order to achieve environmental care, sustainable development and the creation of an ecological circle where all participants are winners. The management team of Unitech has mapped out the long-term plan and deployment in 2022 and the few years ahead, and expects to emerge as a major participant in the areas of various types of high-end and advanced products to achieve the goal of stable growth in operation.

2021 Financial and Business Performance

The consolidated revenue of the Company amounted to NT$13.502 billion in 2021, which was a decline of 6.15% from the same period of 2020. Net consolidated income of the same year amounted to NT$242 million, and net consolidated income attributable to the shareholders of the parent company amounted to NT$242 million.

Separate revenue amounted to NT$11.869 billion, which was a decline of 9.06% from the same period of 2020.

2022 Business Plan

1. Continue to promote niche items and expand the clientele base for revenue and profit growth.

2. (1) There are new production applications for the rigid-flex board and the design is oriented to the higher end. In the future, joint ventures with customers in this area will be intensified in scope and in depth to enhance the utilization rate of production capacity on hand and achieve the profit goal.

3. (2) Make a positive effort to develop more customer sources by targeting customers of high-end product lines and broaden the scope of cooperation with new customers for more models in joint ventures to enlarge the scope of business with these new customers. Action will be taken to gradually penetrate to different levels of customers with different products in proper balance for stabilizing the sources of customer orders in mid to long-term, and minimize seasonal fluctuation.

4. (3) In the wake of the increasing penetration of 5G mmWave year after year, the corresponding industries like high-speed network cards, optical modules, and micro cells also thrived. Unitech will support the customers in the development of new models with the expectation of occupying a good position in high-end product lines alongside the successful development of the industries.

5. (4) Well-seasoned in vehicle mounted products, the Company has plenty of high-end automotive high-end electronic parts and components on hand to align with the

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evolution of the new generation of LEVEL 3 unmanned driving. This is particularly the case in the parts and components for high frequency, high speed, sensor module and EV, which are expected to help to enrich the product portfolios for better profit.

• (5) Entry to LEO satellite supply chain for keeping abreast of the development trend in related industries.

• R&D in product technology: human resources in R&D will be further committed to the development of application technologies for new products, materials, and optimization of product line process. The gravity of development will be the optimization of parameters, development of chemicals in the production process, and special ink relevant with the high frequency, high speed materials, special cooper foil, and the process for mmWave for rapid launch to mass production and satisfy the needs of the customers in special product features and in search for the most competitive manufacturing cost.

• Capacity expansion: Unitech plans to appropriately expand its production capacity to tackle the bottleneck on the basis of the business plan for the year ahead and in line with the market development trend and customer needs for assurance of maximum output and profit.

• Unitech will continue to introduce an automated production process and process leaning plan for the best production efficiency and cost.

• Launch smart production incrementally towards the goal of a smart factory and upgrade the overall competitive power.

Development Strategy in the future Macroeconomic Factors:

The world economic forecast conducted by the IMF in 2021 indicated that the COVID-19 variants Delta, Omicron, and the shortage in the supply of IC remained critical to the world. Also, economic recovery started from the trough at the base period of 2020 to a significantly high level of 5.9% growth in 2021, albeit under the spread of COVID-19. This was the highest growth in almost 4 decades. However, an economic slowdown comes in 2022 at a growth rate of only 4.4%, further down to 3.8% in 2023. The forecast indicated that until the end of 2022, the prevalent practice of vaccination and the invention of new medications might help to dissipate the influence of Omicron in the second half of 2022. With the lifting of the quarantine and cordons at the borders of most countries, economic recovery will take place. Global economic growth is projected at 4.4%. The growth rate will be 3.9% in developing countries, 4% in the US, 3.9% in the EURO zone, 3.3% in Japan, 4.8% in the newly emerged economies, 4.8% in China, and 9.0% in India. The forecast of the Central Bank indicated that economic growth in Taiwan is projected at 4.03% (while the Directorate-General of Budget, Accounting and Statistics projected at 4.15%).

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According to the latest report released by UNCTAD, there are 3 variables that may affect global trade in the next year: the economic growth rate in China is lower than expected, the pressure of inflation, and geopolitical problem. All of the above 3 points will be unfavorable for global trade, which will be critical variables affecting economic growth in 2022.

External competitive environment: Demand:

The global economy underwent recovery growth in 2021. It is expected that EV, 5G mmWave, AI, IOT, LEO could enjoy significant growth in 2022. The global economy will resume normally, given the prevalent practice of vaccination and the launch of new medication.

Driven by the sustained growth of EV and the electronic development of unmanned vehicles, the production value of automotive PCB surged. As a veteran in automotive electronics, particularly in the area of high-end products, Unitech has a track record on several generations of new products in many years. As such, Unitech will make use of this advantage to continue expanding to different levels of customers and product lines and keep abreast of the trend of unmanned driving and related business opportunities for stable growth.

The 5G mmWave mobile communication is a new area of extremely high potential. Yet, a series of problems from the transmission of mmWave have to be addressed, from materials to PCB production technology, which is new to the industry. The inherent physical features of mmWave of high fading and low penetration, and the extremely high cost of installation as compared with 4G or SUB 6G, hampered the progress of 5G mmWave development. The GSMA launched the global acceleration plan in 2022 for speeding up 5G mmWave technology and application. The mmWave is expected to emerge as the gravity technology of NWC in 2022. Unitech holds that the commercial running of 5G will drive another wave of stunning growth in related industries. From micro cell straight to IOT.

As for terminal wearables, there will be another wave of strong demand for highend PCB. As always, Unitech sides with the customers in the development of products in new domains, and has already laid its hands on the development of products in 5G mmWave and related industries. When the time 5G mmWave has come at the right moment for commercial running, Unitech is expected to embrace the opportunity of another wave of growth.

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Supply:

The growth of PCB was significant worldwide at an unprecedented 23%. HDI was up by 19.4% (PRISMARK) and another high-end item, SUBSTRATES was up by 39.4%, which was a record high. The reason was the significant growth in the demand for 5G, AI, HPC, and automotive products in 2020. The high level in the base period indicated slow growth in 2022, but was still at a normal pace. The growth of PCB in the year is projected at the level of 5.2%, where HDI growth is projected at 5% and SUBSTRATE growth is projected at 11.8%.

After the skyrocketing of raw materials in 2020, most firms in CCL, copper foil board and chemicals shifted the burden to their sale prices. The rising cost took away the margin which was already meager. Most PCB firms elected to shift the cost to the customer end, which helped maintain equilibrium. 2022 was clouded by the RussianUkrainian conflict and related transport problems, inflation and oil supply. Growth may not be the same as it was in 2021. Heavy metal prices fell further and the overall uncertainty is still there. Price fluctuation will be a challenge to the operation in 2022. The growth of AI, high-speed computers, 5G, automotive electronics, and EV that made upstream material supply in the PCB upstream material areas of high-speed, high frequency board CCL, PP and copper foil attract ongoing attention. This is particularly the case as the rapid growth in the EV market that the price of copper foil may be pushed further up, which in turn drives up the price of base boards. Further to the element of price, the psychological factor of shortage in material supply and the long lead-time for supply increase the risk of responding to different scenarios. After years of experience in dealing with the unpredictable operation environment, Unitech has mapped out the mechanisms for responding to different scenarios and can maintain close liaison with the customers for updated information on material preparation, and can support the stockpiling mechanisms of the suppliers to provide reliable and safe delivery deadlines. Unitech introduces preliminary design and manufacturing in one step right from the beginning of the project delegated by the customers, and can provide the best solutions at the front-end of design in real-time. Unitech can give expert recommendations to the customers in PCB manufacturing and provide the best cost structure and the most reliable logistics support in material supply as part of the total solution in service from the start to the launch of products. This helps to earn the long-term trust of the customers. Unitech has engaged in a long-term collaborative relationship with the customers for mutual prosperity that all participants are the winners.

