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UNIVERSAL Annual Report 2025

May 13, 2026

51808_rns_2026-05-13_a293497c-6896-43fb-8a3e-7d04d7288e6d.pdf

Annual Report

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Stock code: 1445
The website of the annual report:
mopsplus.twse.com.tw
The website where the Company discloses
information related to the Annual Report:
www.universal-tex.com

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UNIVERSAL TEXTILE CO., LTD.

2025

Annual Report

Notice to readers

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

Printed on 30 April 2026


I. The name, title, telephone number, and e-mail address of the spokesman or acting spokesman:

Name: YANG, JEN-KAI

Title: President

Acting Spokesperson

Name: LIN, YU-CHIN

Title: Finance senior manager

Phone: (02)2552-3977

E-mail: [email protected]

II. Address and phone number of headquarters, branch offices and factories:

Name Address Phone
Taipei Office
Headquarter 7 F., No. 62-5, Xining N. Rd., Datong Dist., Taipei City (02)2552-3977
Luzhu Factory No. 417, Dazhu N. Rd., Hongzhu Village, Luzhu Dist., Taoyuan City (03)323-2393
Changbin Factory No. 6, Gongye W. 6th Rd., Changhua Coastal Park, Lukang Township, Changhua County (04)781-0150

III. Name, address, website and phone number of the stock transfer agent

Name: Stock agency department, Capital Securities Corporation

Address: B2F, No.97, Sec. 2, Dunhua S. Rd., Da'an Dist., Taipei City 10601

Address: www.capital.com.tw

Phone: (02)2702-3999

IV. The names of the certified public accountants who duly audited the annual financial report for the most recent fiscal year, and the name, address, and telephone number of the accounting firm to which they belong:

Name: Huang, Ching-Ya and Liu, Jung-Chin

Accounting firm: Ernst & Young Taiwan

Address: No. 186, Shizheng N. 7th Rd., Xitun Dist., Taichung City 407612

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

Phone: (04)2259-8999

V. The name of any exchanges where the company's securities are traded offshore, and the method by which to access information on said offshore securities: None.

VI. Corporate website: www.universal-tex.com


Table of Contents

Chapter I. A Letter to Shareholders...5
I. The 2025 Business Results...5
II. Summary of the Business Plan for 2026...6
III. The Company's Future Development Strategy, and the Effect of External Competition, the Legal Environment, and the Overall Business Environment...7

Chapter II. Corporate Governance Report...10
I. Information on the company's directors, president, vice president, deputy assistant general managers, and the chiefs of all the company's departments and branch units, as follows:...10
II. Remuneration to the Directors (including Independent Directors), President and Vice Presidents...19
III. The state of its implementation of corporate governance...25
IV. Information on the professional fees of the attesting CPAs...81
V. Information on replacement of CPAs...82
VI. Where the company's chairman, president, or any managerial officer in charge of finance or accounting matters has in the most recent year held a position at the accounting firm of its CPAs or at an affiliated enterprise of such accounting firm, the name and position of the person, and the period during which the position was held, shall be disclosed:...83
VII. Any transfer of equity interests and/or pledge of or change in equity interests (during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report) by a director, managers, or shareholder with a stake of more than 10 percent during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report...83
VIII. Relationship information, if among the company's 10 largest shareholders any one is a related party or a relative within the second degree of kinship of another...85
IX. The total number of shares and total equity stake held in any single enterprise by the company, its directors, managerial officers, and any companies controlled either directly or indirectly by the company...87

Chapter III. Fundraising...88
I. Capital and shares...88
II. The annual report shall provide information on the company's issuance of corporate bonds, preferred shares, global depository receipts, employee


share subscription warrants, new restricted employee shares and issuance of new shares (in connection with mergers or acquisitions or with acquisitions of shares of other companies) 94

III. A description and status of implementation of the company's capital allocation plans 94

Chapter IV. The overview of business operations 94

I. Description of the business 94
II. Overview of production and marketing situation 105
III. Overview of employees employed 112
IV. Disbursements for environmental protection 112
V. Labor relations 113
VI. Cyber security management 117
VII. Important contracts 119

Chapter V. Review and analysis of financial position and financial performance and assessment of risks 120

I. Financial position 120
II. Financial performance 121
III. Cash flow 122
IV. The effect upon financial operations of any major capital expenditures during the most recent fiscal year 122
V. The company's reinvestment policy for the most recent fiscal year, the main reasons for the profits/losses generated thereby, the plan for improving reinvestment profitability, and investment plans for the coming year...122
VI. Analysis and assessment of risks 124
VII. Other Important Matters 127

Chapter VI. Special items to be included 128

I. Information related to the company's affiliates 128
II. Private placement of securities carried out by the company during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report 130
III. Other matters that require additional description 130
IV. Any of the situations listed in Article 36, paragraph 3, subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholders' equity or the price of the company's securities, has occurred during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report 130


Chapter I. A Letter to Shareholders

I. The 2025 Business Results

(I) Result of Implementation of Business Plan:

The Company's total revenue for 2025 was NT$770,092 thousand, representing a 22% decrease compared to NT$989,122 thousand in 2024. The net loss after taxes for 2025 was NT$113,222 thousand, with a net loss per share of NT$0.87, compared to a net loss after tax of NT$198,601 thousand and loss per share of NT$1.52 in 2024, representing a decrease of 43%. The decline in revenue was primarily attributable to prolonged geopolitical tensions, including the Russia-Ukraine conflict, instability in the Middle East, and the spillover effects from of excess production capacity in China, all of which negatively impacted global demand and resulted in weaker sales. In response, the Company adjusted its operating strategies and, at the end of 2024, conducted a comprehensive review of all product lines and adjusted the provision for inventory write-down losses, which led to higher losses in 2024. Nevertheless, with the Company's ongoing transformation of its operations and business model, the Company is well-positioned in the coming years to enhance its competitiveness and operational resilience, which is expected to contribute to improved financial performance.

(II) Budget Implementation:

In accordance with the "Regulations Governing the Publication of Financial Forecasts of Public Companies", the Company is not required to provide financial forecast information for 2025. Therefore, no budget implementation analysis data is available for 2025.

(III) Analysis of Receipts, Expenditures and Profitability:

  1. Analysis of financial structure:
    Equity Ratio:47.50% Debt Ratio:52.5%

  2. Analysis of solvency:
    Current Ratio:205.48% Quick Ratio:136.43%

  3. Analysis of profitability:
    Return on Assets:-3.05% Return on Equity:-5.01%
    Net Profit Margin:-14.70% Earnings per Share: NT$-0.87

5


(IV) Research and Development Work:

In 2025, the Company invested approximately NT$13,484 thousand in research and development. The Company remains committed to enhancing the added value of its polyester fiber products by leveraging the strengths of the domestic upstream, midstream, and downstream sectors. Through continuous efforts in false twist processing, fabric design and weaving, dyeing, finishing, and finished product testing and certification, the Company has established a comprehensive development process. Based on product development needs, various types of fibers and special functional fabrics are developed to be applied in different textile products, such as windproof jackets and functional apparel. These eco-friendly textile materials are suitable for use in fashion items and uniforms, offering functionalities such as wind proofing and warmth retention. Moreover, by focusing on single-material design, these textile products can be recycled and reused to support circular economy initiatives while fulfilling customer demands and ensuring long-term profitability.

II. Summary of the Business Plan for 2026

(I) Operation Policies:

  1. By integrating the product planning, false twisting, and textile departments' R&D design capabilities, the company aims to accelerate the development of high-value-added products. Also, the Company has actively participated in emerging countries and Europe and America exhibitions to explore new business opportunities, expand into new areas, and strategically position itself to attract new customers.

  2. By restructuring the benefits of existing products, the Company aims to generate new value for the current customers and deepen the relationships with valuable and key brand clients to pursue long-term and stable orders. The Company will enter new customer supply chains through the development of epidemic prevention products, environmental protection products, and industrial fabrics. The Company will also use digital marketing through online platforms to directly connect with brand buyers and actively develop new customer sources through e-commerce operations.

6


  1. Integrate suppliers, strengthen inter-company collaboration, enhance production efficiency, shorten R&D lead times, and align with market demand and the development of advanced technologies in Europe, the United States, and Japan, together with customer-oriented capacity planning.

(II) Sales Volume Forecast and the Basis Thereof:
Based on factors such as production capacity, sales regions, and economic cycles, the Company forecasts its 2026 sales volume to reach 13.5 million yards of staple fiber and 2,400 metric tons of filament yarn.

(III) Important Production and Sales Policies:
1. Combine the strengths of the business, R&D, and suppliers through close collaboration to identify the optimal product mix and future niche product lines. By providing one-stop services, the Company aims to enhance its bargaining power with customers and increase revenue and profitability.
2. Accelerate corporate transformation by leveraging strategic initiatives to create synergies with the core textile business, while simultaneously expanding both core and non-core profitability.

III. The Company's Future Development Strategy, and the Effect of External Competition, the Legal Environment, and the Overall Business Environment

(I) Future Development Strategy:
1. Under the international net-zero carbon emission requirements, the Company is striving toward the goal of achieving near-zero emissions in production capacity by lowering carbon emission costs through supplier management to reduce carbon-related costs, with the objective of progressing toward near-zero emissions.
2. Promoting product quality and diversity of fabrics, as well as functionality, continuously improving the proportion of brand customer orders to the overall revenue, deeply cultivating the ready-to-wear market, attracting new customers, and increasing profit margins.

7


  1. Strengthening the collaboration between the sales, R&D departments, and suppliers to develop innovative products. By shifting away from a volume-driven sales approach, the Company aims to expand niche markets and engage customers with market-creating potential, thereby enhancing profitability.

(II) The Effect of External Competition, the Legal Environment, and the Overall Business Environment:

Taiwan’s textile industry continues to face challenges from rising geopolitical tensions, protectionist trade policies, and expanding trade barriers. These factors, particularly the strained U.S.-China economic relationship, heightened regional conflicts, and unfavorable shifts in international trade rules, have collectively suppressed market demand and global economic growth, affecting export momentum.

Due to rising energy prices and prolonged inflation in Europe and the United States, textile brands have accelerated the relocation of their supply chains from China to other regions. This, combined with cost and tax pressures, presents both challenges and opportunities for Taiwan’s textiles industry to reposition itself in the global market. Recently, there has also been a noticeable rebound in domestic and international inquiries regarding fabrics and yarns, signaling gradual recovery in foreign demand.

On the regulatory front, trade-related legislation such as the U.S. UFLPA, the European Union’s Carbon Border Adjustment Mechanism (CBAM), the U.S. Clean Competition Act (CCA), and Taiwan’s “2050 Net-Zero Emissions Pathway” and ESG reporting guidelines are being actively implemented. These policies have led major global brands such as Nike and Adidas to raise their environmental requirements, thereby driving Taiwan’s textile industry to advance its green transformation and strengthen its competitiveness.

8


The overall macroeconomic environment remains clouded by geopolitical instability and sluggish job markets. Although consumer spending intentions are relatively conservative, global consumption demand has shown signs of a slight rebound. In addition, cross-strait relations have grown increasingly complex. Should China suspend preferential tariff treatment for Taiwan, the textile industry may face disruptions to export orders and an erosion of export momentum. Meanwhile, the continued relocation of textile supply chains out of China has intensified, with brands seeking regional alternatives. Taiwanese enterprises are expected to maintain overseas production bases while also exploring options to strengthen local sourcing. These efforts aim to mitigate domestic supply shortages and sustain the momentum of Taiwan’s textile exports. As a result, the overall outlook for Taiwan’s textile industry in 2026 is expected to remain cautiously stable.

To address external competition and challenges in the evolving business environment, the Company will continue to develop new product lines, diversify offerings, and market segmentation, enhance product value, strengthen collaborations with international brands, and expand online marketing channels to sustain competitiveness in global markets.

In appreciation of shareholders’ continued support, the management team remains committed to developing trend-driven products and advancing a high-value-added strategy to deliver greater returns to all shareholders.

Sincerely wishing

Wish all shareholders good health and all the best.

Chairman: CHEN, YAO-MING Manager: YANG, JEN-KAI Accounting Supervisor: LIN, YU-CHIN

9


Chapter II. Corporate Governance Report

I. Information on the company's directors, president, vice president, deputy assistant general managers, and the chiefs of all the company's departments and branch units, as follows:

  1. Information of directors (1):

30.April 2026

Title (Note 1) Nationality or place of registration Name Gender Age (Note2) Date on which current position was assumed Term of contract The commencement date of the first term (Note 3) Shares held at the commencement date of term Shares held Shares held by the spouses, children of minor age Shares held through nominees Principal work experience and academic qualifications (Note 4) Position(s) held concurrently in the company and/or in any other company Those who are the spouses of or are related within the second degree of kinship to other managers, the directors or supervisors Remark (Note 5)
Shares % Shares % Shares % Shares % Title Name Relationship
Chairman R.O.C CHEN, YAO-MING Male 51-60 30 May 2023 36 months 18 February 2022 100,000 0.08 105,000 0.08 0 0 0 0 Master of International Management, Arizona State University Chairman, CHIEN YING COMPANY LTD. - - -
Director R.O.C YANG, JEN-KAI Male 41-50 30 May 2023 36 months 18 February 2022 60,000 0.05 75,000 0.06 131,000 0.10 0 0 Master of Technology Management, Boston University President, UNIVERSAL TEXTILE CO., LTD. - - -
Director R.O.C YEH, CHIA-HONG Male 61-70 30 May 2023 36 months 30 May 2001 2,477,493 1.90 2,477,493 1.90 0 0 0 0 Master of Business Administration, The University of California, Irvine Chairman, San Yeh Furniture Co., Ltd. - - -
Director R.O.C LEE, LI-HSEN Male 71-80 30 May 2023 36 months 18 February 2022 239,000 0.18 239,000 0.18 0 0 0 0 Chairman, ZONG SINE INDUSTRIES INC. Chairman, ZONG SINE INDUSTRIES INC. - - -
Legal Entity as Director R.O.C Everwin Capital Limited N/A 30 May 2023 36 months 18 February 2022 10,000,000 7.65 10,000,000 7.65 0 0 0 0 N/A None - - -
Legal Representative R.O.C Representative of Everwin Capital Limited: TSENG, CHING-HUA Male 41-70 30 May 2023 36 months 18 February 2022 0 0 0 0 0 0 0 0 President, QI GUANG DEVELOPMENT CO., LTD. Chairman, ZONGYI INVESTMENT CO., LTD.
Legal Entity as Director R.O.C Liang Haw Technology Co., Ltd. N/A 30 May 2023 36 months 18 February 2022 15,000,000 11.48 15,000,000 11.48 0 0 0 0 N/A None - - -
Legal Representative R.O.C Representative of Liang Haw Technology Co., Ltd.: YU, CHUN-PING Male 41-50 30 May 2023 36 months 18 February 2022 0 0 0 0 635,000 0.49 0 0 Master of Business Administration (MBA), University of Portland Director, LIANG-WOEI FIBRE CO., LTD. - - -
Legal Entity as Director R.O.C SHINE LEE INVESTMENT CO, LTD N/A 30 May 2023 36 months 18 February 2022 7,500,000 5.74 7,500,000 5.74 0 0 0 0 N/A None - - -
Legal Representative R.O.C Representative of SHINE LEE INVESTMENT CO, LTD: LI, HSIN LIN Female 31-40 30 May 2023 36 months 18 February 2022 0 0 0 0 0 0 0 0 Master's Program in Accounting, National Taiwan University Chairman, SHINE LEE INVESTMENT CO, LTD - - -
Independent Director R.O.C YEH, YI-CHANG Male 61-70 30 May 2023 36 months 15 June 2020 0 0 0 0 966 0 0 0 Master of Engineering, National Taiwan University of Science and Technology Secretary General, TSFA - - -
Independent Director R.O.C CHIU, CHIH-WEI Male 41-50 30 May 2023 36 months 30 May 2023 0 0 0 0 0 0 0 0 Doctoral Program in Chemical Engineering, National Chung Hsing University Professor, Department of Materials Science and Engineering, National Taiwan University of Science and Technology - - -
Independent Director R.O.C TSAI, SHENG-YU Male 61-70 29 May 2025 36 months 29 May 2025 0 0 0 0 0 0 0 0 Master's Degree, Graduate Institute of Finance, Fu Jen Catholic University CPA, Jia-Qian CPA Firm

Note1: For directors and supervisors acting as the representatives of institutional shareholders, this section shall indicate the name of the corporation and the name of the representative separately (if the representative is also a corporate shareholder, the name of the corporation should be indicated), and should fill in table 1.
Note2: Specify the actual age, or it can be expressed in the form of age intervals, such as 41-50 or 51-60 years old.
Note3: Specify the date of assuming office as Director for the first time, explain if there is any interruption in the term of office.
Note4: Experience relevant with the current position. If employed by the CPA office retained for performing auditing services and certification of its affiliates in the aforementioned period, specify the occupational title and the function performed.
Note5: If the Chairman also hold the position as President or position of relevant function (e.g., the top manager), or these positions were held by spouse or next of kin, explain and justify the necessity and responses (e.g.: additional seats for Independent Directors were reserved, and less than half of the Directors also hold positions as employees or managers).