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Corporate Development Strategy:

1. Focus on the profit structure and increase the proportion of niche products in revenue.

(1) Vehicle-mounted PCB:

In the advent of unmanned driving at LEVEL 3, the demand for various types of auxiliary sensors surged. It was echoed with the demand for IoV under the 5G environment that the automation control inside the vehicles was also adjusted to a more powerful chip with a stronger computing function. Accordingly, the design of the vehiclemounted board was also upgraded to the high-end HDI board. This is particularly the case for the wireless communication module for IoV, a smart driving cabin system. The application of high-speed computers for the integration of information in real-time also increases. The demand for high-end chips for these advanced auxiliary driving systems triggered high-end HDI technology development for PCB year after year. It takes a very long lead-time for the development and validation of automotive electronics, which is longer than 3 years in general. Unitech's new joint venture projects and customers have been launched to mass production annually and have become in high demand. This will help the Company in long-term stable development.

(2) High-end HDI board:

In the wake of the increasing popularity and penetration rate of IC, the HDI technology, which was previously used in smartphones, has been extensively applicable to a much wider array of products year after year. Examples are the 5G mmWave communication system micro cells, vehicle-mounted board, IoV communication module, AR/VR, and high-end NB, which are inclined towards high-end HDI design. Unitech will continue to develop new customers with an advantage in this area to broaden its product lines and customer sources.

(3) Rigid-Flex Board:

Wearables emphasize being light, slim, short, compact, and long-life batteries. The inherent features of rigid-flex board are light, slim, high speed in signal transmission, and low dissipation. The absence of a connector gives an advantage in SMT and assembly of this item. The production and manufacturing of right-flex boards are highly sophisticated and singularity is far-fetched. A sizable workforce is required to respond to any change in the production process. In addition, the yield rate of this item cannot be upgraded in a short time and the entrance barrier is comparatively high. With a solid foundation in know-how, Unitech promotes rigid-flex boards to different product application areas to broaden its product line. This is particularly the case for wearables. It is expected that after the improvement of the penetration rate of 5G, different forms of applications to different kinds of products will emerge. By then, more product applications will rely on rigid-flex boards, which will be congruent with the development of Unitech in the future.

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2. Take caution in the assessment of market trends, and expand the capacity of niche items in line with the change in market demand for maintaining a competitive advantage in the long run, upgrading production performance, and introducing automation and AI in production annually.

The development of AI and in-depth learning makes it obvious that smart manufacturing will be the ultimate goal for the development of manufacturing. The production trend in the future must be oriented toward automation and AI for the best performance in production, improvement in productivity, and product stability. Yet, the development of AI still rests on particular items which perform better for simple product lines with high repetition in the process, but not for high-end HDI and the sophisticated rigid-flex board. For the time being, Unitech is just at the stage of AIsupport manufacturing for its product lines in the area of smart manufacturing. The equipment and software must be highly customized. As such, the procurement cost is high. Further, smart manufacturing is still in the exploratory and learning phase that Unitech will continue to go for partial automation and observe the progress in the development of different forms of smart manufacturing in the market in order to start with the most feasible item at the right moment, and plan for the production process. Unitech aims at the collection of big data to advanced intelligent learning for its automated inspection and testing equipment for accumulating experience for the time being. Once the more advanced production and manufacturing system is developed properly in the market, Unitech will be able to adjust its production scale in line with the development trend and provide customers with the best quality and solutions.

3. “Green Unitech, Environmental Sustainability”

Unitech is engaged in ESG action under the 3 fundamental principles of “Green, Friendly, Innovation” in conjunction with its management mechanisms and integrity stance to allow for the balanced development of operation performance, environmental sustainability and social inclusiveness. Unitech will seek to upgrade its environmental protection and value chain management capacity through R&D and innovation in the future. Further to the quest for the best interest of the shareholders and stakeholders in wealth and value creation, Unitech will align with the ESG development trend, and proceed with the ESG action plan to perform its corporate social responsibility in its entirety.

In 2022, Unitech will continue to fortify its value chain with the mindset of integrity and sustainability, and will positively keep abreast of the market trend and opportunities for development to achieve the vision and goal of the Company.

May I ask for your care and support of Unitech as was in the past, and continue to give our management team encouragement and idea.

Chairman: President: Chief Accounting Officer:

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Attachment II

Audit Committee Review Report

For approval

The Board of Directors of Unitech Printed Circuit Board Corp. has prepared the financial statement for the period of 2021 (including consolidated financial statements), which the CPAs of KPMG Taiwan have audited. We have reviewed these financial statements and the business report, and confirm that all were properly prepared. Pursuant to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company, we hereby issue this Review Report for your approval.

To

2022 Shareholders Meeting (regular session)

Unitech Printed Circuit Board Corp. Convener of Audit Committee: Hsu Wen-Hsing

March 30, 2022

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Attachment III

Audit Committee Review Report

For approval

The Board of Directors, Unitech Printed Circuit Board Corp., has prepared the proposal for the appropriation of funds for covering carryforward loss in 2021. We, the Audit Committee, have reviewed the proposal, and confirm that it was properly prepared. Pursuant to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company, we hereby issue this Review Report for your approval.

To

2022 Shareholders Meeting (regular session)

Unitech Printed Circuit Board Corp. Convener of Audit Committee: Hsu Wen-Hsing

March 30, 2022

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Attachment IV

Table of the “Articles of Incorporation” before and after amendment

Article number	Provisions before amendment		Provisions after amendment	Reason for amendment
Article V	The stated capital of the Company amounted to NT$~~7,000~~million evenly split up into~~700~~million shares. At NT$10/share. The shares may be offered in tranches by the Board under authorization.		The stated capital of the Company amounted to NT$8,000million evenly split up into800million shares. At NT$10/share. The shares may be offered in tranches by the Board under authorization.	Increase the stated capital for meeting the operational needs of the Company.
Article XII - 1			The Shareholders Meeting of the Company may convene via videoconferencing or any other means as announced by the central competent authority.	For giving flexibility to the Shareholders Meeting in convention, Article 12-1 of the Company Act was added in accordance with Paragraph 1 under Article 172 -2 of the Company Act.
Article XXXIII	The Articles of Incorporation were instituted on December 13, 1984... Amended for the 29thinstance on June 20, 2017. Amended for the 30thinstance on June 12, 2018.		The Articles of Incorporation were instituted on December 13, 1984... Amended for the 29thinstance on June 20, 2017. Amended for the 30thinstance on June 12, 2018. Amended for the 31stinstance on June 21, 2022	Date of amendment added

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Attachment V

Table of the “Procedure for the Acquisition or Disposal of Assets” before and after amendment.

Article number	Before amendment		After amendment	Reason for amendment
Article IV	The professional appraisers and their appraisal staff, the certified public accountants, lawyers, or securities dealers who issued the appraisal reports or statement of professional opinions of certified public accountants, lawyers or securities the Company required to obtain for the acquisition or disposal of assets shall meet the following requirements: I. Has nothing in connection with the sentence to imprisonment of more than 1 year due to the violation of this law, the Company Act, the Banking Act, Insurance Act, Financial Holding Companies Act, Business Entities Accounting Act, or the crimes of fraud, breach of trust, criminal conversion, forgery of documents or malpractice. Except those who have already served the prison term, on parole, or pardon for more than 3 years. II. Not a related party or party with_de_ facto_relation with the counterparty of trade. III. If the Company is bound to obtain the appraisal reports from at least 2 professional appraisers, the professional appraisers or their appraisal staff shall not be related parties to one another or have_de facto relation to one another. The aforementioned personnel shall proceed with the following in issuing the appraisal reports or statement of opinions: I. They shall assess their own professional capacity, experience in practice and independence when undertaking the assignment: II. In~~examining~~the cases, they shall properly plan for the operation procedure and act accordingly to conclude based on which a report or statement of opinion can be issued. The procedure of implementation, collection of information and conclusion shall be noted down in the worksheet in full detail. III. On the sources of data, parameters, and information, assess their ~~integrity, accuracy~~and reasonability item by item as the foundation for the issuance of appraisal reports or		The professional appraisers and their appraisal staff, the certified public accountants, lawyers, or securities dealers who issued the appraisal reports or statement of professional opinions of certified public accountants, lawyers or securities the Company required to obtain for the acquisition or disposal of assets shall meet the following requirements: I. Has never acted in defiance of this law, the Company Act, the Banking Act, Insurance Act, Financial Holding Companies Act, Business Entities Accounting Act, or the crimes of fraud, breach of trust, criminal conversion, forgery of documents or malpractice with a sentence to imprisonment of more than 1 year due to the violation. Except those who have already served the prison term, on parole, or pardon for more than 3 years. II. Not a related party or party with_de_ facto_relation with the counterparty of trade. III. If the Company is bound to obtain the appraisal reports from at least 2 professional appraisers, the professional appraisers or their appraisal staff shall not be related parties to one another or have_de facto relation to one another. The aforementioned personnel shall proceed with theself-regulatory rules and regulations of their respective industry associationsand the following in issuing the appraisal reports or statement of opinion: I. They shall assess their own professional capacity, experience in practice and independence when undertaking the assignment: II. Inpursuingthe cases, they shall properly plan for the operation procedure and act accordingly to conclude based on which a report or statement of opinion can be issued. The procedure of implementation, collection of information and conclusion shall be noted down in the worksheet in full detail. III. On the sources of data, parameters, and information, assess their appropriatenessand reasonability item by item as the foundation for the issuance of appraisal reports or	Upgrade the quality of the statement of opinions from the external experts: (I) For ascertaining the procedures and responsibilities for the external experts to comply with, it is explicitly stated that the professional appraisers and their appraisal staff, the certified public accountants, lawyers or securities dealers shall comply with the rules and regulations governing their undertaking and pursuit of the assignments currently in effect, and also the self- regulatory rules of their respective industry associations. The wording of certified public accountants shall proceed with the Statement of Auditing Standards was deleted. (II) Inasmuch as the issuance of appraisal reports of experts or statements of opinions to determine if the price is reasonable is not a task of

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Article number	Before amendment	After amendment	Reason for amendment
	statements of opinion. IV. The declaration content shall cover the professional designation and independence of related personnel, and the information adopted in the assessment is justifiable and~~accurate~~ and conforms to applicable legal rules.	statements of opinion. IV. The content of declaration shall cover the professional designation and independence of related personnel. The information adopted in the assessment isappropriateand justifiable and conforms to applicable legal rules.	financial auditing. The term “auditing” the cases was revised to “implementing” the cases. On the sources of information, parameters adopted by the experts in the practice of assessment, the wording of “integrity, accuracy and reasonability” of assessment was revised as “appropriateness and reasonability”.
Article VII	In the acquisition or disposal of property, equipment, or its right-of-use assets accounting for 20% of the paid-in capital of the Company or exceeding NT$300 million in transaction amount, obtain the appraisal reports from professional appraisers before the day of deed and in conformity with the following rules except for transactions with domestic government agencies, commissioning for construction on proprietary lands, commissioning for construction on leased land, or the acquisition or disposal of equipment or its right-of-use assets for business use: I. If limited price, designated price or special price should be adopted as a reference for setting the transaction price for specific reasons, the transaction in point should be presented to the Board for approval beforehand. The same procedure is applicable to any change in the terms and conditions of transactions. II. II. If the transaction amount exceeds NT$1,000 million, request at least 2 professional appraisers for appraisal. III. If any of the following applies to the appraisal results of the professional appraisers. Consult a certified public accountant to present a statement of opinion in substantive terms on the reasons for the difference, and if the transaction price is appropriate in accordance with the~~Statement of Auditing Standards~~ ~~No. 20 released by Accounting~~ ~~Research and Development~~ ~~Foundation (hereinafter,“ARDF”) ~~	In the acquisition or disposal of property, equipment, or its right-of-use assets accounting for 20% of the paid-in capital of the Company or exceeding NT$300 million in transaction amount, obtain the appraisal reports from professional appraisers before the day of deed and in conformity with the following rules except for transactions with domestic government agencies, commissioning for construction on proprietary lands, commissioning for construction on leased land, or the acquisition or disposal of equipment or its right-of-use assets for business use: I. If limited price, designated price or special price should be adopted as a reference for setting the transaction price for specific reasons, the transaction in point should be presented to the Board for approval beforehand. The same procedure is applicable to any change in the terms and conditions of transactions. II. If the transaction amount exceeds NT$1,000 million, request at least 2 professional appraisers for appraisal. III. If any of the following applies to the appraisal results of the professional appraisers. Consult a certified public accountant to present a statement of opinion in substantive terms on the reasons for the difference, except in circumstances that the appraisal result indicated a price higher than the transaction amount as in the case of the acquisition or assets, or a price lower than the transaction amount as in the	The reasons for amendment are the same as stated in Article IV (I).