Table 1: Dominant shareholders of institutional shareholders
30 April 2026

Name of institutional shareholder (Note 1) Dominant shareholders of institutional shareholders (Note 2)
EVERWIN CAPITAL LIMITED CHEN, JIA-JU 50%, XIONG, ZI-WEN 49% and RUAN, YU-JUAN 1%
LIANG HAW TECHNOLOGY CO., LTD. ZHOU, FANG-RU 27.38%, YOU, LI-CHUN 23.65%, Castle Universal Inc. 21.74%, LIANG-WOEI FIBRE CO., LTD. 11.99%, YOU, CHUN-YONG 5.08% and YU, CHUN-PING 4.84%
SHINE LEE INVESTMENT CO., LTD LI, HSIN-LIN 40% and LI, CHENG-YU 60%

Note1: If the Director is the representative of an institutional shareholder, put down the name of the institution.
Note2: Put the names of the dominant shareholders of this institutional shareholder (Top 10 by shareholding) and proportion of shareholding. If the dominant shareholders are institutional shareholders, fill in Table 2 below.
Note3: If the institutional shareholder is not a body corporate, the name of the institutional shareholder and proportion of shareholder for disclosure as mentioned shall be the name of the benefactor or donor, and the proportion of funding or donation. (one can refer to the announcement of the Judicial Yuan to inquire about the name and the ratio of capital contribution or donation, donors who have passed away, please annotate "deceased")

Table 2: If the dominant shareholders as exhibited in Table 1 are institutional shareholders, the dominant shareholders of these institutional shareholders.
30 April 2026

Name of institutional shareholder (Note 1) Dominant shareholders of institutional shareholders (Note 2)
LIANG-WOEI FIBRE CO., LTD. YU, CHUN-PING 25.62%, YOU, CHUN-YONG 25.34%, ZHOU, FANG-RU 22.27% and YOU, LI-CHUN 8.14%
CASTLE UNIVERSAL INC. BORCHERT HOLDINGS INC. 100%

Note1: If the dominant shareholder exhibited in Table 1 is an institutional shareholder, put down the name of the institution.
Note2: Put down the names of the dominant shareholders of this institutional shareholder (top 10 by shareholding) and the proportion of shareholding.
Note3: If the institutional shareholder is not a body corporate, the name of the institutional shareholder and proportion of shareholder for disclosure as mentioned shall be the name of the benefactor or donor, and the proportion of funding or donation (one can refer to the announcement of the Judicial Yuan to inquire about the name and the ratio of capital contribution or donation, donors who have passed away, please annotate "deceased")


  1. Information of directors (2): Disclosure of the information on the professional designation and independence of the Directors:
Condition Professional designation and work experience (Note1) Status of independence (Note 2) Number of public companies where the Independent Director also holds positions as Independent Director
Chairman CHEN, YAO-MING Has more than five years of work experience relevant to the Company's business, currently serves as Chairman of UNIVERSAL TEXTILE CO., LTD. and Chairman of CHIEN YING COMPANY LTD., and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate.
(2) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person.
(3) There is no relationship between spouses or relatives within the second degree of kinship with other directors.
(4) The government, institutions, or their representatives were elected as required by Article 27 of the Company Act.
(5) The director, supervisor or employee of another company or institution is not the same person or spouse as the chairman, president or equivalent of the company. None
Director YANG, JEN-KAI Has more than five years of work experience relevant to the Company's business, served as President of CHAIN YARN CO., LTD., currently serves as President of UNIVERSAL TEXTILE CO., LTD., and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate.
(2) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person.
(3) There is no relationship between spouses or relatives within the second degree of kinship with other directors.
(4) The government, institutions, or their representatives were elected as required by Article 27 of the Company Act.
(5) The director, supervisor or employee of another company or institution is not the same person or spouse as the chairman, president or equivalent of the company. None
Director YEH, CHIA-HONG Has more than five years of work experience relevant to the Company's business and currently serves as Chairman of SAN YEH FURNITURE CO., LTD., and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate.
(2) A director or supervisor of a legal person shareholder who does not directly hold 5% or more of the company's total issued shares, the top five shareholders, or a representative who has appointed a representative to serve as a director or supervisor of the company in accordance with paragraph 1 or 2 of Article 27 of the Company Law or employees.
(3) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person.
(4) The director, supervisor or employee of another company or institution is not the same person or spouse as the chairman, president or equivalent of the company.
(5) There is no relationship between spouses or relatives within the second degree of kinship with other directors. None
Director LEE, LI-HSEN Has more than five years of work experience relevant to the Company's business and currently serves as the Chairman of ZONG SINE INDUSTRIES INC., and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate.
(2) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person.
(3) There is no relationship between spouses or relatives within the second degree of kinship with other directors.
(4) The government, institutions, or their representatives were elected as required by Article 27 of the Company Act.
(5) The director, supervisor or employee of another company or institution that is not the same person or spouse as the chairman, President or equivalent of the company. None
Legal Entity as Director Representative of Everwin Capital Limited: TSENG, CHING-HUA Has more than five years of work experience relevant to the Company's business, served as President of QI GUANG DEVELOPMENT CO., LTD., currently serves as Chairman of ZONGYI INVESTMENT CO., LTD., and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate.
(2) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person.
(3) There is no relationship between spouses or relatives within the second degree of kinship with other directors.
(4) The government, institutions, or their representatives were elected as required by Article 27 of the Company Act.
(5) The director, supervisor or employee of another company or institution that is not the same person or spouse as the chairman, President or equivalent of the company. None
Legal Entity as Director Representative of LIANG HAW TECHNOLOGY CO., LTD.: YU, CHUN-PING Has more than five years of work experience relevant to the Company's business, served as Marketing Manager at UPS and U.S. Capital Corporation, currently serves as President of LIANG-WOEI FIBRE CO., LTD., and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate.
(2) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person.
(3) There is no relationship between spouses or relatives within the second degree of kinship with other directors.
(4) The government, institutions, or their representatives were elected as required by Article 27 of the Company Act.
(5) The director, supervisor or employee of another company or institution that is not the same person or spouse as the chairman, President or equivalent of the company. None

Condition Name Professional designation and work experience (Note1) Status of independence (Note 2) Number of public companies where the Independent Director also holds positions as Independent Director
Legal Entity as Director Representative of SHINE LEE INVESTMENT CO, LTD.: LI, HSIN LIN Has more than five years of work experience relevant to the Company's business, served as Manager at DELOITTE FINANCIAL ADVISORY CO., LTD., currently serves as Chairman of SHINE LEE INVESTMENT CO., LTD., and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate. (2) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person. (3) There is no relationship between spouses or relatives within the second degree of kinship with other directors. (4) The government, institutions, or their representatives were elected as required by Article 27 of the Company Act. (5) The director, supervisor or employee of another company or institution is not the same person or spouse as the chairman, president or equivalent of the company. None
Independent Director CHIU, CHIH-WEI Has more than five years of work experience relevant to the Company's business, served as Professor at National Taiwan University of Science and Technology, and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate. (2) Not a director or Supervisor of the Company or its affiliate. (3) Non-personal shareholders who are not themselves and their spouses, minor children or a third party who hold more than 1% of the company's total issued shares or hold the top ten shares in the name of others. (4) Spouses, relatives within the second degree of kinship or lineal blood relatives within the third degree of kinship who are not the managers listed in (1) or the person listed in (2) and (3). (5) A director or supervisor of a legal person shareholder who does not directly hold 5% or more of the company's total issued shares, the top five shareholders, or a representative who has appointed a representative to serve as a director or supervisor of the company in accordance with paragraph 1 or 2 of Article 27 of the Company Law or employees. (6) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person. (7) A director (director), supervisor (supervisor) or employee of another company or institution that is not the same person or spouse as the chairman, President or equivalent of the Company. (8) Not a director (council member), supervisor, manager or shareholder holding 5% or more shares of a specific company or institution that has financial or business dealings with the company. (9) Not providing audit services for the Company or affiliated companies, or not professionals, sole proprietorships, partnerships, institution and business owners, partners, directors, supervisors, or managers and their spouses who have received remuneration in the past two years for business, legal affairs, finance, accounting and other related services. (10) There is no relationship between spouses or relatives within the second degree of kinship with other directors. (11) There was no such situation that the government, institutions, or their representatives were elected as required by Article 27 of the Company Act. None
Independent Director YEH, YI CHANG Has more than five years of work experience relevant to the Company's business, served as Secretary-General of TSFA, and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate. (2) Not a director or Supervisor of the Company or its affiliate. (3) Non-personal shareholders who are not themselves and their spouses, minor children or a third party who hold more than 1% of the company's total issued shares or hold the top ten shares in the name of others. (4) Spouses, relatives within the second degree of kinship or lineal blood relatives within the third degree of kinship who are not the managers listed in (1) or the person listed in (2) and (3). (5) A director or supervisor of a legal person shareholder who does not directly hold 5% or more of the company's total issued shares, the top five shareholders, or a representative who has appointed a representative to serve as a director or supervisor of the company in accordance with paragraph 1 or 2 of Article 27 of the Company Law or employees. (6) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person. (7) A director (director), supervisor (supervisor) or employee of another company or institution that is not the same person or spouse as the chairman, President or equivalent of the Company. None
Independent Director TSAL SHENG-YU (Assumed office on 29 May 2025) Has more than five years of work experience relevant to the Company's business, currently serves as a certified public accountant at Jia-Qian CPA Firm, and is not subject to any of the circumstances set forth in Article 30 of the Company Act. (1) Not an employee of the Company or its affiliate. (2) Not a director or Supervisor of the Company or its affiliate. (3) Non-personal shareholders who are not themselves and their spouses, minor children or a third party who hold more than 1% of the company's total issued shares or hold the top ten shares in the name of others. (4) Spouses, relatives within the second degree of kinship or lineal blood relatives within the third degree of kinship who are not the managers listed in (1) or the person listed in (2) and (3). (5) A director or supervisor of a legal person shareholder who does not directly hold 5% or more of the company's total issued shares, the top five shareholders, or a representative who has appointed a representative to serve as a director or supervisor of the company in accordance with paragraph 1 or 2 of Article 27 of the Company Law or employees. (6) The directors, supervisors or employees of other companies are not the directors of the company or holding over half of the shares with voting rights are controlled by the same person. (7) A director (director), supervisor (supervisor) or employee of another company or institution that is not the same person or spouse as the chairman, President or equivalent of the Company. None

Note 1: Professional qualifications and experience: Specify the professional qualifications and experience of individual directors and supervisors. If a member of the Audit Committee possesses accounting or financial expertise, their accounting or financial background and work experience should be detailed. Additionally, indicate whether there are any circumstances falling under Article 30 of the Company Act.
Note 2: Independent directors should disclose their independence status, including but not limited to whether they or their spouses, first-degree relatives, etc., serve as directors, supervisors, or employees of the company or its affiliated enterprises; the number and proportion of shares held by themselves, their spouses, first-degree relatives (or under their names); whether they serve as directors, supervisors, or employees of companies with specific relationships to the company (refer to Article 3, Items 5-8 of the Regulations Governing the Establishment of Independent Directors and Compliance Matters for Public Issuing Companies); and the remuneration received for providing business, legal, financial, accounting, etc., services to the company or its affiliated enterprises in the past two years.
Note 3: Please refer to the best practice reference examples on the Corporate Governance Center website of the TWSE for disclosure methods.


  1. Diversity and independence of the Board :

  2. Diversity of the Board:

(1) Article 20 of the Company's "Corporate Governance Best Practice Principles" stipulates that the composition of the board of directors should consider diversity. In addition to the recommendation that no more than one-third of the directors should concurrently serve as company executives, appropriate diversification policies should be formulated based on the company's own operations, operational patterns, and development needs. Board members should represent different genders, ages, and professional backgrounds. They should possess abilities in operational judgment, accounting and financial analysis, management, crisis handling, industry knowledge, international market perspectives, leadership, and decision-making to effectively supervise and encourage the company to operate lawfully, disclose important information in a timely manner, conduct business with integrity, maintain good communication channels and constructive interactions with the management team, guide the execution of company operations and the resolution of major decisions, and ensure the company's development and protect shareholder rights, thereby achieving the ideal goals of corporate governance.

(2) The Company, in accordance with the board diversity policy, has set objectives aiming to enhance board diversity and corporate governance by striving for at least one-third of board members to be female, one-third to be independent directors, and one-third to have an employee background. The specific management objectives and achievement of its board composition diversity policy are as follows:

Management Objectives Achievement
Directors who also serve as company managers should not exceed one-third of the number of directors. Achieved
The terms of independent directors has not exceeded three terms. Achieved
Female directors shall account for at least one-third of the board seats. Not achieved

14


(3) The Company has not yet achieved the goal of having female directors account for at least one-third of the board seats. The reasons and proposed measures to promote gender diversity on the Board of Directors are as follows:

Explanation: The current Board of Directors consists of 10 members, elected at the shareholders' meeting on 30 May 2023. Although there is one female director in compliance with applicable laws and regulations at the time, the ratio still falls short of one-third. This is primarily due to the characteristics of the industry, where it is difficult to recruit suitable female candidates within a short period.

Proposed Measures: The Company will strengthen its director nomination process and proactively seek recommendations from various sectors, including industry and academia, to identify potential female candidates. This is aimed at enhancing corporate governance and promoting board diversity.

15


The implementation of the policy on the diversity of board members is as follows:

Diversified core Name Basic components Professional background Professional knowledge and skill
Nationality Gender Whether an employee of the company Age Annual capital amount in tenure of independent directors (less than three years) Accounting Industry Finance Technology Judgement in operation Corporate management Leadership and decision-making Crisis management Industry knowledge International view of market
Director CHEN, YAO-MING R.O.C. M V V V V V V V V V
YANG, JEN-KAI M V V V V V V V V V V V
YEH, CHIA-HONG M V V V V V V V V V
LEE, LI-HSEN M V V V V V V V V V
Representative of Everwin Capital Limited: TSENG, CHING-HUA M V V V V V V V V V
Representative of Liang Haw Technology Co., Ltd. YU, CHUN-PING M V V V V V V V V V
Representative of SHINE LEE INVESTMENT CO. LTD: LI, HSDs. LIN F V V V V V V V V
Independent Director CHIU, CHIH-WEI M V V V V V V V V
YEH, YI CHANG M V V V V V V V V V
TSAI, SHENG-YU M V V V V V V V V V V V

2. Independence of the Board:

The Company currently has a total of 10 seats on the board of directors, of which 3 are independent directors. (Which account for $30\%$ of all the seats of Directors) By the end of 2025, all independent directors have met the regulations of the Securities and Futures Bureau of the Financial Supervisory Commission on independent directors. The Company has reviewed the status of independence of the Independent Directors internally in accordance with Paragraphs 3 and 4 under Article 26-3 of the Securities and Exchange Act. Please refer to PP.12-13 of this annual report - Disclosure of Professional Qualifications of Directors and Independence of Independent Directors for the independence of the board of directors of our company. Please refer to PP.10 of this annual report-profile of the directors for the education background, gender, and work experience of each director.