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Article number			Before amendment	After amendment	Reason for amendment
		IV.	~~except in circumstance that the~~ ~~appraisal result indicated a price~~ ~~higher than the transaction amount~~ ~~as in the case of the acquisition or~~ ~~assets,~~or a price lower than the transaction amount as in the case of the disposal of assets: 1. If the appraisal result varied with the transaction price by more than 20%. 2. The appraisal results from more than 2 professional appraisers varied by more than 10%. The duration of date of the appraisal reports issued by the professional appraisers to the date of entering into an agreement shall not be longer than 3 months. If the announced present value of the same period is adopted within 6 months, the original professional appraiser may issue a statement of opinion.	case of the disposal of assets: 1. If the appraisal result varied with the transaction price by more than 20%. 2. The appraisal results from more than 2 professional appraisers varied by more than 10%. IV. The duration of date of the appraisal reports issued by the professional appraisers to the date of entering into an agreement shall not be longer than 3 months. If the announced present value of the same period is adopted within 6 months, the original professional appraiser may issue a statement of opinion.
Article VIII		In the acquisition or disposal of securities, obtain the audited or reviewed financial statements of the target company covering the previous period as reference for assessing the transaction price before the day of the deed. If the transaction amount accounts for 20% of the Company's paid-in capital or exceeds NT$300 million, consult a certified public accountant to present an opinion to determine if the transaction price is reasonable.~~If the certified public~~ ~~accountant adopted reports from experts,~~ ~~proceed with the Statements of Auditing~~ ~~Standard No. 20 released by ARDF.~~Unless the securities in point has open quotation in an active market, or the Financial Supervisory Commission (hereinafter, “FSC”) specified otherwise.		In the acquisition or disposal of securities, obtain the audited or reviewed financial statements of the target company covering the previous period as reference for assessing the transaction price before the day of the deed. If the transaction amount accounts for 20% of the Company's paid-in capital or exceeds NT$300 million, consult a certified public accountant to present an opinion to determine if the transaction price is reasonable. Unless the securities in point has open quotation in an active market, or the Financial Supervisory Commission (hereinafter, “FSC”) specified otherwise.	The reasons for amendment are the same as stated in Article IV (I).
Article IX		In the acquisition or disposal of intangible assets or its right-of-use assets, or membership card accounts for 20% of the paid-in capital of the Company or exceeds NT$300 million, the Company shall consult a certified public accountant to present an opinion to determine if the transaction price is reasonable before the day of the deed. ~~The certified public accountant shall~~ ~~proceed with the Statements of Auditing~~ ~~Standard No. 20 released by ARDF except~~ ~~for transactions with domestic government~~ ~~agencies.~~		In the acquisition or disposal of intangible assets or its right-of-use assets, or membership card accounts for 20% of the paid-in capital of the Company or exceeds NT$300 million, the Company shall consult a certified public accountant to present an opinion to determine if the transaction price is reasonable before the day of deed except for transactions with domestic government agencies.	The reasons for amendment are the same as stated in Article IV (I).
Article XIV		In the acquisition or disposal of property or its right-of-use assets with related parties, or the acquisition or disposal of assets other than property or its right-of-use assets with related parties accounting for 20% of the paid-in capital, 10% of the total assets of the Company, or exceeding NT$300 million, refer the following information to		In the acquisition or disposal of property or its right-of-use assets with related parties, or the acquisition or disposal of assets other than property or its right-of-use assets with related parties accounting for 20% of the paid-in capital, 10% of the total assets of the Company, or exceeding NT$300 million, refer the following information to	Intensifying the management of related party transactions: the acquisition or disposal of assets between public companies or
Article XIV

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Article number		Before amendment		After amendment	Reason for amendment
		the Board for approval pursuant to Article VI before proceeding except for the trading of domestic government bonds, R/P and reverse R/P bonds, subscription or redemption of money market funds issued by domestic securities investment trust firms: I. The purpose, necessity, and expected result from the acquisition or disposal of assets. II. The reason for choosing a related party as the counterparty of trade. III. In acquiring property or the right of use assets from related parties, proceed to Article 15 and Article 17 for assessing if the terms and conditions of transaction are reasonable and obtain related information. IV. The date and price for the initial acquisition by the related party, the counterparty of trade and its relation to the Company and the related party. V. The projected cash flow on a monthly basis in the year ahead from the month in which the agreement was entered into. Assess if the transaction is necessary and the use of fund is justifiable. VI. The appraisal reports issued by professional appraisers, or the statements of opinion from certified public accountants as required by the preceding article. VII. The limitation of this transaction and other major arrangements. ~~The transaction amount stated in the~~ ~~preceding paragraph shall be calculated in~~ ~~accordance with Paragraph 2 under Article~~ ~~XXIX. One year as referred to shall be the~~ ~~period of 1 year from the day of deed~~ ~~moving backward for 1 year. The~~ ~~transactions already passed by the~~ ~~Shareholders Meeting and the Board, and~~ ~~recognized by the Audit Committee can be~~ ~~excluded from the calculation according to~~ ~~Article 6.~~		the Audit Committee for consent and the Board for approval pursuant to Article VI before proceeding except for the trading of domestic government bonds,R/P and reverse R/P bonds, subscription or redemption of money market funds issued by domestic securities investment trust firms: I. The purpose, necessity, and expected result from the acquisition or disposal of assets. II. The reason for choosing a related party as the counterparty of trade. III. In acquiring property or the right of use assets from related parties, proceed to Article 15 and Article 17 for assessing if the terms and conditions of transaction are reasonable and obtain related information. IV. The date and price for the initial acquisition by the related party, the counterparty of trade and its relation to the Company and the related party. V. The projected cash flow on a monthly basis in the year ahead from the month in which the agreement was entered into. Assess if the transaction is necessary and the use of fund is justifiable. VI. The appraisal reports issued by professional appraisers, or the statements of opinion from certified public accountants as required by the preceding article. VII. The limitation of this transaction and other major arrangements.	subsidiaries that are not domestic companies with related parties accounting for more than 10% of the total assets of the Company, public companies shall refer to the information on the transaction to the Shareholders Meeting for consent before proceeding for the protection of the rights of the shareholders. Transactions between public companies and their parent companies or subsidiaries, or among the subsidiaries are not required to refer to the Shareholders Meeting for approval was added to the provision with reference to the rules and regulations governing major capital markets of the world.
Article XIV		For the engagement in transactions between the Company and its subsidiaries, or direct or indirect wholly-owned subsidiaries by equity holding or capital ownership, the Board shall authorize the Chairman with the power to make a decision within a specific limit pursuant to Article V and report to the nearest session of the~~Audit~~ ~~Committee~~and the Board for recognition: I. The acquisition or disposal of equipment or its right-of-use assets for business use. II. The acquisition or disposal of property or its right-of-use assets for business use. If the seats for Independent Directors have been reserved under This Procedure, and		For the engagement in transactions between the Company and its subsidiaries, or direct or indirect wholly-owned subsidiaries by equity holding or capital ownership, the Board shall authorize the Chairman with the power to make a decision within a specific limit pursuant to Article V and report to the nearest session of the Board for recognition: I. The acquisition or disposal of equipment or its right-of-use assets for business use. II. The acquisition or disposal of property or its right-of-use assets for business use. If the seats for Independent Directors have been reserved under This Procedure, and the case is under discussion by the Board in

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Article number	Before amendment		After amendment	Reason for amendment
	the case is under discussion by the Board in session under Paragraph 1, the opinions from the Independent Directors shall be fully considered. Any adverse opinion or qualified opinion from the Independent Directors shall be noted in the Board meeting minutes. If Audit Committee has been established under This Procedure, and issues required for the recognition of the Supervisors as stated in Paragraph 1, refer to the Audit Committee for approval by at least 1/2 of the committee members and the final approval of the Board where Article VI shall be applicable with necessary changes made.		session under Paragraph 1, the opinions from the Independent Directors shall be fully considered. Any adverse opinion or qualified opinion from the Independent Directors shall be noted in the Board meeting minutes. If Audit Committee has been established under This Procedure, and issues required for the recognition of the Supervisors as stated in Paragraph 1, refer to the Audit Committee for approval by at least 1/2 of the committee members and the final approval of the Board where Article VI shall be applicable with necessary changes made. Any transaction of the Company or its subsidiary which is not a domestic public company as stated in Paragraph 1 and the transaction amount exceeds 10% of the total assets of the Company, the Company shall Refer the information as stated in Paragraph 1 to the Shareholders Meeting for consent before proceeding to entering into agreement and effecting payment. Except for the transactions between the Company and its subsidiaries or among the subsidiaries. The transaction amount as stated in Paragraph 1 and the preceding paragraph shall be calculated in accordance with Paragraph 2 under Article XXIX. One year as referred to shall be the period of 1 year from the day of deed moving backward for 1 year. The transactions already passed by the Shareholders Meeting and the Board, and recognized by the Audit Committee can be excluded from the calculation according to Article 6.
Article XXIX	If any of the following applies to the acquisition or disposal of the Company, declare with relevant information at the designated website of the FSC within 2 days after the day of the deed by nature of the transactions and in the required format: I. The acquisition or disposal of property or its right-of-use assets with related parties or the acquisition or disposal of assets other than property or its right-of-use assets with related parties and the transaction amount of which accounts for 20% of the paid-in capital, 10% of the total assets of the Company or exceeds NT$300 million. Except for the trading of domestic government bonds, R/P and reverse R/P bonds, subscription or redemption of money market funds issued by domestic securities investment trust firms.		If any of the following applies to the acquisition or disposal of the Company, declare with relevant information at the designated website of the FSC within 2 days after the day of the deed by nature of the transactions and in the required format: I. The acquisition or disposal of property or its right-of-use assets with related parties or the acquisition or disposal of assets other than property or its right-of-use assets with related parties and the transaction amount of which accounts for 20% of the paid-in capital, 10% of the total assets of the Company or exceeds NT$300 million. Except for the trading of domestic government bonds, R/P and reverse R/P bonds, subscription or redemption of money market funds issued by domestic securities investment trust firms.	Easing the requirement for the disclosure of information on transactions: (I) Considering the waiver of declaration for the trading of domestic government bonds by public companies, the trading of foreign government bonds with a credit rating above the sovereign rating standard of Taiwan are also

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Article number	Before amendment	After amendment	Reason for amendment
	II. Corporate merger, demerger, acquisition or acceptance of shares from assignment. III. Loss from derivative trade at the upper limit of all or particular contracts. IV. If the asset in the acquisition or disposal is the equipment or its right- of-use assets for business use, and the counterparty of trade is an unrelated party, and the transaction amount meets any of the following requirements: (I) For public companies whose paid-in capital falls below NT$10 billion and the transaction amount exceeds NT$500 million. (II) For public companies whose paid-in capital amounted to NT$10 billion and the transaction amount exceeds NT$1,000 million. V. Acquisition of property through commissioning of construction on proprietary land, commissioning of construction on leased land, joint venture in construction with sharing of the finished premises, joint venture in construction with sharing of proceeds from sale, or joint venture in construction with the separate sale of finished premises, and the counterparty of trade is an unrelated party where the Company prepares to invest in more than NT$500 million. VI. Further to the transactions of assets specified in the preceding 5 subparagraphs, or disposal of debts by financial institutions, or investment in Mainland China and the transaction amount of which accounts for 20% of the paid-in capital of the Company or exceeds NT$300 million Except under the following circumstances 1. The trading of domestic government bonds. 2. Investment is the principal business engagement, and conduct securities trade at TWSE or TPEx, or subscribe to regular corporate bonds and regular bank debentures without equity features (excluding subordinated debentures) offered at the primary market, or subscribe or redeem money market funds offered by domestic securities investment trust firms, or as a supervisor	II. Corporate merger, demerger, acquisition or acceptance of shares from assignment. III. Loss from derivative trade at the upper limit of all or particular contracts. IV. If the asset in the acquisition or disposal is the equipment or its right- of-use assets for business use, and the counterparty of trade is an unrelated party, and the transaction amount meets any of the following requirements: (I) For public companies whose paid-in capital falls below NT$10 billion and the transaction amount exceeds NT$500 million. (II) For public companies whose paid-in capital amounted to NT$10 billion and the transaction amount exceeds NT$1,000 million. V. Acquisition of property through commissioning of construction on proprietary land, commissioning of construction on leased land, joint venture in construction with sharing of the finished premises, joint venture in construction with sharing of proceeds from sale, or joint venture in construction with the separate sale of finished premises, and the counterparty of trade is an unrelated party where the Company prepares to invest in more than NT$500 million. VI. Further to the transactions of assets specified in the preceding 5 subparagraphs, or disposal of debts by financial institutions, or investment in Mainland China and the transaction amount of which accounts for 20% of the paid-in capital of the Company or exceeds NT$300 million Except under the following circumstances 1. The tradingof foreign government bonds with credit rating above the sovereign rating standard of Taiwan. 2. Investment is the principal business engagement, and conduct securities trade at TWSE or TPEx, or subscribe toforeign government bonds, regular corporate bonds and regular bank debentures without equity features (excluding subordinated debentures) offered at the primary market, or subscribe or redeem securities investment trust funds or futures trust funds, or subscribe	exempted from declaration. (II) Considering the simple nature of foreign government bonds, and the investment in indexed securities is analogous to the investment in ETF, investment as the principal business engagement for the subscription of foreign government bonds, subscription or redemption of indexed securities in the primary market can be exempted from declaration.