(II) Information on President, Vice President, Assistant General Manager, Managers of departments or division
30 April 2026

Title (Note1) Nationality Name Gender Date of office Quantity of shareholding Quantity of shareholding by spouse and underage children Shares held in the name of a third party Work experience (educational background) (Note2) Positions concurrently held with other companies These who are the spouses of or are related within the second degree of kinkup to other managers Remark (Note 3)
Quantity of shares Proportion of shareholding Quantity of shares Proportion of shareholding Quantity of shares Proportion of shareholding Title Name Relationship
President R.O.C YANG, JEN-KAI M 1 March, 2022 75,000 0.06 131,000 0.10 0 0 Master's degree, Technology Management, Boston University. President, CHAIN YARN CO., LTD. None - - -
Assistant General Manager, General Management Office R.O.C CHEN, YAN XIAO M 1 April 2023 10,000 0.01 7,000 0.01 0 0 Master's degree Plant Manager, Doula Plant, CHAIN YARN CO., LTD. Vice President, CHAIN YARN - - - Dismissed on 28 February 2026
Assistant General Manager, Business Department R.O.C CHEN, YI XIANG M 1 April 2023 40,078 0.03 2,222 0 0 0 Bachelor's degree; Manager, Business Department, Universal Textile None - - -
Manager, General Management Office (Chief Information Security Officer) R.O.C HU, DANG CHENG M 14 March 2023 0 0 0 0 0 0 Master's degree; General Manager, IBM Cloud, South China None - - - Dismissed on 31 March 2026
Manager, Tuoyuan Factory and Luchu Factory R.O.C SU, ZHANG MING M 1 March 1998 5,305 0 0 0 0 0 Graduate, middle school; Deputy Factory Director of factory affairs, Universal Textile None - - -
Manager, Changbin Factory R.O.C GUO, ZHI MING M 1 April 2023 2,001 0 0 0 0 0 Master's degree; Deputy General Manager of factory affairs, Universal Textile None - - -
Head of Finance and Accounting R.O.C LIN, YU-CHIN F 1 April 2023 4,103 0 0 0 0 0 Master's degree; Financial Deputy General Manager, Universal Textile None - - - Assumed office as Accounting Officer on 31 May 2025
Accounting Officer R.O.C LU, CHUNG-NING M 6 August 2024 0 0 0 0 0 0 Master's degree; Section Chief, Universal Textile None - - - Dismissed on 31 May 2025
Internal Audit Officer R.O.C LU, KUAN-CHEN F 16 January 2024 0 0 0 0 0 0 Deputy Section Chief, Universal Textile None - - - Dismissed on 15 January 2026
Internal Audit Officer R.O.C CHEN, CHIA-WEI F 15 January 2026 0 0 0 0 0 0 Bachelor's degree Deputy Section Chief, Universal Textile None - - - Assumed office on 15 January 2026

Note 1: The profiles of the President, Vice Presidents, Assistant General Manager, function heads and branch heads should be included. Positions equivalent to the President, Vice President, or Assistant General Manager should also be included regardless of the occupational title.
Note 2: Experience relevant with the current position. If employed by the CPA office retained for performing auditing services and certification of its affiliates in the aforementioned period, specify the occupational title and the function performed.
Note 3: If the Chairman also held the position as President or position of relevant function (e.g., the top manager), or these positions were held by spouse or next of kin, explain and justify the necessity and responses (e.g., additional seats for Independent Directors were reserved, and less than half of the Directors also held positions as employees or managers).


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II. Remuneration to the Directors (including Independent Directors), President and Vice Presidents

(I) Remuneration to Directors and Independent Directors (Disclose the name of each individual and the corresponding remuneration amount)

Unit: in NTS thousands

Title Name Remuneration to Directors The sum of A, B, C and D in proportion to net income (Note 10) Related payment in performing the duties as employees The sum of A, B, C, D, E, F and G in proportion to net income (Note 10) Any payment from direct investor companies other than the subsidiaries or the parent company (Note 11)
Remuneration (A) (Note 2) Pension and severance payment (B) Remuneration to Directors(C) (Note 3) Provisional allowances (D) (Note 4) Salaries, bonus and special expense account (E) (Note 5) Pension and severance payment(F) Remuneration to employees (G) (Note 6)
Inventories All companies included in the financial statements (Note 7) Inventories All companies included in the financial statements (Note 7) Inventories All companies included in the financial statements (Note 7) Inventories All companies included in the financial statements (Note 7)
Chairman CHEN, YAO-MING 2,820 2,820 0 0 0 0
Director YANG, JEN-KAI 240 240 0 0 0 0
Director YEH, CHIA-HONG 240 240 0 0 0 0
Director LEE, LI-HSEN 240 240 0 0 0 0
Representative, LIANG HAW TECHNOLOGY CO., LTD., YU, CHUN-PING Representative, LIANG HAW TECHNOLOGY CO., LTD., YU, CHUN-PING 240 240 0 0 0 0
Director Representative, EVERWIN CAPITAL LIMITED: TSENG, CHING-HUA 240 240 0 0 0 0
Director Representative, SHINE LEE INVESTMENT CO., LTD., LUMIN-LIN 324 324 0 0 0 0
Independent Director YEH, YI-CHANG 312 312 0 0 0 0
Independent Director CHIU, CHIH-WEI 312 312 0 0 0 0
Independent Director TSAI, SHENG-YU 140 140 0 0 0 0
  1. Specify the policy, system, standard and structure of the fees for Independent Directors, and the association between the duties performed, the risk, the commitment of time and related factors and the amount of payment:
    (1) The Company has adopted a remuneration policy for independent directors. When the total remuneration exceeds $3\%$ of the Company's profit before tax, prior approval from the shareholders' meeting is required. In the event of no profit, a fixed amount may be proposed for approval. The Company utilizes the "Rules for Performance Evaluation of Board of Directors" to determine remuneration, taking into account factors such as the Company's scale of operations, future risk exposure, and industry practices. The remuneration is determined based on the directors' duties and contributions, and includes remuneration, relevant insurance coverage, and other necessary expenses. These are submitted to the Remuneration Committee and then the Board of Directors for resolution, and are reviewed and adjusted based on actual operational performance and overall business conditions.
    (2) Independent directors do not participate in daily business operations, and their remuneration is not linked to profitability. Instead, they receive a fixed monthly payment. The Company has taken out Directors and Officers liability insurance to mitigate legal and investment risks associated with their duties. In recent years, no loans or guarantees have been provided to directors. The Company ensures that independent directors fulfill their duties by regularly attending Board and Audit Committee meetings. Senior management and the human resources department regularly review the Company's remuneration policies. The fixed remuneration for independent directors is determined based on their roles and responsibilities and includes remuneration and insurance. The Company reviews the appropriateness of such arrangements periodically to ensure long-term operational soundness and effective risk control.
  2. Any payment received in the most recent fiscal year by the Company's directors for services rendered to any entities included in the financial statements (e.g., as consultants to the parent company, consolidated entities, or investor companies not serving as employees) None

Note 1: List out the names of the Directors separately (for institutional shareholders, list out the name of the institutional shareholder and the representative separately), as well as the Directors and Independent Directors, and disclose all payments in aggregate. If a Director also holds the position of President or Vice President, fill in this table and the table (3-1) below, or Table (3-2-1), and (3-2-2) below.

Note 2: Refers to the remuneration to the Directors in the previous period (including salaries, professional allowances, severance payment, different types of bonus and gratuities).

Note 3: Put down the amount paid to the Directors in the previous period passed by the Board.

Note 4: Related professional allowances paid to the Directors in the previous period (including traveling subsidy, special expense account, allowances, and payment in kind such as accommodation and company car). If housing, company car or other transportation vehicle or exclusive expense is incurred, disclose the nature and cost of the assets, the actual amount of rent or estimated at fair value, fuel payment and other payment. If a driver is assigned, specify the remuneration to the driver by the Company but not included as a part of the remuneration.

Note 5: Refers to payment to Directors who also performed the duties as employees (including holding the position as President, Vice President, managers, and other personnel) including salaries, professional allowances, severance payment, different types of bonus, gratuities, traveling subsidy, special expense account, allowances, and payment in kind such as accommodation, company car. If housing, company car or other transportation vehicle or exclusive expense is incurred, disclose the nature and cost of the assets, the actual amount of rent or estimated at fair value, fuel payment and other payment. If a driver is assigned, specify the remuneration to the driver by the Company but not included as a part of the remuneration. Salary expense recognized under IFRS 2 "Share-Based Payment", including the acquisition of ESO, RSU/RSA, and subscription of new shares for raising capital, which should be included as remuneration.

Note 6: If the Directors also performed the duties as employees (including holding the position as President, Vice President, managers, and other personnel) and received payment as employees (including stock and cash), disclose the amount of remuneration to employee in the previous period passed by the Board. If estimation is not possible, calculate the amount planned to pay out in current period on the basis of the actual amount payment in the previous year, and fill in Table 1-(3).

Note 7: Disclose the total amount of payment from all companies (including the Company) included in the consolidated financial statements to the Directors of the Company.

Note 8: Disclose the names of the Directors in respective bracket of the payment scale by the total amount of payment from the Company.

Note 9: Disclose the total of all itemized payment from all companies (including the Company) included in the consolidated financial statements to each Director of the Company and disclose the names of the Directors in respective brackets of the payment scale.

Note 10: Net income refers to the net income of the previous period. If IFRS has been adopted in reporting, net income shall be referred to the net income as presented in the separate financial statement covering the previous period.


Note 11: a. Put down the amount of remuneration from direct investee companies other than the subsidiaries or the parent company to the Directors of the Company (If there is no payment, put down "None").

b. If the Directors have received payment from direct investee companies other than the subsidiaries or the parent company, include this amount in Column I of the payment scale, and rename the column name as "parent company and all direct investee companies".

c. Remuneration refers to the reward, payment (including payment to employees, Directors, and Supervisors) and performing professional duties to Directors who also act in the capacity of Directors, Supervisors or Managers in the direct investee companies other than the subsidiaries.

  • The content of remuneration disclosed in this table is different from the purpose of taxation. This table is just for disclosure of information only, not as reference for taxation.

20


(II) Remuneration to President and Vice Presidents (Disclose the name of each individual and the corresponding remuneration amount)

Unit: in NT$ thousands

Title Name Salaries (A) (Note 2) Pension and severance payment (B) Bonus and special expense account (C) (Note 3) Amount of remuneration to employees (D) (Note 4) The sum of A, B, C and D in proportion to net income (%) (Note 8) Any Remuneration from direct investee companies other than the subsidiaries or the parent company (Note 9)
The Company All companies included in the financial statements (Note 5) The Company All companies included in the financial statements (Note 5) The Company All companies included in the financial statements (Note 5) The Company All companies included in the financial statements (Note 5) The Company All companies included in the financial statements
Cash Amount Share Amount Cash Amount Share Amount
President YANG, JEN-KAI 2,520 2,520 0 0 240 240 0 0 0 0 2,760 (2.44) 2,760 (2.44) None
  • Regardless of the title, those whose positions are equivalent to president and vice president (e.g.: CEO, chief executive, director, etc.) should be disclosed

Note 1: List out the names of the President and the Vice Presidents separately and disclose all payments in aggregate. If a director also holds the position of President or Vice President, fill in this table and the above table (1-1).

Note 2: Put down the salaries, professional allowances, and severance payment of the President and the Vice Presidents in the previous period.

Note 3: Put down different types of bonuses, gratuities, traveling subsidies, special expense accounts, allowances, and payment in kind including accommodation and company vehicle for the President and Vice Presidents in the previous period. If housing, company car, or other transportation vehicle or exclusive expense is incurred, disclose the nature and cost of the assets, actual or estimated fair market value-based amount of rent, fuel, and other payment. If a driver is assigned, please specify the compensation paid to the driver by the Company but not include it as a part of the remuneration to the President and Vice Presidents. Salary expense recognized under IFRS 2 "Share-Based Payment", including the acquisition of ESO, RSU/RSA, and subscription of new shares for raising capital, which should be included as remuneration to the President and Vice Presidents.

Note 4: Put down the amount of remuneration to the President and Vice Presidents (including stock and cash) passed by the board of directors in the previous period. If estimation is not possible, calculate the amount in proportion to the actual payment of the previous year, and fill in Table 1-(3).

Note 5: Disclose the total payment of remuneration from all companies included in the financial statements (including the Company) to the President and the Vice Presidents of the Company.

Note 6: Disclose the names of the President and the Vice Presidents in respective bracket of the payment scale by the total amount of payment from the Company.

Note 7: Disclose the total payment of remuneration from all companies (including the Company) included in the consolidated financial statements to each President and the Vice President of the Company and disclose the names of the President and the Vice Presidents in respective brackets of the payment scale.

Note 8: Net income refers to the net income of the previous period. If IFRS has been adopted in reporting, net income shall be referred to the net income as presented in the separate financial statement covering the previous period.

Note 9: a. Put down the amount of remuneration to the President and the Vice Presidents from all direct investee companies other than the subsidiaries or the parent company (If there is no payment, put down "None").

b. If the President and the Vice Presidents have received payment from direct investee companies other than the subsidiaries or the parent company, include this amount in Column E of the payment scale, and rename the column name as "parent company and all direct investee companies".

c. Remuneration refers to the reward, payment (including those for employees, Directors, and Supervisors), and business execution expenses received by the President and the Vice Presidents who also act in the capacity of directors, supervisors, or managers in the direct investee companies other than the subsidiaries, or in the parent company.

  • The content of remuneration disclosed in this table is different from the purpose of taxation. This table is just for disclosure of information only, not as reference for taxation.

(III) Remuneration paid to each of its top five management personnel of the company listed on the TWSE or the TPEx (Disclose the name of each individual and the corresponding remuneration amount) (Note 1)

Unit: in NT$ thousands

Title Name Salary(A)(Note2) Pension and severance payment (B) Bonus and special expense account (C) (Note 3) Amount of remuneration to employees (D)(Note 4) The sum of A, B, C and D in proportion to net income (%)(Note 6) Any Remuneration from direct investee companies other than the subsidiaries or the parent company(Note 7)
The Company All companies included in the financial statements(Note 5) The Company All companies included in the financial statements(Note 5) The Company All companies included in the financial statements(Note 5) The Company All companies included in the financial statements(Note 5) The Company All companies included in the financial statements
Cash Amount Share Amount Cash Amount Share Amount
President YANG, JEN-KAI 2,520 2,520 0 0 240 240 0 0 0 0 2,760(2.44) 2,760(2.44) None
Assistant General Manager CHEN, YEN-HSIAO(Dismissed on 28 February 2026) 1,635 1,635 106 106 618 618 0 0 0 0 2,359(2.08) 2,359(2.08) None
Assistant General Manager CHEN, I-HSIANG 1,323 1,323 98 98 525 525 0 0 0 0 1,964(1.72) 1,964(1.72) None
Head of Finance and Accounting LIN, YU-CHIN(Assumed office as Accounting Officer on 31 May 2025) 1,302 1,302 90 90 650 650 0 0 0 0 2,042(1.80) 2,042(1.80) None
Accounting Officer LU, CHUNG-NING(Dismissed on31 May 2025) 245 245 16 16 0 0 0 0 0 0 261(0.23)(Note 8) 261(0.23)(Note 8) None

Note 1: The "remuneration paid to each of its top five management personnel" refers to the managers of the company, and those within the criteria for the identification of the managers according to the scope of application of "managers" ordered by the Financial Supervisory Commission, FSC Securities and Futures Bureau Ref. No. 1120384295 dated 4 October 2023. As for the calculation and determination principle of the "remuneration paid to each of its top five management personnel", it is based on the total amount of salaries, retirement pensions, bonuses and special expenses received by company managers in the consolidated financial statements, as well as the total amount of employee remuneration (i.e., the total amount of $\mathrm{A + B + C + D}$ ). The top five of the highest remuneration will be recognized. Please fill out this form and the above form (1-1) if the director concurrently serves as the one of the executives
Note 2: Put down the salaries, professional allowances, and severance payment of the top five management personnel in the previous period.
Note 3: Put down different types of bonuses, gratuities, traveling subsidy, special expense account, allowances, and payment in kind including accommodation and company vehicle for the top five management personnel in the previous period. If housing, company car, or other transportation vehicle or exclusive expense is incurred, disclose the nature and cost of the assets, actual or estimated fair market value-based amount of rent, fuel, and other payment. If a driver is assigned, please specify the compensation paid to the driver by the Company but not include it as a part of the remuneration to the top five management personnel. Salary expense recognized under IFRS 2 "Share-Based Payment", including the acquisition of ESO, RSURSA, and subscription of new shares for raising capital, which should be included as remuneration to the top five management personnel.
Note 4: Put down the amount of remuneration to the top five management personnel (including stock and cash) passed by the board of directors in the previous period. If estimation is not possible, calculate the amount in proportion to the actual payment of the previous year, and fill in Table 1-(3).
Note 5: Disclose the total payment of remuneration from all companies included in the financial statements (including the Company) to the top five management personnel of the Company.
Note 6: Net income refers to the net income of the previous period. If IFRS has been adopted in reporting, net income shall be referred to the net income as presented in the separate financial statement covering the previous period.
Note 7: a. Put down the amount of remuneration to the top five management personnel from all direct investee companies other than the subsidiaries or the parent company (If there is no payment, put down "None").
b. Remuneration refers to the reward, payment (including those for employees, Directors, and Supervisors), and business execution expenses received by the top five management personnel who also act in the capacity of directors, supervisors, or managers in the direct investee companies other than the subsidiaries, or in the parent company.
Note 8: The employee had been employed for less than one year and resigned in mid-2025.
* The content of remuneration disclosed in this table is different from the purpose of taxation. This table is only for disclosure of information, not as reference for taxation.