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Article number		Before amendment			After amendment	Reason for amendment
		securities dealer in the Emerging Stock Market who gives recommendations at TPEx for the subscription of the securities as required. 3. The trading of R/P, reverse R/P bonds, subscription or redemption of money market funds offered by domestic securities investment trust firms. The aforementioned transaction amount shall be calculated in accordance with the following methods: I. The amount of each transaction. II. The amount of transaction with the particular counterparty in acquisition or disposal of the subject matter of trade of the same nature in one year cumulatively. III. The amount of transaction from the acquisition or disposal (count separately on acquisition or disposal in accumulation) of property or its right-of-use asset in the same development project in one year. IV. The amount of transaction for the acquisition or disposal counts separately on acquisition or disposal in accumulation) of particular securities in one year. One year as referred to in the preceding paragraph shall be the period of 1 year from the day of deed moving backward for 1 year. The transactions already announced as required by This Procedure can be excluded from the calculation. The Company shall declare on a monthly basis the derivative trade conducted by the Company or its subsidiaries which are not domestic public companies until the end of the previous month in the required format at the designated website of the FSC by the 10thday of each month.		or redeem indexed securities,or as a supervisor securities dealer in the Emerging Stock Market who gives recommendations at TPEx for the subscription of the securities as required for business purpose. 3. The trading of R/P, reverse R/P bonds, subscription or redemption of money market funds offered by domestic securities investment trust firms. The aforementioned transaction amount shall be calculated in accordance with the following methods: I. The amount of each transaction. II. The amount of transaction with the particular counterparty in acquisition or disposal of the subject matter of trade of the same nature in one year cumulatively. III. The amount of transaction from the acquisition or disposal (count separately on acquisition or disposal in accumulation) of property or its right-of-use asset in the same development project in one year. IV. The amount of transaction for the acquisition or disposal counts separately on acquisition or disposal in accumulation) of particular securities in one year. One year as referred to in the preceding paragraph shall be the period of 1 year from the day of deed moving backward for 1 year. The transactions already announced as required by This Procedure can be excluded from the calculation. The Company shall declare on a monthly basis the derivative trade conducted by the Company or its subsidiaries which are not domestic public companies until the end of the previous month in the required format at the designated website of the FSC by the 10th day of each month.
Article XXXVII		Article VI of This Procedure shall be subject to the approval of the Board and the recognition of the Shareholders Meeting before coming into force. The same procedure is applicable to any amendment thereto. Amended for the last time on~~June 12,~~ ~~2019.~~		Article VI of This Procedure shall be subject to the approval of the Board and the recognition of the Shareholders Meeting before coming into force. The same procedure is applicable to any amendment thereto. Amended for the last time onJune 21, 2022.		Date of amendment

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Attachment I

Unitech Printed Circuit Board Corp. Parliamentary Procedure for Shareholders Meeting

I. Shareholders Meeting of the Company shall be governed by This Procedure unless the law specified otherwise.

II. The Company shall prepare a sign-in registry for the Shareholders to sign in for attendance at the meeting. Shareholders may present the Attendance Pass in lieu of signing in for attendance. The quantity of shares represented in the meeting shall be based on the record of the sing-in registry or the quantity of shares as specified in the Attendance Pass.

III. The attendance and votes in the Shareholders Meeting shall be counted by shares represented. One vote shall be assigned to each share unless the law specifies otherwise.

IV.

V.

Shareholders Meeting shall be held at the principal place of business of the Company or a place convenient for the attendance of the Shareholders. The time for the meeting shall range from 9:00 am to 3:00 pm.

The Chairman shall act as the Presiding Officer for sessions of Shareholders Meeting called for by the Board. In the absence of the Chairman due to leave or for whatever reasons, the Vice Chairman shall act on behalf of and in the name of the Chairman. If there is no Vice Chairman, or in the absence of the Vice Chairman due to leave or for whatever reasons, the Chairman shall appoint one Executive Director to act as the proxy. If there is no seat for

Executive Director, one Director shall be appointed to act as the proxy. If the Chairman has not appointed any Director to act as the proxy, the Executive Directors shall nominate one among themselves to act as the proxy for the Chairman. If the session of Shareholders Meeting is called for by other parties entitled to call for the session, the party who called for the session shall act as the Presiding Officer.

VI.

The Company may appoint the commissioned lawyers, certified public accountants or related personnel to attend the Shareholders Meeting as observers.

The service staff in the Shareholders Meeting shall wear an ID badge or arm badge for identification.

VII.

The Company shall voice record or videotape the entire proceedings of the Shareholders Meeting and keep the record for at least one year.

VIII. The Presiding Officer shall announce for the beginning of the session at the scheduled time and announce the shares bearing no voting rights and the quantity of shares represented by shareholders in session.

The Presiding Officer shall announce the postponement of the meeting if the attendance of shareholders cannot

represent more than half of the outstanding shares for up to two times, and the total time lapse shall not be more than 1 hour. If postponement of the meeting has been announced twice and the Shareholders in session can represent more than one-third of the outstanding shares, a provisional decision shall be made pursuant to Paragraph 1 under Article 175 of the Company Act.

Prior to the adjournment of the meeting for this instance, and if the Shareholders in session can represent more than half of the outstanding shares, the Presiding Officer shall make a provisional decision and refer to the new General Meeting of Shareholders pursuant to Article 174 of the Company Act.

IX.

The Board shall prepare the agenda for Shareholders Meeting called by the Board, and shall proceed in accordance with the agenda. The meeting shall be unfolded as scheduled in the agenda shall not be modified unless at the approval of the Shareholders Meeting.

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If the Shareholders Meeting is called by other parties entitled to call for the meeting, the rules mentioned shall govern. The Presiding Officer shall not announce for the adjournment of the meeting before the conclusion of the agenda and the motions are still in proceedings as stated in the agenda (including extemporary motions” unless under the resolution of the shareholders for consent.

After the adjournment of the meeting, Shareholders cannot nominate another Presiding Officer to continue the Shareholders Meeting at the same place or in another place.

If the Presiding Officer acts in defiance of the Procedure and announces an adjournment of the meeting, the Shareholders in session shall vote to appoint another person to act as the Presiding Officer by a simple majority of the votes for consent, and continue the meeting.

X.

Shareholders in session shall fill in a message slip to specify the summary of the speech they intend to deliver, the Shareholders Account Number (or Attendance Pass Number), and Account Title. The Presiding Officer shall determine the priority for the Shareholders to express their opinions as stated in the message slip.

Shareholders in session who just present a message slip without delivering the speech shall be construed as no expression of opinion. If the content of the speech is not congruent with the content of the message slip, the content of the speech shall prevail.

There shall be no interference by any other Shareholders when a Shareholder is having the floor for the speech unless at the consent of the Presiding Officer and the Shareholder giving the speech. The Presiding Officer shall stop any of such interference.

XI.

Each shareholder may present a speech on the same motion only twice and no more than 5 minutes for each instance unless at the consent of the Presiding Officer. The Presiding Officer shall stop any Shareholders who act in violation of the above rules or the content exceeds the scope of the motion.

XII. For institutional shareholders acting as proxy in the meeting, only one representative may be appointed to attend the meeting.

If a specific institutional shareholder appointed more than 2 representatives to the meeting, only 1 may express an opinion on the same motion.

XIII. After a Shareholder in session has expressed opinion, the Presiding Officer may respond to the query personally or appoint related personnel to respond.

XIV. If the Presiding Officer deems the discussion on a particular motion is adequate for voting, the Presiding Officer shall announce the end of discussion and proceed to voting.

XV. The Presiding Officer shall appoint a number of scrutineers and tallying clerk for tracking the voting on each motion. The scrutineers must also be Shareholders.

The voting result shall be announced on the scene and tracked on record.

XVI. The Presiding Officer may announce a break time when the meeting is in progress.

XVII. Motions shall be passed by a simple majority of the votes cast by the Shareholders in session unless the Company Act and the Articles of Incorporation provide otherwise.

The Presiding Officer may ask for any adverse opinion on a particular motion at the time of balloting. If there is no adverse opinion, it shall be deemed the motion is passed under common consent as if referred to voting.

XVIII. The Presiding Officer shall combine the amendment or substitute for a particular motion with the original motion for setting the priority for voting. If either the amendment, substitute or original motion was passed, it shall be deemed all

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the others were being passed and further voting is not necessary.