(IV) Names of managers with remuneration as employees and the disbursement:

30 April 2026
Unit: in NT$ thousands

| | Title
(Note1) | Name
(Note1) | Share Amount | Cash Amount | Total | The total amount in proportion to net income (%) |
| --- | --- | --- | --- | --- | --- | --- |
| Management personnel | President | YANG, JEN-KAI | 0 | 0 | 0 | 0 |
| | Assistant General Manager
(Dismissed on 28 February 2026) | CHEN, YEN-HSIAO | | | | |
| | Assistant General Manager | CHEN, I-HSIANG | | | | |
| | Head of Finance and Accounting | LIN, YU-CHIN | | | | |
| | Accounting Officer
(Dismissed on 31 May 2025) | LU, CHUNG-NING | | | | |

Note 1: Disclose the name and occupational title of each person, and the distribution of earnings may be disclosed in aggregate.
Note 2: Put down the amount of remuneration to the Managers as employees (including stock and cash) passed by the Board in the previous period. If estimation is not possible, calculate the amount in proportion to the actual payment of the previous year.
Note 3: The scope of Management personnel shall be defined under FSC Securities and Futures Bureau Ref. No. 1120384295 dated 4 October 2023. specified as follows:
(1) President and equivalent rank
(2) Vice President and equivalent rank
(3) Assistant General Manager and equivalent rank
(4) Finance Supervisor
(5) Accounting Supervisor
(6) Any other authorized personnel charged with administrative duties and entitled to sign document on behalf of and in the name of documents.
Note 4: If the Directors, President and Vice Presidents were remunerated as employees (including stock and cash), fill in Table 1-(2), and also this form.


(V) The total payment from the Company and all companies included in the financial statements to the Directors (including Independent Directors), President and Vice Presidents as remuneration in the last 2 years in proportion to the net income and related analysis, and explain the policy, standard and components of payment, the procedure for setting the amount of payment, and the association with the operation performance and the risks in the future:

  1. Analysis of the total remuneration as a percentage of net income to each of this company's directors, president, and vice president for the most recent 2 fiscal years:
Year (Note 1) 2025 2024
The Company All companies included in the financial statements The Company All companies included in the financial statements
The total amount of remuneration paid to the directors, presidents and vice presidents of the company in proportion to the net income -8.27% -8.27% -5.15% -5.15%

Note 1: Refer to the year when the company makes a surplus.

  1. The policies, standards, and combinations of remuneration, establishment procedures for remuneration, and the correlation between operational performance and future risks.

(1) The performance evaluation and salary compensation of directors and managers are based on the company's salary management regulations and Article 25 of the Articles of Association, taking into account the usual industry standards, the results of performance evaluations, time invested, responsibilities undertaken, goal achievements, performance in other positions, and salary compensation given to equivalent positions in recent years. Performance assessments and compensation rationality are evaluated in connection with the company's short-term and long-term business goals, financial condition, effectiveness of implementing ESG goals, and relevance to the company's operational performance and future risks. The reasonableness of related performance assessments and compensation is reviewed by the Compensation Committee and the Board of Directors, and distributed upon approval by the board of directors.

(2) Employee compensation is based on relevant management regulations concerning salaries, promotions, assessments, bonuses, etc., taking into account performance evaluation results, including financial indicators such as shipment volume, achievement rates, profit amounts, etc. The reasonableness of related performance assessments and compensation is reviewed by the Remuneration Committee and the board of directors.

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III. The state of its implementation of corporate governance:

(I) The state of operations of the board of directors:

  1. The Board of the Company convened for 7 times. The attendance of the Directors is specified below:
Title Name (Note 1) Actual frequency attendance Frequency of attendance by proxy Actual attendance rate (%) (Note 2) Remark
Chairman CHEN, YAO-MING 7 0 100% Re-elected
Director YANG, JEN-KAI 7 0 100% Re-elected
Director YEH, CHIA-HONG 7 0 100% Re-elected
Director LEE, LI-HSEN 7 0 100% Re-elected
Director Representative, LIANG HAW TECHNOLOGY CO., LTD.: YU, CHUN-PING 5 0 71% Re-elected
Director Representative, EVERWIN CAPITAL LIMITED: TSENG, CHING-HUA 7 0 100% Re-elected
Director Representative of SHINE LEE INVESTMENT CO, LTD: LI, HSIN-LIN 7 0 100% Re-elected
Independent Director YEH, YI-CHANG 7 0 100% Re-elected
Independent Director CHIU, CHIH-WEI 7 0 100% Re-elected
Independent Director TSAI, SHENG-YU 3 0 100% Re-elected (assumed office on 29 May 2025)

Note 1: If the directors and supervisors are legal persons, the names of the legal person shareholders and their representatives shall be disclosed.

Note 2: (1) If a director or supervisor resigns before the end of the year, the resignation date shall be indicated in the remark column. The actual attendance rate (%) is calculated based on the number of board meetings and the number of actual attendance (percentage) during the term of office.

(2) By the end of the year, if there is a re-election of the director and supervisor, the new and previous directors and supervisors shall be filled in, and the previous, new or re-appointed and re-election date of the director and supervisor shall be indicated in the remark column. The actual attendance rate (%) is calculated based on the number of board meetings and the number of actual attendance (percentage) during the term of office.


  1. Additional information:

(1) If any of the following applies to the Board in session, specify the date, the session of the meeting, the content of the motions, the opinions of all Independent Directors, and the response of the Company to the opinions of the Independent Directors:

① Particulars inscribed in Article 14-3 of the Securities and Exchange Act:

Date of /session of the board meeting Proposal All independent directors' opinions and the company's response to independent directors' opinions
8 January 2025
(The 1st meeting of 2025) 1. Proposal for an equity investment - New Asia Approved unanimously by all independent directors present.
12 March 2025
(The 2nd meeting of 2025) 1. Review of the proposal for the appointment of the CPA and audit fees.
2. Proposal for amendments to the internal control system - payroll and investment cycles.
13 May 2025
(The 3rd Meeting of 2025) 1. Amendment to the internal control system for “Electronic Data Processing” and the Rules Governing Internal Audit Implementation.
19 May 2025
(The 4th Meeting of 2025) 1. Proposal for the acquisition of income-producing real estate and authorization of bank loan facilities.
13 August 2025
(The 5th Meeting of 2025) 1. Proposal regarding the change of Accounting Officer.
1 October 2025
(The 6th Meeting of 2025) 1. Proposal for the disposal of privately placed common shares of Jiin Ming.
15 January 2026
(The 1st Meeting of 2026) 1. Proposal regarding the change of Internal Audit Officer.
2. Proposal for the disposal of machinery and auxiliary equipment at the Changbin Factory and authorization for real estate leasing.
13 March 2026
(The 2nd Meeting of 2026) 1. Proposal for the appointment of the CPA firm and review of audit fees.

② Except for the matters mentioned above, other matters resolved by the board of directors with objections or reservations of independent directors and with records or written statements: None.

(2) The recusal of the Directors from motions involving a conflict of interest. Specify the names of the Directors, the content of the motions, the reasons for recusal and the participating in voting: None.


(3) The state of performance evaluations of the board of directors:

Evaluation cycle Period of evaluation Scope of evaluation Methods of evaluation Content of evaluation
Once annually 1 January 2025 to 31 December 2025 Board of Director Internal evaluation of the board I. Participation in the operation of the company
II. Improvement of the quality of the board of directors’ decision making
III. Composition and structure of the board of directors
IV. Election and continuing education of the directors
V. Internal control
Once annually 1 January 2025 to 31 December 2025 Individual board members Self-evaluation by the board members of themselves I. Alignment of the goals and missions of the company
II. Awareness of the duties of a director
III. Participation in the operation of the company
IV. Management of internal relationship and communication
V. The director’s professionalism and continuing education
VI. Internal control
Once annually 1 January 2025 to 31 December 2025 Functional committee Self-evaluation by the board members of themselves I. Participation in the operation of the company
II. Awareness of the duties of the functional committee
III. Improvement of quality of decisions made by the functional committee
IV. Makeup of the functional committee and election of its members
V. Internal control

(4) The evaluation of the objectives and implementation of the current year and the latest year to strengthen the functions of the board of directors:

① The Company completed the development of the “Rules for Performance Evaluation of Board of Directors” on 12 March 2020, which was disclosed on the company website. Every year, the Board of Directors, Board Meeting Units, and functional committees evaluate the performance of the Board of Directors in five aspects based on the previous year's performance. The 2025 performance evaluation of the board of directors was completed in February 2026, with the result being “excellent”. The evaluation results were


reported to the Board of Directors on 13 March 2026 and will serve as a reference for improving the functions and efficiency of the Board of Directors. To fulfill the Company's commitment to corporate governance, increase transparency, and protect shareholder rights, the Company fully discloses the operational and financial information in the Annual Report, company website, and MOPS. Starting 20 June 2019, the Company began to take out liability insurance for directors, supervisors, and key personnel and renewed the policy on 20 June 2025. The Company also encourages directors and supervisors to participate in annual training courses to enhance their capabilities. For information regarding the state of training of the directors and supervisors for 2025, please refer to pp.45.

② The Company established the Remuneration Committee at the end of 2011, and the term of office is the same as that of the current directors, from 30 May 2023 to 29 May 2026. As at 13 March 2026, 7 meetings have been held.

③ The Company established the Audit Committee on 15 June 2020, and the term of office is the same as that of the current directors, from 30 May 2024 to 29 May 2026. As of 12 March 2026, 17 meetings have been held.

④ The Company established the Sustainability Development Committee on 20 September 2024 and the term of office is the same as that of the current directors, from 20 September 2024 to 29 May 2026. As of 13 March 2026, 2 meetings have been held.

(II) The operation of the audit committee

The Audit Committee convened for 6 times (A) in the most recent year. The attendance of independent directors is specified below:

Title Name Actual frequency of attending (B) Frequency of attendance by proxy Actual attendance rate (%) (B/A) (Note 1, Note 2) Remark
Independent Director YEH, YI-CHANG 7 0 100%
Independent Director CHIU, CHIH-WEI 7 0 100%
Independent Director TSAI, SHENG-YU 3 0 100% Assumed office on 29 May 2025

Note 1: If specific Independent Director resigned before the end of the fiscal year, specify the date of relief from office, the actual attendance rate (%) calculated on the basis of the frequency of the convention of the Audit Committee and frequency of attendance to the session of the Audit Committee in the remark column.
Note 2: If there is an election of Independent Directors before the end of the fiscal year, specify the name of the newly elected and the previous Independent Directors, and note down if the Independent Directors are in office, newly elected or reelected, and the date of the election. The actual attendance rate (%) will be calculated on the basis of the frequency of the convention of the Audit Committee and the actual frequency of attendance to the sessions of the Audit Committee within the term of office.

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Additional information:

I. Composition and Responsibilities of the Audit Committee:

(I) Composition: The Company consists of 3 independent directors, who are required to possess the qualities of integrity, professional knowledge, extensive experience and the ability to read financial reports.

(II) Responsibilities:

  1. Review the Company’s financial reports.
  2. Appointment (dismissal) of CPAs and independence.
  3. Supervise the effectiveness of the implementation of the company's internal control.
  4. Supervise the company's compliance with relevant laws and regulations.

II. Results of the Audit Committee's Resolutions on Matters inscribed in Article 14-5 of the Securities and Exchange Act and the Company's response to the Audit Committee's Opinions:

Audit Committee Content of the motions Opinions of all the Independent Directors and the response of the Company to the opinions of the audit committee.
8 January 2025
(The 1st meeting of 2025) 1. Proposal for an equity investment - New Asia. 1. All independent directors present raised no objections, and the proposal was approved unanimously.
2. The matter was submitted to the Board of Directors for resolution and shall be implemented in accordance with the Board’s resolution.
12 March 2025
(The 2nd meeting of 2025) 1. Review of the 2024 Business Report and Financial Statements.
2. Proposal for the appointment of the CPA firm and review of audit fees.
3. Review of the 2025 Statement on Internal Control System.
4. Proposal for the amendment to the Internal Control System - Payroll and Investment Cycles.
13 May 2025
(The 3rd Board Meeting of 2025) 1. Review of the consolidated financial statements for the first quarter of 2025.
2. Amendment to the internal control system for “Electronic Data Processing” and the Rules Governing Internal Audit Implementation.
19 May 2025
(The 4th Board Meeting of 2025) 1. Proposal for the acquisition of income-producing real estate and authorization of bank loan facilities.
2. Proposal to amend certain provisions of the Company’s “Procedures for Acquisition or Disposal of Assets.”
13 August 2025
(The 5th Board Meeting of 2025) 1. Proposal regarding the change of Accounting Officer.
2. Review of the consolidated financial statements for the second quarter of 2025.
1 October 2025
(The 6th Board Meeting of 2025) 1. Proposal for the disposal of privately placed common shares.
13 November 2025
(The 7th Board Meeting of 2025) 1. Review of the consolidated financial statements for the third quarter of 2025.
2. Approval of the internal audit plan for 2026.

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| 15 January 2026
(The 1st Board Meeting of 2026) | 1. Proposal regarding the change of the Company’s Internal Audit Officer.
2. Proposal for the disposal of machinery and auxiliary equipment at the Changbin Factory and authorization for real estate leasing. | |
| --- | --- | --- |
| 13 March 2026
(The 2nd Board Meeting of 2026) | 1. Review of the Business Report and Financial Statements for 2025.
2. Proposal for the appointment of the CPA firm and review of audit fees.
3. Review of the “Statement on Internal Control System” for 2024. | |

Other motions not passed by the Auditing Committee but required the consent of at least 2/3 of the Directors for passing: None.

III. Issues involving the conflict of interest of the independent directors: None.

IV. Communication between the independent directors and the supervisor of internal audit and the CPAs:

(I) The communication and interaction between the Company’s Internal Audit Officer and the Audit Committee are as follows:

The Company’s Internal Audit Officer attends each Audit Committee meeting on a quarterly basis and reports the recent execution status of audit activities to the Board of Directors. In addition, written audit reports and follow-up improvement reports are provided to the independent directors on a monthly and quarterly basis. When necessary, the Internal Audit Officer also communicates directly with the independent directors via email, telephone, or in-person meetings to ensure that they are kept informed of and able to supervise the Company’s overall operational and financial risks in a timely manner. Furthermore, at least once a year, the Internal Audit Officer holds a dedicated meeting with the independent directors to present the Company’s recent special audit projects, any deficiencies or irregularities identified in the internal control system, as well as the status of corresponding improvements and follow-ups, in order to facilitate effective communication.