• XIX. The Presiding Officer shall command the prefect (or security guards) to keep the order of the meeting place. the prefect (or security guards) shall wear an arm badge marked with the wording “PREFECT” when performing the duties of keeping order of the meeting place.

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Attachment II

Articles of Incorporation of Unitech Printed Circuit Board Corp. (before amendment)

Chapter I: General Provision

• Article I: The Company is duly incorporated in accordance with the Company Act bearing the title of UNITECH PRINTED CIRCUIT BOARD CORP.

• Article II: The Company is engaged in the following business:

• I. CC01060 Wired Communication Mechanical Equipment Manufacturing.

• II. CC01070 Wireless Communication Mechanical Equipment Manufacturing.

• III. CC01080 Electronics Components Manufacturing.

• IV. F401010 International Trade.

• V. ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.

• Article II-1 The Company may act as guarantor in favor of other industry peers for business needs.

• Article II-2 The investment in other business of the Company is not restricted by the total investment set forth in the Company Act.

• The resolution for approval of the Board is required for long-term equity investment.

• Article III: The Company is headquartered in New Taipei, and may establish branches at home and abroad in accordance with applicable laws at the approval of the Board where necessary.

• Article IV: The Company shall make an announcement in accordance with Article 28 of the Company Act.

Chapter II: Shares of Stock

• Article V: The Company has a stated capital of NT$7,000,000,000 in 700,000,000 shares.

• At NT$10/share. The shares may be offered in tranches by the Board under authorization.

• Article VI: The Company issues registered shares with each share certificate affixed with the signatures or seals of at least Three Directors subject to certification under law before offering. The Company may also be exempted from preparing a physical share certificate or bundle the offering in several tranches for printing share certificates subject to the registration and custody at Taiwan Depository and Clearing Corporation registration

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and custody.

• Article VII: The Company shall administer the issuance of shares and investor service in accordance with the Regulations Governing the Administration of Shares by Public Companies promulgated by the competent authority unless the law or other applicable legal rules provide otherwise.

• Article VIII: (Deleted)

• Article IX:

• Article X:

(Deleted)

• In case of a missing share certificate or for whatever reasons that requires replacement, a handling charge and applicable stamp tax will apply.

• Article XI: Particulars inscribed in the Shareholder Roster shall be suspended in the period of 60 days prior to the day scheduled for a regular session of the Shareholders Meeting, or 30 days prior to the day scheduled for a special session of the Shareholders Meeting, or 5 days prior to the dividend and bonus day or any other day on which benefit will be paid.

Chapter III: Shareholders Meeting

• Article XII: Shareholders Meeting may convene in regular session or special session. Regular Session shall be convened once a year within 6 months after the end of the fiscal year with notice to the Shareholders 30 days in advance. A special session may be convened at any time where necessary.

• Article XIII: If a specific Shareholder cannot attend the Shareholders Meeting in person, this Shareholder may use the power of attorney prepared by the Company to appoint a proxy to attend and specify the scope of authorization therein. Attendance of Shareholders Meeting by proxy shall be governed by Regulations Governing the Use of Power of Attorney for Attending Shareholders Meetings of Public Companies further to Article 177 of the Company Act.

• Article XIV: The Chairman shall act as the Presiding Officers if the Board calls for the Shareholders Meeting. In the absence of the Chairman due to leave or for whatever reasons, the Vice Chairman shall act as the Presiding Officer. In the absence of the Vice Chairman due to leave or for whatever reasons in this context, the Chairman shall appoint 1 Director to act as the Presiding Officer. If the Chairman did not appoint a proxy, the Directors shall nominate 1 among themselves to act as the Presiding Officer. If the Shareholders Meeting is called for by a third party entitled to call for the meeting other than the Board, this party shall act as the Presiding Officer. If there are more than 2 parties calling for the meeting, 1 shall be nominated as the Presiding Officer.

• Article XV: Shareholders are entitled to one vote for the holding of each share unless

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the law provides otherwise.

• Article XVI: Resolutions of the Shareholders Meeting shall be made by a session with the attendance of Shareholders representing more than half of the outstanding shares and a simple majority of the votes cast by the Shareholders in session for consent.

• Article XVII: The resolutions of the Shareholders Meeting shall be tracked as minutes of meeting on record affixed with the signature or seal of the Presiding Officer, and released to the Shareholders within 20 days after the meeting. The minutes of meeting on record may be released by announcement. The summary of the entire procedure of the meeting and the results shall be inscribed in the minutes of meeting on record. The minutes of meeting on record, the sign-in registry for tracking the attendance of shareholders, and the power of attorney for attendance by proxy shall be kept by the Company under Article 183 of the Company Act.

Chapter IV: Directors

• Article XVIII: The Company shall establish 7 to 9 seats of Directors. The election of Directors shall be made under the candidate nomination system where the shareholders may elect the candidates on the list to the seats of Directors. Each Director has a tenure of 3 years and may assume a new term of office if reelected. The total quantity of shares held by all Directors shall conform to the “Regulations Governing the Percentage and Audits of Shares Held by Directors and Supervisor of Public Companies” promulgated by the competent authority of securities.

• Of all the seats of Directors as mentioned, 3 shall be reserved for Independent Directors. The professional qualification, hold of shares, restriction of engagement in part-time duties, the method of nomination and others shall be governed by applicable laws.

• Article XIX: In case the seats of Directors were left vacant by 1/3, the Board shall call for a special session of the Shareholders Meeting as required by law for the election of Directors to fill the vacancies. The tenure of the newly elected Directors will cover the remainder of the term left behind by the predecessors.

• Article XX: If an election of a new Board of Directors cannot be held on time at the expiration of tenure of the Directors, the Director shall continue to perform their duties until a new Board of Directors can be elected.

• Article XXI: The Directors shall be organized into the Board of Directors and a Chairman and Vice Chairman shall be elected from the Directors in a session with the attendance of at least 2/3 of the Directors and a simple

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majority of the votes cast by the Directors in session for consent. The Chairman and Vice Chairman shall execute all business of the Company under law, the Articles of Incorporation, resolutions of the Shareholders Meeting and the Board.

• Article XXI-1 Pursuant to Article 14-4 of the Securities and Exchange Act, the Company shall establish an Audit Committee in 2018 organized by Independent Directors to perform the function of the Supervisors in accordance with the Company Act, Securities and Exchange Act, and other applicable laws.

• Article XXII: The Board shall determine the business policy and other important issues of the Company. The Board shall convene its 1[st] session in accordance with Article 203 of the Company Act and the Chairman shall call for all subsequent sessions of the Board and act as the Presiding Officer. In the absence of the Chairman, the Vice Chairman shall act on behalf of and in the name of the Chairman. In the absence of the Vice Chairman in this context, the Chairman shall appoint one Director to act as the Presiding Officer. If no Director has been appointed, the Directors shall nominate one among themselves to act as the Presiding Officer.