  • 2025 Internal Audit Officer and Audit Committee Interaction Meeting:
Date Participants Key Communication Topics Independent Directors’ Comments and Conclusion
13 November 2025 Independent Director, YEH, YI-CHANG
Independent Director, CHIU, CHIH-WEI
Independent Director, TSAI, SHENG-YU 1. Execution status of the 2025 Q1-Q3 internal audit plan
2. 2026 annual internal audit plan No adverse opinion

  • Interaction between the Internal Audit Officer and Independent Directors during Board Meetings in 2025 is as follows:
Meeting Date Agenda Independent Directors' Comments Board's Response to Independent Directors' Comments
12 March 2025 (The 2nd meeting of 2025) 1. Execution status of the 2024 Q4 internal audit plan
2. 2024 Statement on Internal Control System No comments Approved as proposed
13 May 2025 (The 3rd meeting of 2025) Execution status of the 2025 Q1 internal audit plan No comments N/A
13 August 2025 (The 5th meeting of 2025) Execution status of the 2025 Q2 internal audit plan No comments N/A
13 November 2025 (The 7th meeting of 2025) 1. Execution status of the 2025 Q3 internal audit plan
2. 2026 Annual internal audit plan No comments N/A

(II) Communication Between the CPA and the Audit Committee and Independent Directors:

The Company's certifying CPAs report to and communicate with the Independent Directors based on their professional judgment and audit-related matters. The communication covers the audit scope, findings, potential risks and impacts on the financial statements, updates on relevant regulations and information security, execution of internal controls, and other significant issues, thereby ensuring that the Independent Directors are fully informed of the auditors' findings and opinions.

  • 2025 Communication Meeting Between the CPAs and the Audit Committee:
Date Participants Key Communication Topics Independent Directors' Comments and Conclusion
12 March 2025 (The 2nd meeting of 2025) Independent Director, YEH, YI-CHANG
Independent Director, CHIU, CHIH-WEI 1. Independence of the CPAs
2. Audit results of the 2024 consolidated financial statements
3. Key audit matters and recent legal updates Communication took place between the CPAs and Independent Directors. No further records.
13 August 2025 (The 5th meeting of 2025) Independent Director, YEH, YI-CHANG
Independent Director, CHIU, CHIH-WEI
Independent Director, TSAI, SHENG-YU 1. Audit results of the 2025 Q2 consolidated financial statements
2. Key audit matters and recent legal updates

V. Key Focus Areas of the Audit Committee for the Year

Key Matters Discussed and Work Highlights of the Audit Committee
1. Review of financial statements and audit policies and procedures 8. Review of complaint reports
2. Evaluation and statement on the effectiveness of the design and implementation of the internal control system 9. Review of whistleblower reports related to ethical conduct and integrity management
3. Review of significant loans, endorsements, or guarantees 10. Review of internal investigation reports on misconduct by subsidiaries
4. Review of the Company’s transactions involving derivative financial instruments 11. Corporate risk management
5. Review of major cash capital expenditures and investments 12. Review of the independence of CPAs and appointment proposals
6. Regulatory compliance 13. Approval, dismissal, or remuneration of CPAs
7. Review of related party transactions involving management and directors, and potential conflicts of interest (including non-competition) 14. Review of appointment, dismissal and remuneration of the Internal Audit Officer, Chief Financial Officer, and other key governance executives of the Company
  • Review of Financial Reports

The Board of Directors has submitted the Company’s 2025 Business Report, Financial Statements, and earnings distribution proposal. The Financial Statements were audited by CPAs Huang, Ching-Ya and Liu, Jung-Chin of Ernst & Young Taiwan, who issued an unqualified audit opinion (including the consolidated financial statements). After review by the Audit Committee, no discrepancies were found, and the reports are deemed appropriate.

  • Evaluation of the Effectiveness of the Internal Control System

The Audit Committee has evaluated the effectiveness of the Company’s internal control policies and procedures - including those related to finance, operations, risk management, information security, legal compliance, and other control measures. This evaluation involved reviews conducted by the internal audit department, the certifying CPAs, and the management’s periodic compliance reports in accordance with applicable laws and regulations. With reference to the 2013 “Internal Control - Integrated Framework” published by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), the Audit Committee concluded that the Company’s risk management and internal control system were effective.

  • Appointment of Certifying CPAs

To ensure the independence of the firm engaged to certify the Company’s financial statements, the Audit Committee, in accordance with Article 47 of the Certified Public Accountant Act and the Financial Supervisory Commission’s Ethical Guidelines for CPAs, No. 10: “Integrity, Objectivity, and Independence,” assesses the independence of the CPAs. This includes determining whether any business, financial, or other relationships exist between the Company and the CPAs (e.g., related party status, business dealings, or mutual financial interests). The Committee also reviews the professional competence and independence of the

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CPAs annually. Each year, the Company obtains an “Independence Declaration” from the CPAs. Based on the declaration and the Audit Committee’s review, it was confirmed that the CPAs do not have any of the disqualifying relationships with the Company as defined in the Regulations Governing Appointment of CPAs, and that there are no conflicts of interest. It was also confirmed that the CPAs were not involved in any property transfers or gifts of significant value with the Company’s directors or managerial officers, nor were they engaged in any prohibited matters requiring recusal. On 1 August 2023, the Audit Committee and the Board of Directors approved the reappointment of CPAs Huang, Ching-Ya and Liu, Jung-Chin. On 13 March 2026, the Company completed the evaluation of Audit Quality Indicators (AQI) for both CPAs and their engagement team at Ernst & Young Taiwan. All members met the independence criteria, and no violations were found.

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(III) The state of the company's implementation of corporate governance, any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation:

Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
I. Has the Company established and disclosed its Corporate Governance Best Practice Principles in accordance with the “Corporate Governance Best Practice Principles for TWSE Listed and TPEx Listed Companies”? V The Company has established its “Corporate Governance Best Practice Principles” and disclosed it at the company's website. No material deviation.
II. Equity structure and shareholder equity of the Company(I) Has the Company established the internal operation procedures for responding to the suggestion, queries, disputes and lawsuits of the shareholders, and proceed with the procedures? (II) Has the Company kept list of the dominant shareholders actually controlling the Company, and the list of ultimate controlling parties of these dominant shareholders? (III) Is there any control and firewall mechanisms established between the Company and its affiliates with proper execution? (IV) Has the Company instituted related internal rules and regulations for prohibiting the use of undisclosed information in market by insiders for trading of securities? V V V V (I) In addition to a spokesperson, the company also has stock personnel to assist in handling shareholder-related issues and will appoint a legal advisor to assist in handling when necessary. (II) According to the shareholder register provided by the stock agency, the company has a solid grasp of the monthly changes in the shareholding of directors and major shareholders. (III) The company takes the principle of financial and business independence as the basis for business transactions and abides by relevant laws and regulations. (IV) 1. The core values of the Company are integrity, quality, innovation, and service. In both internal and external operations, the Company upholds the principles of honesty, fairness, and impartiality, adheres to ethical integrity, and strictly complies with all applicable government regulations. In accordance with Article 5 of the Company's “Ethical Corporate Management Best Practice Principles,” all business activities are conducted accordingly. 2. To prevent illegal or improper conduct, the Company strictly prohibits its directors, managerial officers, and employees from engaging in bribery, accepting or soliciting improper benefits, or (I)No material deviation. (II)No material deviation. (III) No material deviation. (IV) No material deviation.

Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
any acts of corruption or malpractice in the performance of their duties. In accordance with applicable laws and regulations, the Company has established the “Procedures for Handling Material Internal Information.”
3. On 12 March 2024, the Board of Directors approved the amendment to Article 10, Paragraph 4 of the “Corporate Governance Best Practice Principles,” which states that listed companies shall respect shareholders’ right to be informed and take precautions against insider trading. Prior to the approval of quarterly financial statements at each board meeting, the Company reminds board members via the LINE messaging group of the internal control measures regarding stock trading by insiders. The reminders include (but are not limited to) the following: directors and insiders are prohibited from trading the Company’s shares during blackout periods, which are defined as 30 days prior to the announcement of the annual financial report and 15 days prior to the announcement of each quarterly financial report.
4. The Company organizes integrity-related training courses annually and conducts legal compliance education through the Administration Department each year. In 2025, the Company held 7 Board meetings and notified directors, managerial officers, employees, key departments, and subsidiary managers in advance of the meeting dates and the blackout periods prior to the release of quarterly financial reports, to prevent any unintentional violations of insider trading regulations. In 2025, a total of 87 participants attended internal and external training sessions related to ethical conduct, integrity management, and the prohibition of insider trading. These sessions reiterated that directors and insiders are prohibited from trading Company shares

35


Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
during blackout periods—defined as 30 days before the announcement of the annual financial report and 15 days before the announcement of each quarterly financial report. The total training hours reached 102 hours. On 12 November 2025, the status of the Company’s promotion and implementation of ethical corporate management was reported to the Board of Directors. The execution results have also been disclosed on the Company’s official website: https://www.universal-tex.com/
III. The organization and function of the Board
(I) Has the Board established the policy of diversity, the substantive management objective, and the attainment?

(II) The Company has established the Remuneration Committee and Audit Committee as required by law. | V | V | (I) The company has specified the diversity policy for the composition of the board of directors in Article 20 of the “Corporate Governance Best Practice Principles”. The composition of the board of directors of the company is based on the scale of the company's business development and the shareholding situation of its major shareholders and considers the practical needs. When considering and selecting director candidates, based on the policy of diversity, the professional background, academic (experience), integrity and related professional qualifications, etc. are measured. As of now, all directors and independent directors of the company have completed and rich academic experience and a diverse composition. There are 11 directors, including 3 independent directors which accomplish the management objectives of “director who concurrently serves as a manager of the company does not exceed one-third of the directors' seats” to drive the company to play the function of business decision-making and supervision. Please refer to pp.14-16 for details on the implementation of diversity among board members.

(II) In addition to establishing the Audit Committee and the Remuneration Committee in accordance with legal requirements, | (I)No material deviation.

(II)No material deviation. |

36


Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
Will the Company establish other functional committees on a voluntary basis? the Company proposed the establishment of the Sustainability Development Committee on 20 September 2024. The purpose of this committee is to assist the Board of Directors in continuously promoting corporate sustainability and enhancing corporate governance, thereby fulfilling the Company's long-term commitment to sustainable operations. (III) The company evaluates the performance of the board of directors once annually and submits the results to the board of directors for deliberation and approval on 13 March 2026. Please refer to p.28-29 for more detail on the assessment. (III) No material deviation.
(III) Has the Company established the rules for performance evaluation of board of directors and the method of evaluation, and conduct annual evaluation at regular intervals, report the result of evaluation to the Board, and taken as the reference for the remuneration to individual Directors and the nomination for another term of office? V
(IV) Has the Company assessed the independence of the CPAs at regular intervals? V (IV) The company's audit committee evaluates the independence and suitability of its affiliated auditors annually. This evaluation includes requesting auditors to provide a “declaration of independence” and “Audit Quality Indicators (AQIs)”, assessing them based on five dimensions and 13 AQI indicators. The committee also checks if auditors have any business relationships with the company as shareholders, directors, or other than routine non-assurance services, whether they have received significant gifts from the company's directors, managers, or major shareholders comply with relevant regulations. Additionally, they consider AQI information to confirm that auditors and firms have training hours, quality control, and commitment levels superior to industry averages. The assessment results are discussed and approved by the audit committee on 13 March 2026, and the evaluation of the auditors' independence and suitability is (IV) No material deviation.
investigations, and the evaluation of the auditors' independence and suitability is based on the following: (a) the number of auditors who have been involved in the development of a business plan, (b) the number of auditors who have been involved in the development of a business plan for a specific purpose, and (c) the number of auditors who have been involved in the development of a business plan for a specific purpose for a specific purpose. (II) The number of auditors who have been involved in the development of a business plan for a specific purpose for a specific purpose, and (d) the number of auditors who have been involved in the development of a business plan for a specific purpose for a specific purpose for a specific purpose. (III) The number of auditors who have been involved in the development of a business plan for a specific purpose for a specific purpose for a specific purpose.
What is the performance evaluation of the Company's business plan? The Company's business plan is a set of 100 business plans that are designed to be a set of 100 business plans that are designed to be a set of 100 business plans that are designed to be a set of 100 business plans that are designed to be a set of 100 business plans that are designed to be a set of 100 business plans that are designed to be a set of 100 business plans. The Company's business plan is a set of 100 business plans that are designed to be a set of 100 business plans that are designed to be a set of 100 business plans. The Company's business plan is a set of 100 business plans that are designed to be a set of 100 business plans. The Company's business plan is a set of 100 business plans that are designed to be a set of 100 business plans. The Company's business plan is a set of 100 business plans. The Company's business plan is a set of 100 business plans. The Company's business plan is a set of 100 business plans. The Company's business plan is a set of 100 business plans. The Company's business plan is a set of 100 business plan. The Company's business plan is a set of 100000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000000

Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
submitted to the board of directors for approval on 13 March 2026.
IV. Has the Company appointed competent and appropriate number of personnel to perform the function of corporate governance, and a designated Corporate Governance Officer charged with corporate governance and related affairs (including but not limiting to supplying the Directors with information required for their performance of duties, assistance to the Directors in law and compliance, administrative affairs pertinent to the convention of the Board and the Shareholders Meeting, keeping minutes of meeting on record for the convention of the Board and the Shareholders Meeting)? V The board of directors appointed the assistant general manager of Finance Department and Administration Department, as the Corporate Governance Supervisor, with assistance from personnel in the Administration Department to handle corporate governance-related matters. The responsibilities of this position include handling matters related to board meetings and shareholder meetings, preparing minutes of board and shareholder meetings, assisting directors with their appointment and continuing education, providing information necessary for directors to carry out their duties, and assisting directors in complying with laws and regulations to promote good corporate governance.
V. Has the Company established channels for communications with stakeholders (including but not limiting to shareholders, employees, customers and suppliers), and set up a section for stakeholders at its official website with proper response to stakeholders on issues of corporate social responsibility for their concern? V A spokesperson is appointed as a communication channel with stakeholders. The company's website also has a contact for investor relations and a special area for stakeholders. No material deviation.
VI. Has the Company commissioned a professional investor service agent to handle matters pertinent to the Shareholders Meeting? V The company appoints a professional stock brokerage agency, the stock agency department. The Capital Group, to act on behalf of the company's various stock affairs matters and has formulated the “Management Measures for Stock Affairs Operations” to regulate related affairs. No material deviation.
VII. Transparency of information
(I) Has the Company established a website for the disclosure of information on the financial position and business of the Company?
(II) Has the Company adopted other means of information V (I) The company regularly and irregularly reports various financial and business information to MOPS in accordance with regulations, and a website is set up for shareholders and investors to inquire which is available at: www.universal-tex.com.
(II) The company has a dedicated department responsible for the (I)No material deviation.
(II) No material deviation.

Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
disclosure (such as the installation of website in the English language, appointment of designated person to collect and disclose information for the Company, proper pursuit of the system of spokesman, and the upload the record on the entire process of institutional investors conferences to the Company website)?
(III) Has the Company disclosed and declared its annual financial reports within 2 months after the end of the fiscal year, and declares its financial reports in Q1, Q2, and Q3, and the monthly business reports before respective deadlines at regular intervals? V collection and release of various company information; there are spokespersons and proxy spokespersons, and the company's website also has an investor question answering section and an English website to accept inquiries from outsiders and shareholders about the company at any time to implement the spokesperson system.

(III) The company announces and releases annual and quarterly financial reports and monthly operations within the prescribed time limit. There is no advance announcement and report. | (III) The Company will try to provide advance notice and declare relevant information and data as early as possible depending on the operational status of the company. |
| VIII. If there any important information that helps to understand the state of implementation of corporate governance of the Company (including but not limited to employee rights, employee care, investor relation, supplier relation, stakeholder right, continuing education of the Directors, risk management policy and risk assessment standard in action, customer policy in action, taking professional liability insurance for the protection of the Directors)? | V | | (I) Rights and caring of employees: For the development of the Company and the protection of the well-being of all employees, the company has formulated employee service rules which clearly defined the rights and obligations of both employers and employees, improved management systems and organizational functions, and provided a safe, healthy and fair working environment. In addition to cooperating with laws and regulations and formulating various management measures to protect the rights and interests of employees, an employee welfare committee has been established to be responsible for the planning and implementation of various employee welfare matters.

(II) Investor relations: The company has a spokesperson to deal with shareholders' suggestions and questions, and also handles relevant information announcements and declarations in accordance with the regulations of the competent authority and provides various timely information that may affect investors' decision-making.

(III) Prioritize the rationality of procurement prices, making decisions after thoroughly comparing factors such as unit price, specifications, payment terms, delivery schedule, product and service quality, and | No material deviation. |


Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
other relevant data. The Company establishes long-term and close relationships with suppliers, fostering collaborative partnerships based on mutual trust and benefit, with the shared goal of pursuing sustainable growth and mutual success.

(IV) Stakeholder rights: The company maintains effective communication channels with its correspondent banks, employees, customers and suppliers, and respects and safeguards their legitimate rights and interests; disclose clear financial business information and have spokesperson respond to investor questions immediately to protect the rights of investors and stakeholders.

(V) The state of continuing education of directors: Please refer to p.46.

(VI) The state of risk management policy and risk measurement standards:

(1) In accordance with the requirements of internal audit standards, the company has gradually strengthened enterprise risk management in recent years. Various types of risks are initially identified, assessed and managed by relevant business units or contractors. At the end of each year, a self-assessment is also required for each operation to verify the effectiveness of the design and implementation of risk prevention. Secondly, each department conducts mutual review from time to time, and internal auditors conduct regular or irregular audits. Finally, it is reviewed by directors, that is, risk measurement and control are carried out by means of layer-by-layer prevention and comprehensive control by all employees.

(2) Organizational Structure and Operation of Risk Management: Finance Department: Responsible for financial scheduling and application and establish a hedging mechanism to reduce financial risks; Responsible for the drafting of financial systems and operating reports, strengthen internal control functions, | |

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Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
ensure its continued effectiveness, and achieve the reliability of financial supervision. Textile Department and Textured Yarn Department: Responsible for marketing strategies, product promotion, and mastering market trends to reduce business operational risks. IT Department: Responsible for information security control and protection to reduce information security risks. Manufacturing Department: Responsible for the management of production, manufacturing, equipment maintenance, labor safety and hygiene, etc. to reduce production risks. R&D center: Responsible for the implementation of relevant product development operations, research benefit evaluation and analysis, and information intelligence collection, analysis and application to increase market share and reduce the risk of being eliminated from the market.

(VII)Enforcement of consumer or customer protection policies:
To provide customers with comprehensive services and protection, the company has dedicated customer service personnel which can communicate with customers in a timely manner and fully understand their needs in order to promote interaction between the company and customers. Complaints from customers are also handled by the customer service team, and regular reviews and improvements are conducted at production and sales meetings.

(VIII)Purchase of liability insurance for directors and key employees on 20 June 2025.

(IX)Succession planning and implementation for board members and key management levels.
In planning the succession program, apart from requiring successors to possess excellent professional and managerial abilities, their values should also align with those of the company. Personal traits such as integrity, honesty, innovation, and initiative are essential. | |

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Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
Training content for senior management successors includes managerial and professional training, job rotation exercises, aiming to comprehensively cultivate their abilities to serve as senior executives.
  1. Succession Planning for Board Members:
    ● The company adopts a candidate nomination system for directors, with a term of three years, renewable. Director appointments, unless otherwise stipulated by laws or regulations, follow the company's “Procedures for Election of Directors.” The overall composition of the board of directors, including basic criteria and values (such as gender, age, nationality, and culture), as well as diverse professional knowledge and skills (including professional background, skills, and industry experience), are taken into consideration.
    ● To achieve ideal corporate governance goals, directors should generally possess the necessary knowledge, skills, and qualities for performing their duties, including:
    (1) Operational judgment ability,
    (2) Accounting and financial analysis ability,
    (3) Management capability,
    (4) Crisis management ability,
    (5) Industry knowledge,
    (6) International market perspectives,
    (7) Leadership ability,
    (8) Decision-making ability.
    ● The company conducts succession planning for board candidates through various methods, including recommendations from current directors, shareholder recommendations, and using the results of board performance evaluations as references for | |

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Evaluation items State of implementation (Note) Any deviation of such implementation from the Corporate Governance Best-Practice Principles for TSEC/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
nominating directors for reappointment. 2. Succession Planning for Key Management Levels: ● In planning succession programs, successors are required to possess both professional and managerial abilities, as well as values aligned with the company. Traits such as integrity, honesty, innovation, and initiative are essential. ● For succession training of key management levels, in addition to identifying and selecting potential successors, individual development plans and mentoring systems are implemented to assist in effectively enhancing successor capabilities and shortening the succession period. In terms of training mechanism design, comprehensive management development courses are arranged annually, utilizing resources such as the TSFA to conduct “Textile Industry Operations Management, Research and Marketing Cadres Seminar,” focusing on important topics such as strategic planning, management, leadership, organization, and management change, to cultivate future-needed management talents. In 2025, a total of 7 individuals participated in the training.
IX. Explain the corrective action taken in response to the evaluation result released by Corporate Governance Center of Taiwan Stock Exchange Corporation in the previous period, and special attention and additional effort on issues that needed to be addressed to at top priority. (I) The remuneration received by directors is reported to the shareholders’ meeting, including the remuneration policy as well as the details and amounts of individual remuneration.

Note: Either "Y" or "N" for the state of implementation requires summary description in the remark column.


(III-1) Continuing education of directors:

Title Name Date Organizer Course Title Course hours
Chairman CHEN, YAO-MING 13 August 2025 Taiwan Corporate Governance Association Mergers and Acquisitions: A Practical Introduction to Hostile Takeovers (Part I & II) 6hrs.
Director YANG, JEN-KAI
YEH, CHIA-HONG
LI, HSIN-LIN
YU, CHUN-PING
TSENG, CHING-HUA
LEE, LI-HSEN
Independent Director YEH, YI CHANG
CHIU, CHIH-WEI
TSAI, SHENG-YU

(III-2) Continuing education of managers :

Title Name Date Organizer Course Title Course hours
Chief Information Security Officer (CISO) HU, FANG-CHENG 13 August 2025 Taiwan Corporate Governance Association Mergers and Acquisitions: A Practical Introduction to Hostile Takeovers (Part I & II) 6hrs.
Assistant Manager of Business Operations CHEN, I-HSIANG
Assistant Manager of Production CHEN, YEN-HSIAO
Internal Audit Officer LU, KUAN-CHEN
Corporate Governance Officer LIN, YU-CHIN

Title Name Date Organizer Course Title Course hours
Corporate Governance Officer LIN, YU-CHIN 13 March 2025 Taiwan Stock Exchange Corporation 2025 Corporate Governance Evaluation Briefing 3hrs.
29 August 2025 Taiwan Stock Exchange Corporation Briefing on the CDP Questionnaire and Its Alignment with IFRS S2 - Issue Analysis Report 3hrs.
1 December 2025 Taiwan Stock Exchange Corporation 2026 ESG Evaluation Briefing 3hrs.
Accounting Officer LIN, YU-CHIN 21-22 August 2025 Accounting Research and Development Foundation Continuing Education Program for Accounting Officers of Issuers, Securities Firms, and Stock Exchanges 12hrs.
Chief Information Security Officer (CISO) HU, FANG-CHENG 31 July 2025 Taiwan Textile Research Institute Data-Driven AI Modeling Advisory Service: Pre-Implementation Planning for AI Applications 6hrs.
1 August 2025 Taiwan Textile Research Institute Data-Driven AI Modeling Advisory Service: Machine Learning Modeling and Applications 6hrs.
7 August 2025 Taiwan Textile Research Institute Data-Driven AI Modeling Advisory Service: Two-Day Workshop on Image Processing 6hrs.
15 August 2025 Taiwan Textile Research Institute Data-Driven AI Modeling Advisory Service: Group Workshops and Project Presentation 6hrs.
Review of AI Applications
24 August 2025 Taiwan Textile Research Institute Data-Driven AI Modeling Advisory Service: Group Workshops and Project Presentation 6hrs.
25 August 2025 Taiwan Textile Research Institute Data-Driven AI Modeling Advisory Service: Group Workshops and Project Presentation 6hrs.
Accounting Officer HU, FANG-CHENG 12 August 2025 Taiwan Textile Research Institute Data-Driven AI Modeling Advisory Service: Group Workshops and Project Presentation 6hrs.
21 August 2025 Taiwan Textile Research Institute Data-Driven AI Modeling Advisory Service: Group Workshops and Project Presentation 6hrs.
22 August 2025 Taiwan Textile Research Institute Data-Driven AI Modeling Advisory Service: Group Workshops and Project Presentation 6hrs.

Title Name Date Organizer Course Title Course hours
Internal Audit Officer LU, KUAN-CHEN 20 January 2025 The Institute of Internal Auditors-Chinese Taiwan Practical Workshop on Self-Assessment 6hrs.
Internal Audit Officer LU, KUAN-CHEN 30 April 2025 Taiwan Stock Exchange Corporation Corporate Sustainability and Net-Zero Carbon Reduction Program (2025) 6hrs.
Internal Audit Officer LU, KUAN-CHEN 3 July 2025 The Institute of Internal Auditors-Chinese Taiwan Production Cycle Practices and Key Audit Focus Areas 6hrs.
Internal Audit Officer LU, KUAN-CHEN 2 December 2025 The Institute of Internal Auditors-Chinese Taiwan Operational Systems Auditing: Focus Areas and Cross-Cycle Integration 6hrs.

(IV) State of implementation Organization, function and state of implementation of the remuneration committee:

  1. Information on the members of the remuneration committee:

31 December 2025

Condition Identity (Note 1) Name Professional designation and work experience (Note 2) State of independence (Note 3) Number of companies where the members of the Remuneration Committee also hold concurrent position as members of Remuneration Committee
Independent Director and Convener YEH, YI-CHANG Please refer to 4. Professional Qualifications of Directors and Disclosure of Independent Directors' Independence Information (1) Non-employees of the company or affiliated companies. (2) Non-directors or supervisors of the company or affiliated companies. (3) Non-personal shareholders who are not themselves and their spouses, minor children or natural person shareholders who hold more than 1% of the company's total shares issued or hold the top ten shares in the name of others. (4) Spouses, relatives within the second degree of kinship, or lineal blood relatives within the third degree of None

Independent Director CHIU, CHIH-WEI on pages 12-15 kinship, who are not the managers listed in (1) or the persons listed in (2) and (3). (5) A director or supervisor of a legal person shareholder who does not directly hold 5% or more of the company's total shares issued, the top five shareholders, or a representative who has appointed a representative to serve as a director or supervisor of the company in accordance with paragraph 1 or 2 of Article 27 of the Company Law or employees. (6) Directors, supervisors or employees of other companies whose seats are not the same as the company's directors or whose voting shares are more than half of which are controlled by the same person (7) A director (council), supervisor (supervisor) or employee of another company or institution that is not the same person or spouse as the chairman, president or equivalent of the company. (8) Non-director (council), supervisor (supervisor), manager or shareholder holding 5% or more shares of a specific company or institution that has financial or business dealings with the company. (9) Professionals, sole proprietorship, partnership, company or institution business owner, partner, director (council), supervisors (supervisors), managers and their spouses that have not provided audits for the company or affiliated companies or receiving remuneration in the last two years. (10) There is no relationship between spouses or relatives within 2nd tier of kinship with other directors. (11) There is no affair under Article 27 of the Companies Act that provides for the election of a government, a legal person or its representative. None
Director LI, HSIN LIN (Assumed office on 5 November 2024) None

Note 1: Please specify in the table the relevant years of work experience, professional qualifications, and experience of each member of the Remuneration Committee, and their independence status. For independent directors, please refer to the previous information.

Note 2: Professional qualifications and experience:

Specify the professional qualifications and experience of each member of the Remuneration Committee.

Note 3: Criteria for Independence: Specify whether each member of the Remuneration Committee meets the criteria for independence, including but not limited to whether the individual, spouse, parents, or other relatives within the second degree of kinship serve as directors, supervisors, or employees of the company or its related entities; whether the individual, spouse, parents, or other relatives within the second degree of kinship (or using another person's name) hold shares of the company and their proportion; whether they serve as directors, supervisors, or employees of companies with specific relationships with the company (refer to the regulations on the appointment of independent directors of public listed companies and matters to be followed, Article 3, Subparagraph 1, Items 5-8); and the amount of remuneration received for providing business, legal, financial, accounting, or other services to the company or its related entities in the past two years.


  1. Information on the state of implementation of the Remuneration Committee:

(1) The Remuneration Committee of the Company is consisted of 3 members.
(2) The current term of office lasts from 30 May 2023 to 29 May 2026. The committee convened for 2 times (A) in the most recent year and the eligibility of the members and attendance to committee sessions of the members are specified below:

Title Name Actual frequency of attendance (B) Frequency of attendance by proxy Actual attendance rate (%) (B/A) (Note) Remark
Convener YEH, YI-CHANG 2 0 100%
Member CHIU, CHIH-WEI 2 0 100%
Member LI, HSIN LIN 2 0 100% Assumed office on 5 November 2024

Note: (1) If specific member elected to resign within the fiscal year, put down the date of relief from office in the remark column. The actual attendance rate (%) will be calculated on the basis the actual frequency of attendance to the session of the Remuneration Committee and the frequency of the convention of the Remuneration Committee while the Director is still in office.
(2) If an election of Directors has been held to fill the vacancy before the end of the fiscal year, put down the names of the newly elected members and the members of the previous term, and noted as new to office or reelected to office, and the date of the election. The actual attendance rate (%) will be calculated basis the actual frequency of attendance to the session of the Remuneration Committee and the frequency of the convention of the Remuneration Committee while the member is still in office.

(3) Summary of content of the motions and resolutions of Remuneration Committee

Date of the session Content of the motions and follow-up action Resolutions Response of the Company to the opinions of the Remuneration Committee
8 January 2025
(1st meeting of 2025) 1. 2025 Performance-based remuneration items for directors and managerial officers.
2. 2024 Year-end bonus distribution proposal for the Chairman and managerial officers. All attending committee members approved the proposals. Submitted to the Board; all attending directors approved the proposals without objection.
12 March 2025
(2nd meeting of 2025) 1. Proposal to amend the Company’s Employee Stock Incentive Plan.
2. 2024 director compensation and employee bonus distribution proposal. All attending committee members approved the proposals. Submitted to the Board; all attending directors approved the proposals without objection.

Additional information:

I. If the Board turned down or revised the recommendation of the Remuneration Committee, specify the date, session of the Board, the content of the motion, the resolution of the Board and the response of the Company to the opinions of the Remuneration Committee (if the resolution on remuneration passed by the Board is senior to the recommendation of the Remuneration Committee, explain the difference and the reason): None.

II. If there is any adverse opinion or qualified opinion on record or in written declaration on the resolutions of the Remuneration Committee, specify the date, session of the committee meeting, content of the motion, opinions of all members and response to the opinions of the members: None.

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(V) The state of the company's promotion of sustainable development, any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation:

Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
I. Has the Company built up a governance framework for the advocacy of sustainable development, and established a full-time (part-time) body for the advocacy of sustainable development led by a senior officer at the authorization of the Board and under the supervision of the Board? 1. In September 2024, the Board of Directors resolved to establish the Sustainability Development Committee and, on the same day, adopted the Organizational Regulations for the Sustainability Development Committee. The Committee consists of five members, with the Chairman of the Board serving as the convener.
2. On 5 November 2024, the Chairman convened the first meeting of the Sustainability Development Committee. The agenda included the establishment of a dedicated unit—the Sustainability Office - to promote sustainability initiatives, with the General Manager appointed as the Chief Sustainability Officer (CSO). The office is responsible for implementing various sustainability plans and ensuring the effective promotion of sustainability-related matters. Senior management established three functional groups, namely Sustainable Environment, Value Chain Management, and Corporate Governance, to integrate cross-departmental strategies and outcomes related to the Company’s operational activities, including environmental impact, occupational safety, employee care, social engagement, corporate governance, and stakeholder communication. A report shall be presented to the Board of Directors at least once a year.
3. On 15 June 2022, the company’s greenhouse gas inventory and verification schedule were approved by the board of directors, and progress reports were submitted to the board quarterly. No material deviation.