• Article XXIII: The Board shall convene once quarterly, and may convene a special session where necessary. Each session shall be attended by at least half of the Directors and a decision shall be made by a simple majority of the votes from the Directors in session unless the Company Act provides otherwise. If a specific Director cannot attend the meeting, this Director shall issue a power of attorney specifying the scope of authorization to appoint another Director as proxy to attend the meeting. One Director may act as the proxy of only one other Director. The Board may convene through videoconference and the Directors participating in the videoconference shall be construed as attending the meeting in person.

• Article XXIII-1 The Board shall specify the cause of convention and give notice to all Directors 7 days in advance but may convene at any time in case of emergency. The call for the convention of the Board may be made by correspondence, fax, or email.

• Article XXIV: The entire proceedings of the Board in session shall be tracked as meeting minutes with the affixing of the signature or seal of the Presiding Officer, and released to the Directors within 20 days after the meeting. The summary and result of the proceedings in the meeting shall be inscribed in the meeting minutes, and kept by the Company together with the sign-in registry of the Directors in session and the power of attorney for

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attendance by proxy under Article 183 of the Company Act.

• Article XXV: (Deleted)

• Article XXV-1 The Company shall take liability insurance for the protection of the Directors against the risks of legal action instated by Shareholders or other stakeholders deriving from the performance of their assigned duties under the law.

• Article XXV-2 The Board shall be authorized to determine the remuneration to the Chairman and the Directors (including Independent Directors) in commensuration with their degree of participation in the operation and contribution value to the Company with reference to industry standards.

Chapter V: Managers and Employees

• Article XXVI: The Company shall establish the position of a President and several Vice Presidents, the appointment and dismissal of whom shall be determined by the Board in a session with the attendance of at least half of the total number of Directors and a simple majority of the votes cast by the Directors in session for consent. The appointment and dismissal of the Vice President shall be nominated by the President.

• Article XXVI-1 The Company shall take liability insurance for the protection of the key personnel of the Company against the risks of legal action instated by Shareholders or other stakeholders deriving from the performance of their assigned duties under the law.

• Article XXVII: (Deleted)

• Article XXVIII: (Deleted)

Chapter VI: Accounting

• Article XXIX: At the end of the fiscal year, the Board of the Company shall prepare (I) Business Report; (II) Financial Statements; and (III) Proposal for the distribution of earnings for presenting to the Shareholders Meeting for recognition.

• Article XXX: If the Company has earnings in the year, appropriate 1~5% as remuneration to the employees, and no more than 3% as remuneration to the Directors at the resolution of the Board. However, the Company shall appropriate funds to cover losses where applicable, followed by the appropriation at the aforementioned ratios for remuneration. If the Company makes a profit after account settlement, appropriate for the payment of applicable taxes and covering carryforward loss as required by law, followed by the appropriation of 10% for mandatory reserve, and the appropriation or reversal of special reserve under applicable laws or the

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rules of the competent authority. The remainder shall be pooled up with the undistributed earnings of the previous period proposed for paying out by the Board as stock dividend to shareholders at the approval of the Shareholders Meeting.

• Article XXX-1 The residual dividend policy is adopted for the need for business expansion in line with the long-term financial planning of the Company for sustainable development and stable corporate development. This will be based on the capital budgeting of the Company in the future for measurement of capital requirement with the funding by retained earnings. Only the remainder of the earnings will be paid out as stock dividends. The procedure is specified as follows:

• (I) The optimal capital budgeting.

• (II) Determine the fund for satisfying the financing as stated in the aforementioned capital budgeting.

• (III) The amount of financing as determined shall be funded by retained earnings (the amount short could be raised by offering new shares or issuance of corporate bonds).

• (IV) The remainder of earnings shall be retained at an appropriate amount and pay the rest to shareholders as dividends.

• Dividends will be paid out in consideration of the status of capital utilization and map out the ratio of cash dividend and stock dividend. In general, cash dividend shall be paid from 50% to 100% of the total dividends while stock dividends will be paid at 50% or down to 0%.

Chapter VII: Miscellaneous

• Article XXXI: The Board shall separately institute the Organization Charter and enforcement rules of the Company.

• Article XXXII: Anything not covered by the Articles of Incorporation shall be governed by the Company Act and other applicable laws.

• Article XXXIII: The Articles of Incorporation were instituted on 1984.12.13.

• Amended for the 1[st] instance on 1985.08.28

• Amended for the 2[nd] instance on 1985.10.01

• Amended for the 3[rd] instance on 1987.07.14

• Amended for the 4[th] instance on 1989.04.18 Amended for the 5[th] instance on 1990.03.27 Amended for the 6[th] instance on 1991.05.18 Amended for the 7[th] instance on 1993.05.15 Amended for the 8[th] instance on 1994.12.10 Amended for the 9[th] instance on 1995.10.20

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Amended for the 10[th] instance on 1996.05.16 Amended for the 11[th] instance on 1997.10.21 Amended for the 12[th] instance on 1998.05.26 Amended for the 13[th] instance on 1999.05.21 Amended for the 14[th] instance on 2000.06.16 Amended for the 15[th] instance on 2000.06.16 Amended for the 16[th] instance on 2001.06.26 Amended for the 17[th] instance on 2001.06.26 Amended for the 18[th] instance on 2002,06.20 Amended for the 19[th] instance on 2004.06.10 Amended for the 20[th] instance on 2005.06.10 Amended for the 21[st] instance on 2006.05.17 Amended for the 22[nd] instance on 2007.06.13 Amended for the 23[rd] instance on 2008.05.30 Amended for the 24th instance on 2009.05.21 Amended for the 25th instance on 2011.06.28 Amended for the 26th instance on 2012.06.19 Amended for the 27th instance on 2014.06.27 Amended for the 28th instance on 2016.06.21 Amended for the 29th instance on 2017.06.20 Amended for the 30th instance on 2018.06.12 Unitech Printed Circuit Board Corp. Chairman: Chang Yuan-Ming

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Appendix III

Information on the resolution of the Board on remuneration to the employees and Directors:

No remuneration to the employees and the Directors in this year. This part is not applicable here.

Appendix IV

The influence of stock dividends on the operation performance, earnings per share, and ROI of the Shareholders:

No stock dividends paid this year. This part is not applicable here.

Appendix V

Unitech Printed Circuit Board Corp. Quantity of Shareholders by Directors

• I. Minimum requirement of shareholders of Directors and the listing of shareholding as stated in the Shareholder Roster

Title	Required quantity of shareholding	Quantity of shareholding in Shareholder Roster	Ratio of actual shareholding
Directors	19,821,029	44,259,545	7.15%

II. Listing of shareholding

Title	Name	Quantity of shareholding in Shareholder Roster	Remark
Chairman	Kuo-Ling Investment Co., Ltd.	36,950,280	Representative: Chang Yuan-Ming
Vice Chairman	Kuo-Ling Investment Co., Ltd.	36,950,280	Representative: Chang Yuan-Fu
Director	Chen Cheng-Hsiung	5,006,465
Director	Ke Wen-Sheng	2,302,800
Independent Director	Chu Min-Hsien	0
Independent Director	Wang Feng-Kuei	0
Independent Director	Hsu Wen-Hsin	0

Note: date of stop transaction: April 23, 2022

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