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Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
II. Has the Company conducted assessment on the risks inherent to the operation environment, social context, and issues of corporate governance under the principle of materiality, and mapped out the risk management policy or strategy? (Note 2) The company regularly collects major global issues, analyzes stakeholders and major issues based on the principle of materiality, including environment, society, corporate governance, etc., and formulates various risk management response policies with reference to the analysis results, and conducts regular meetings to communicate with the highest governance unit. Expected to submit the Company's Risk Management Best Practice Principles to the Board of Directors in 2026.
III. Environmental Issues(I) Has the Company established appropriate environmental management system by nature of its industry? (I) Promote energy-saving and carbon-reduction plans and carry out pipeline renewal and major maintenance for air-conditioning pipelines and process air compressors to improve energy efficiency, energy conservation and carbon reduction. Each factory manager supervises each section for environmental management, and strictly implements the conservation of oil, electricity, water, and gas, air pollution control, and waste classification and transportation, so as to fulfill the responsibility of environmental protection. (I) No material deviation.
(II) Has the Company made effort in upgrading energy efficiency and using regenerated materials for mitigating the impact on the environment? (II) The company has always been committed to reducing the amount of process residues and the impact on the environment. The promotion of the recycling and reuse of carton consumables has greatly reduced the waste of resources. The unavoidable residues and domestic wastes in the process are strictly classified and stored properly, and the waste disposal agencies approved by the Environmental Protection Agency are entrusted to remove them. (II) No material deviation.
(III) Has the Company assessed the potential risk and opportunity to the enterprise brought about by climate change, and taken appropriate measures in responding to climate change issues? (III) The company has replaced with LED lighting equipment that is certified by ISO 50001 energy management system certification. The company has turned off the lights after use, reduced the use of air (III) No material deviation.
to reduce the use of air

Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
conditioners, increased the recycling of waste water, and promoted the concept of environmental protection and implemented it. The company has also promoted ISO14064 certification and implemented energy saving and carbon reduction and greenhouse gas reduction goals.
(IV) Has the Company kept statistical data on the greenhouse gas emission volume, water consumption capacity and weight of solid wastes, and made policies of energy saving and carbon reduction, greenhouse gas reduction, efficient use of water or the management of solid wastes? (IV) The company has implemented policies to enhance energy efficiency by updating electricity-consuming equipment and reducing unnecessary electricity consumption. It primarily focuses on using renewable energy through the installation of solar power generation equipment. The company maintains detailed records and management of monthly water, electricity, and gas consumption. Waste management is reported on time. (IV) No material deviation.
IV. Social Issues(I) Has the Company established related policies and procedures in accordance with applicable legal rules and the International Conventions on Human Right? (I) The Company reported at the Board meeting held on 13 November 2025 that its “Human Rights Policy” and related operational systems comply with applicable labor laws and respect internationally recognized fundamental labor and human rights, with the protection of employees’ legitimate rights and interests as a guiding principle. The Company has established the “Procedures for Handling Reports of Illegal, Unethical, or Dishonest Conduct,” “Work Rules,” and “Employee Retirement Regulations,” and has formulated standard operating procedures for various operations to provide employees with clear guidance and enhance workplace safety. (I)No material deviation.
(II) Has the Company established and pursued reasonable employee benefit policies (including remunerations, leave (II) 1. According to Article 25 of the company's articles of association if the company has a profit surplus in the (II) No material deviation.
of the company's employees, the company's employees, and the company's employees' employees' employees conditions, and the company's employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees' employees

Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
and other benefits), and reflected operation performance or result appropriated in the remuneration to employees? year, no less than 2% shall be allocated as employee compensation. Employee remuneration is based on salary, promotion and evaluation, bonuses, and other relevant management regulations, taking into account performance evaluation results, including financial indicators such as shipment volume, achievement rate, and profit amount. The reasonableness of related performance assessments and compensation is reviewed by the Remuneration Committee and the board of directors.
2. The Company has established work rules and relevant personnel management regulations, covering matters such as basic salaries, working hours, leave entitlements, pension payments, labor and health insurance benefits, and compensation for occupational injuries, all of which are in compliance with the Labor Standards Act. The Employee Welfare Committee, formed through employee elections, is responsible for administering various employee benefits. In 2025, the Company allocated approximately NT$1.08 million as the employee welfare fund to provide a range of high-quality benefits, such as employee trips, birthday gift vouchers, wedding subsidies, maternity subsidies, and bereavement allowances. In addition, the Company offers facilities such as a staff lounge and a dedicated parking area, and provides cafeteria services and dormitory accommodations at its manufacturing site for all employees. The Company also organizes regular activities such as birthday celebrations and employee trips to help employees relax, enhance quality of life, and foster stronger relationships among colleagues.

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Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
3. The Company is committed to fostering a friendly and inclusive workplace environment. In accordance with the Labor Standards Act and the Act of Gender Equality in Employment, the Company has established leave policies including menstrual leave, maternity leave, miscarriage leave, paternity leave, prenatal check-up leaves, and maternity protection measures tailored to the physiological needs of female employees. Additionally, the Company has implemented systems such as parental leave without pay, breastfeeding breaks, and family care leave. Employees may apply for family care leave as needed. Those raising children under the age of three may also apply for reduced working hours by one hour per day as part of the parental leave system, enabling them to balance work and family life effectively.
4. The Company values diversity in the workplace and actively attracts outstanding talent of different ages and backgrounds from various regions through diverse recruitment channels, including job search platforms, campus recruitment, social media, industry-academia collaboration, and internal referrals. In compliance with legal requirements, the Company employs one individual with a disability. Currently, 79% of employees are of Republic of China (Taiwan) nationality, while 21% are foreign nationals. To reward high-performing foreign employees, the Company has established the “Year-End Bonus Payment Guidelines,” under which bonuses are distributed based on annual performance evaluations. In addition, the Company supports the “Retain Talent for Industrial

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Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
Migrant Workers Program” approved by the Executive Yuan, encouraging the promotion of skilled foreign workers to apply for mid-level technical positions after passing the required evaluations. At present, the Company employs one foreign mid-level technician and covers the cost of return airfare upon contract completion. Dormitory facilities are provided at each plant site, offering safe and hygienic living conditions. In collaboration with labor brokers, the Company arranges for personnel with language capabilities to assist foreign employees in addressing work and daily life matters, thereby providing comprehensive care and support. In accordance with the “Regulations for Prevention, Complaint, and Disciplinary Measures for Workplace Sexual Harassment,” the Company is committed to providing a work and service environment free from sexual harassment for employees, dispatched workers, and job applicants. Appropriate measures for prevention, correction, discipline, and handling are implemented to protect the rights and privacy of all parties involved.
(III) Has the Company provided a safe and healthy environment for the employees at workplace, and provided education on safety and health at regular intervals? (III) The company regularly provides the sites for the local fire department to hold disaster prevention drills to enhance the disaster prevention awareness of employees and the community. There were no fire incidents in 2025. The company has formulated safety and hygiene manuals, stipulated safety management matters, and provided employees with regular health checks to ensure employees’ health and safe working environment. For occupational safety and health management and measures to protect employees’ (III) No material deviation.

Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
personal safety in the work environment, please refer to pp.113-116.
(IV) Has the Company established effective career development planning and training program for the employees? (IV) In order to cooperate with the company's long-term development and to improve the quality of employees, the company has formulated the "Operational Measures for Education and Training Management" and plans the following talent training courses for pre-employment and on-the-job training. (IV) No material deviation.
(V) Regarding customer health and safety, customer privacy, marketing and labeling of product and services, has the Company complied with applicable legal rules and international standards, and established the policies for the protection of consumer or customer rights and procedure for complaints? (V) The non-terminal products of the company are directly sold to consumers and have an indirect relationship with consumers. Quality is the life of the company's sustainable operation even though there is no customer service line, the business department is very serious and responsible for handling product quality issues to ensure the rights and interests of customers and to maintain a long-term good relationship with customers. (V) No material deviation.
(VI) Has the Company established policies for the management of suppliers and required suppliers to comply with applicable rules and regulations governing environmental protection, occupational safety and health, or human rights of the labor, and the pursuit of these policies? (VI) Effective supply chain management is a key factor in enhancing organizational competitiveness. In addition to considerations of quality and cost, the sustainability performance of suppliers has become one of the most important aspects of supplier management. To ensure the effective implementation of the Company's strategic supply chain plan, relevant departments follow the "Supplier Management Procedures" to jointly conduct supplier selection, evaluation, and periodic assessments through appropriate supplier review mechanisms. Qualified suppliers are prudently identified and selected. The Company also places greater emphasis on the environmental, health and (VI) No material deviation.
sustainability and environmental protection.

Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
safety, labor, and ethical practices of suppliers, ensuring that all stakeholders within the supply chain are informed and aligned, thereby promoting a more sustainable supply chain. All qualified suppliers must comply with the “Ethical Corporate Management Best Practice Principles” and sign the “Supplier Corporate Social Responsibility Commitment Letter.” Suppliers must have no record of dishonest conduct. The Company collaborates with suppliers who share its values in environmental protection, occupational health and safety, and corporate social responsibility, upholding the vision of sustainable development throughout the entire supply chain. For key suppliers or high-risk suppliers deemed critical to operations, the Company conducts regular sustainability performance evaluations to continuously enhance the sustainability of the supply chain. In 2025, the average annual evaluation score given by the Procurement Department reached 87.85 points.
V. Has the Company consulted the internationally adopted standard or guide in compiling its ESG Report for disclosure of non-financial information on the Company? Has the aforementioned reports been accredited or guaranteed by a third-party accreditation institution? The Company has established its Sustainability Best Practice Principles in accordance with the “Sustainability Best Practice Principles for TWSE/TPEx Listed Companies” and will publish its first ESG Report for 2024 in August 2025. The Company will publish its first ESG Report for 2024 in August 2025.
VI. If the Company has established the Sustainable Development Best Practice Principles in accordance with the “Sustainable Development Best Practice Principles for TWSE Listed and TPEx Listed Companies”, specify the variation between the practice and the principles: 1. UNIVERSAL TEXTILE is advancing toward industrial intelligence by implementing smart metering infrastructure, real-time monitoring platforms for equipment energy consumption and operational data, enabling instant insight into machine efficiency. After establishing effective control over energy and resource usage, the Company developed a data visualization module for its production, sales, and inventory supply chain in 2023. This initiative enhances energy management with improved intelligence, efficiency, and precision. By leveraging a transparent and publicly accessible energy management platform, the Company accurately calculates plant capacity, equipment management status, and energy usage. The resulting big data serves as a foundation for promoting the use of renewable energy and reducing electricity
VII. The Company has established the Sustainable Development Best Practice Principles in accordance with the “Sustainable Development Best Practice Principles for TWSE Listed and TPEx Listed Companies”, and will publish its first ESG Report for 2024 in August 2025.

Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
purchases and carbon emissions. The Company has also implemented low-grade heat recovery measures to conserve energy, effectively reducing power consumption across its facilities.
2. The Company invested approximately NT$57 million to install a 1,466 kW solar power system at its Changbin Factory. In 2025, the system generated a total of 1.93 million kWh of electricity.
VII. Additional information that helps to understand the state of implementation of sustainability development initiatives:
(I) Environmental protection: Committed to developing and selling eco-friendly processed silk, promoting the “Four No’s” campaign: No water leakage, no oil leakage, no electricity leakage, and no air leakage.
1. Environmental Sustainability Policy
(1) Abide by laws and related regulations.
(2) Continuously improve the process and commit to pollution prevention and control.
(3) Implement industrial waste reduction and improve energy (resource) efficiency.
(4) Implement education and training to improve employees’ environmental awareness and skills.
(5) Continue to implement resource recycling and promote environmental awareness.
(6) Communicate environmental performance to stakeholders through appropriate means.
2. The company is committed to environmental protection through three major aspects.
(1) Conserve resources (Reduce): Conserve the resources consumed in the manufacturing process and simply the product package.
(2) Reuse (Recycle): Research and develop recycling technology, expand the scale of recycling and widely use it in products, to meet the trend of world environmental protection.
(3) Alternative resources (Replace): Reduce dependence on exhaustive energy.
(II) Health and Safety: Formulate work rules and SOPs for various operations, so that employees can follow their operations and work more safely. Set up labor safety and hygiene rooms, regular fire drills, labor health inspections and occupational safety education and training to ensure that relevant safety and fire protection inspection measures comply with laws and regulations.
(III) Community participation, social contribution, social service, social welfare: The company adheres to the spirit of “Taken from society / Give back to society” and responds to the sponsorship of social charity activities and community activities from time to time. To broaden its international perspective, the Company collaborated with brand partner The North Face to support the Sri Lanka-based educational foundation, Bridge 2 Peace, through charitable donations. By leveraging the collective strength of the Group, the Company continues to engage in philanthropic initiatives that give back to society. Through cross-sector collaboration, it brings together diverse stakeholders to foster inclusion and solidarity in pursuit of a better and more harmonious society.
(IV) Other social responsibilities: In order to fulfill the corporate social responsibility, the company has donated $1 million to Kaohsiung Gas Explosion, and $1 million New Taipei Water Park Fire. In order to carry out environmental protection and energy saving activities, the company and factories have replaced with LED lighting equipment, and continue to promote activities to protect the earth, such as reducing electricity consumption, turning off lights, resource recycling, energy saving and

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Promotion items The state of promotion (Note 1) Any deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
carbon reduction, and the concept of sustainable coexistence between human and nature. Additional accident insurance for employees, and maternity subsidies, parental leave and retirement reserves are provided to provide employees with life security and increase their willingness to give birth.

Note 1: If “Y” is chosen for implementation, specify the important policies, strategies, measures and pursuit in concrete term. If “N” is chosen, explain in the column of “Variation from the Sustainable Development Best Practice Principles for TWSE Listed and TPEx Listed Companies and the reasons” the variation and the reason, and specify related policies, strategies and measures planned for the future.
Note 2: Principle of materiality refers to issues related to the environment, society, and corporate governance that will cause significant influence on the investors and other stakeholders.
Note 3: For information on the means of disclosure, refer to the sample version of the best practice principles posted at the website of the Corporate Governance Center of Taiwan Stock Exchange Corporation.

(V-1) Climate-Related Information of TWSE/TPEx Listed Companies:

  1. Implementation Status of Climate-Related Information
Item Implementation Status
1. Describe the board's and management's oversight and governance of climate-related risks and opportunities The Universal Textile Group has established a Sustainability Development Committee under the Board of Directors. The Committee is composed of 5 directors with professional expertise in corporate sustainability, and is convened by the Chairman of the Board. The Committee holds at least one meeting per year and is primarily responsible for formulating, promoting, and strengthening sustainability policies, action plans, and capital expenditures across group companies. It also regularly reviews implementation status and effectiveness, and reports the evaluation results to the Board of Directors. To ensure the effective implementation of sustainability strategies, the Committee has established a Sustainability Office, led by the General Manager serving as the Chief Sustainability Officer. The Office coordinates multiple functional task forces to drive the execution and performance management of various sustainability initiatives. The Sustainability Office is primarily responsible for supporting the Committee's meeting operations and preparing the Company's annual ESG Report. Its duties include identifying material sustainability issues, formulating action plans, coordinating the operations of functional groups, tracking and managing sustainability performance, and regularly reporting progress to the Committee.

Item Implementation Status
The Sustainable Environment Working Group is responsible for advancing the Company's environmental management systems, ensuring compliance with applicable regulations and international standards, and establishing mechanisms to address climate change while improving resource efficiency. The Value Chain Management Working Group leads the development of human rights policies, establishes both internal and external communication mechanisms, assesses and manages value chain risks, and promotes community and cultural development. The Corporate Governance Working Group focuses on ensuring that the Company's corporate governance practices comply with relevant regulations. It is also responsible for establishing compensation and performance evaluation systems, enhancing stakeholder engagement, and implementing education and training programs to support the achievement of the Company's sustainability objectives. In addition, other functional committees under the Board, such as the Audit Committee and Remuneration Committee, also assume oversight responsibilities for climate-related risks and opportunities, thereby strengthening the overall sustainability governance framework of the Company.
2. Describe how the identified climate-related risks and opportunities impact the company's business, strategy, and financial planning (in the short, medium, and long term) Universal Textile conducts a comprehensive review of its facility operations to assess the potential impacts of climate-related risks and opportunities on the Company. Based on the assessment, appropriate solutions are developed with the aim of mitigating the operational and financial impacts of climate change and enhancing the organization's climate resilience. Based on the aforementioned assessment methodology, Universal Textile convened a climate risk workshop this year to evaluate climate-related risks and opportunities, with a focus on three major risks and three major opportunities that could have a significant financial impact on the Company. In terms of transition risks, the evaluation focused on changes in policies and emerging technologies, as well as potential risks associated with the shift toward a low-carbon economy. For physical risks, the assessment covered the potential impacts resulting from changes in climate patterns. Opportunities identified include the development of renewable energy and the potential to receive government incentives and engage in public sector partnerships. (For detailed analysis and response strategies, please refer to Chapter IV 4.1 of the Company's 2025 ESG Report.)
Type Risk / Opportunity Topic Potential Financial Impact (-/+) Expected Timeframe
Transition Risk Increase in raw material costs - Rising raw material prices may increase operating costs. - Decrease in product output may result in lower Medium term

Item Implementation Status
revenue. -Higher cost structure may reduce competitiveness and orders.
Supplier selection by customers and increased ESG expectations, carbon reduction requirements -Order reductions may lead to lower sales revenue. -Customers may demand improved ESG disclosures or technologies, increasing capital expenditure. -Supply chain uncertainty may impact investment returns. Medium term
Physical Risk High temperature -Extreme heat may lead to production line suspensions and disrupt operations. -Increased energy demand raises electricity costs. -Heat stress may reduce worker efficiency, lowering productivity and increasing production costs. Medium term
Opportunity Green procurement +Green procurement may bring cost-saving opportunities in the long term, despite higher upfront investment in environmentally friendly products. Short term
Improve resource efficiency +Use of renewable energy and other energy-saving technologies helps meet customer expectations and may lead to cost reduction and energy efficiency. Short term
Government incentives and subsidies +Use of renewable energy and other energy-saving technologies helps meet customer expectations and may lead to cost reduction and energy efficiency. Medium term
Note: Short term refers to 1-3 years, medium term refers to 3-5 years, and long term refers to more than 5 years.
3. Describe the financial impacts of extreme weather events and Financial Impacts of Extreme Weather Events Through internal discussions, inventory checks, and assessments, Universal Textile has identified potential risks to production and transportation arising from extreme climate events such as typhoons, floods, high temperatures,

Item Implementation Status
transition actions droughts, and drastic changes in precipitation and climate patterns. Considering the Company’s focus on material impacts caused by extreme weather events, only items assessed as having significant influence are disclosed and further analyzed.

As global temperatures continue to rise, the Company faces increasing risks of power grid overload from Taipower, which may result in a higher likelihood of power outages, potentially disrupting production operations at certain facilities. In addition, elevated ambient temperatures impact both production areas and IT server rooms, requiring greater electricity usage to support air conditioning and temperature control systems in order to maintain operational stability and production efficiency. Prolonged periods of high temperatures may also adversely affect employee health—such as through heatstroke and fatigue—thereby reducing labor productivity. To mitigate these impacts, the Company has implemented a range of improvement measures, including the installation of smart meters for equipment energy management, procurement of energy-efficient equipment, adjustment of outdoor work allowances, and scheduled provision of beverages to minimize the negative effects of extreme heat.

Moreover, extreme weather events may lead to operational disruptions at production sites and interruptions in raw material transportation, which could negatively impact revenue or increase costs. Flooding may cause facility inundation and equipment damage, while droughts could result in water shortages, further limiting water availability for production and reducing output capacity. The Company will continue to strengthen its risk assessment processes and closely monitor the actual impacts of extreme weather events on its operational sites to ensure that related financial risks remain within a controllable range.

Financial Impacts of Transition Actions
As global ESG standards and sustainability requirements continue to rise, Universal Textile may face risks such as order reductions, declining revenue, and weakened market competitiveness if it fails to meet the low-carbon and sustainability expectations of customers and business partners. On the other hand, the low-carbon transition involves rapid changes in policies, regulations, technologies, and market dynamics. These developments may not only increase operating costs but also introduce uncertainties related to carbon pricing, greenhouse gas regulations, and the development of new technologies and materials. Additionally, they pose challenges to capital expenditures and the efficiency of capital return.

To address these challenges, the Company has formulated a long-term R&D plan to ensure the effective allocation of capital and resources, while closely collaborating with research institutions to enhance R&D efficiency and success rates. In addition, the Company is actively implementing a carbon emissions management system to enable |

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Item Implementation Status
real-time and comprehensive data disclosure in response to investor and customer demands for transparency. At the same time, the Company is increasing its investment in technological innovation and product upgrades for low-carbon and green energy solutions, aiming to better meet market demand and strengthen its brand image. In response to the increasing number of carbon reduction commitments and related regulatory requirements issued by governments worldwide, the Company is formulating a greenhouse gas reduction policy and developing a carbon inventory and verification timeline that goes beyond compliance requirements. These efforts aim to reduce legal risks such as potential fines, litigation, or operational disruptions resulting from regulatory non-compliance. At the same time, the Company has established diversified supplier locations and alternative raw material sources to mitigate the impacts of extreme weather events and transition-related risks on the supply chain. Looking ahead, the Company will continue to monitor domestic and international low-carbon transition trends to ensure stable financial performance and maintain a competitive edge in a rapidly evolving market landscape.
4. Describe how the processes for identifying, assessing, and managing climate-related risks are integrated into the overall risk management framework. Universal Textile has established a Sustainability Office, headed by the General Manager as Chief Sustainability Officer, with designated departments responsible for promoting and implementing risk management plans. In response to changes in the global economic landscape and sustainability-related risks, the Company collaborates across departments, including R&D, manufacturing, sales, finance, human resources, and information systems, to identify and monitor potential risks that may impact corporate sustainability from multiple perspectives, including financial, strategic, operational, and disaster-related aspects. Through management strategies such as risk transfer, mitigation, and avoidance, the Company is committed to minimizing risks and seizing opportunities to enhance operational resilience. The Company has established a comprehensive review and reporting mechanism. The Sustainability Office is responsible for strategic planning and implementation, as well as the coordination and integration of tasks among various task forces. Each task force holds regular meetings to review and report on the progress of their respective initiatives. Additionally, relevant departments report on risk identification, response strategies, and implementation status during weekly operations meetings and monthly management meetings. At least once a year, risk management outcomes are presented to the Board of Directors to ensure that risk management strategies are continuously optimized and aligned with the Company's overall sustainability objectives.
5. If scenario analysis is used to assess the resilience of the organization to The Company applies climate scenario analysis to assess its resilience in the face of climate-related risks. During the year, a medium-emissions scenario was adopted for the assessment of physical risks, while the Net Zero Emissions by 2050 (NZE) scenario was used for the assessment of transition risks.
the management of the system.

Item Implementation Status
climate-related risks, describe the scenarios, parameters, assumptions, analytical factors used, and the major financial impacts.
6. If climate-related risks are managed through adaptation strategies, describe the design plans and metrics used to identify and manage physical and transition climate-related risks. The Company has not yet implemented such a plan but intends to adopt relevant measures in alignment with future carbon reduction targets.
7. If an internal carbon pricing mechanism is used for planning or decision-making, explain the basis for setting the carbon price. The Company has not yet implemented internal carbon pricing.
8. If climate-related targets have been set, disclose the covered activities, the scope of greenhouse gas emissions, planning timeline, and annual progress toward the The Company has not yet utilized carbon offsets or Renewable Energy Certificates (RECs), and will consider future implementation based on necessity.
consumption, and the impact of the carbon crisis on the future.
9. If climate-related risk is not measured by the current carbon emissions, describe the design plans and metrics used to identify and manage the environmental impact of the carbon crisis. The Company has not yet implemented such a plan but intends to adopt relevant measures in alignment with future carbon reduction targets.

Item Implementation Status
targets. If carbon offsets or Renewable Energy Certificates (RECs) are used to achieve such targets, specify the amount of carbon offset or the volume of RECs applied.
9. Disclose the Company’s greenhouse gas inventory results and the assumptions used, as well as the reduction targets, strategies, and concrete action plans. To be completed separately in Sections 1-1 and 1-2.

1-1 Greenhouse Gas Inventory and Assurance in the Past Two Years

1-1-1 Greenhouse Gas Inventory Information

The Company conducted its first standalone (parent-only) greenhouse gas inventory in 2025. As of the date of the annual report publication, the calculation has not yet been completed. Full inventory data will be disclosed in Chapter 5 of the Company’s 2025 ESG Report in August.

1-1-2 Greenhouse Gas Assurance Information

Not applicable. As the Company is a listed company with paid-in capital under NT$50 billion, it follows the disclosure timeline set forth by the Financial Supervisory Commission. Parent-only GHG assurance disclosures will commence in 2028, and consolidated disclosures for subsidiaries included in the financial statements will commence in 2029.


1-2 GHG Reduction Targets, Strategies, and Action Plans

The Company will complete its GHG assurance process ahead of the regulatory timeline and formulate reduction targets, strategies, and concrete action plans based on the findings of the GHG assurance report.

(VI) The state of the company's performance in the area of ethical corporate management, any deviation from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation:

Evaluation item State of implementation (Note 1) Any deviation from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
I. Establishment of the ethical corporate management policy and action plans
(I) Has the Company made policies of ethical corporate management passed by the Board, and explicitly stated the ethical corporate management policy and related action plans, and the commitment of the Board and the senior management in the proper pursuit of the ethical corporate management policy? (I)
1. The Board of Directors has approved the adoption of the “Ethical Corporate Management Best Practice Principles,” the “Procedures for Ethical Management and Guidelines for Conduct,” and the “Procedures for Handling Material Information,” which set forth specific guidelines for all employees to follow in the course of business operations. Upholding the principles of integrity, transparency, and accountability, the Company strictly complies with the Company Act, the Securities and Exchange Act, the Business Entity Accounting Act, the Political Donations Act, the Anti-Corruption Act, the Government Procurement Act, the Act on Recusal of Public Servants Due to Conflicts of (I)No material deviation

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Evaluation item State of implementation (Note 1) Any deviation from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
Interest, relevant regulations governing listed companies, and other applicable laws and regulations governing business conduct. These serve as the foundation for the Company’s ethical business practices. The “Rules of Procedure for Board Meetings” include provisions for director recusal in cases of conflicts of interest. In addition, the Company’s “Work Rules” and “Labor Contracts” specify disciplinary actions for managers and employees who accept improper gifts or benefits, further reinforcing the Company’s commitment to ethical conduct.
2. Prior to assuming office, newly appointed directors and senior executives are required to receive briefings on corporate governance, including the “Ethical Corporate Management Best Practice Principles,” the “Procedures for Ethical Management and Guidelines for Conduct,” the “Procedures for Handling Material Information,” as well as laws and regulations related to insider trading and insider shareholdings applicable to listed companies. They are also required to sign key integrity-related declarations, such as the “Statement of Compliance with Ethical Corporate Management Policy” and the “Confidentiality Agreement.” In addition, independent directors are required to submit the “Independent Director Nominee’s Declaration,” the “Statement upon Election,” and the “Statement during Term of Office” during both

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Evaluation item State of implementation (Note 1) Any deviation from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
nomination and tenure. The Company also completes the “Checklist for the Election and Tenure of Independent Directors” in accordance with relevant regulations.
3. The Administration Department is responsible for formulating and supervising the implementation of the Company’s ethical corporate management policies and preventive measures. Reports are submitted to the Board of Directors on a regular basis. At least once a year, the Company arranges training courses on ethical business conduct and provides regulatory briefings for newly appointed and incumbent directors, managerial officers, and employees.
(II) Has the Company developed the mechanisms for the assessment of the risk of unethical practices, and conducted analysis and assessed the kind of business activities vulnerable to the risk of unethical practices within the scope of operation at regular intervals, and mapped out the solution for preventing such practices covering at least the preventive measures as stated in Paragraph 2 under Article 7 of the “Ethical Corporate Management Best Practice Principles for TWSE Listed and TPEx Listed Companies”? (II) The company’s “Ethical Corporate Management Best Practice Principles” clearly stipulates that all suppliers should abide by the code, do not accept gifts, do not accept kickbacks and prohibit related parties trading. If violation occurs, the relationship will be cut off in order to obtain the most reasonable quotation, the best quality and the best service. In order to ensure the implementation of ethics management, the company has established an effective accounting system and internal control system, and have internal auditors regularly check the compliance of the system. (II) No material deviation
(III)Has the Company mapped out the solution for preventing unethical practices, and specified the (III) The company has established “Procedures for Prevention of Unethical Conduct” to standardize (III)No material deviation

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Evaluation item State of implementation (Note 1) Any deviation from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
operation procedures, code of conduct, penalty on violation and the system for complaints in the solutions, and properly implemented the plans with routine review and revision of the aforementioned solutions? relevant operational procedures and implement them accordingly.
II. Practice of ethical corporate management
(I) Has the Company assessed the record of integrity on the counterparties of trade, and explicitly stated the integrity clause in the contracts binding the counterparties and the Company? (I) The company's “Ethical Corporate Management Best Practice Principles” clearly stipulates that before business transactions, the legitimacy of the transaction partner and whether there is a record of unethical behavior should be considered. Signing contracts with others should include compliance with the Integrity Business Policy. (I)No material deviation
(II) Has the Company established a designated body charged with the advocacy of business integrity under ethical corporate management on a full-time basis under the direct supervision of the Board, and report to the Board of the ethical corporate management policy and the plans for prevention of unethical practices with monitoring on the enforcement of the plans at regular intervals (at least once a year)? (II) The Company has designated the Corporate Governance Officer under the Board of Directors, along with the Administration Department, as the dedicated units responsible for handling matters related to the Company’s ethical corporate management policy. These include policy implementation, interpretation, consultation services, logging and documentation of whistleblowing reports, and supervision of policy execution. A report on the implementation status of the ethical corporate management policy was presented to the Board of Directors on 13 November 2025. (II) No material deviation
(III) Has the Company established the policies for the avoidance of the conflict of interest and appropriate (III) The Company has established Work Rules and the Ethical Corporate Management Best Practice (III) No material deviation

Evaluation item State of implementation (Note 1) Any deviation from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
channels for expression, and properly pursued these policies? Principles, which explicitly require all suppliers to comply with relevant standards. Suppliers must not offer gifts, pay kickbacks, or engage in related-party transactions. Any violation will result in the immediate termination of business relations. These measures aim to ensure the most reasonable pricing, highest quality, and best service.
(IV) For the proper pursuit of ethical corporate management, has the Company established an effective accounting system and internal control system, with related audit plans designed by the internal audit function on the basis of the findings of the assessment on the risk of unethical practices basing on which audit on prevention of unethical practice will be conducted, or CPAs will be delegated for conducting the audit? (IV) In order to ensure the implementation of honest management, the company has established an effective accounting system and internal control system, and internal auditors regularly check the compliance of the preceding system. (IV) No material deviation
(V) Has the Company organized internal and external training on ethical corporate management at regular intervals? (V) The Company’s directors and management actively participate in corporate governance training programs. In 2025, the Company offered training courses on business integrity, anti-corruption, and insider trading prevention. A total of 87 participants, including all directors and employees, completed 102 hours of training. (V) No material deviation
III. The state of implementation informing and complaint system of the Company
(I) Has the Company established the informing and complaint system and channels for facilitating informing and complaint, and appointed designated personnel to appropriately handle the personnel (I) At the Board meeting held on 13 November 2025, the Company adopted the “Procedures for Handling Reports of Illegal, Unethical, or Dishonest Conduct,” which clearly designate the responsible unit for handling reports and set forth (I)No material deviation

Evaluation item accused of unethical practice? State of implementation (Note 1) Any deviation from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description the handling procedures in accordance with the prescribed process. The handling results, together with any subsequent review and improvement measures, shall be reported to the Board of Directors.”
(II) Has the Company established the standard operation procedure for processing reports and complaints, the actions to be taken after the investigation, and the mechanisms of confidentiality? (II) The company's communication of opinions and objections should be handled in accordance with the procedures stipulated in the regulations, and the relevant supervisors have the responsibility to keep the information of the parties confidential. (II) No material deviation
(III) Has the Company taken appropriate measures for the protection of the informants from undue treatment due to reporting on illegal or unethical practice? (III) The company keeps the whistleblower confidential in accordance with the regulations and will not be punished for the whistleblowing. (III) No material deviation
IV. Additional disclosure of information Additional disclosure of information Has the Company disclosed the content of its Ethical Corporate Management Best Practice Principles and the result of implementation at its official website and MOPS? The company has built a website that discloses company profile, basic information and financial information in a real-time, open and transparent way. And announce the “Ethical Corporate Management Best Practice Principles” on Market Observation Post System website. No material deviation
V. If the Company has established its Ethical Corporate Management Best Practice Principles in accordance with the “Ethical Corporate Management Best Practice Principles for TWSE Listed and TPEx Listed Companies”, specify the practice and variation from the principles: No material deviation.
VI. Any other vital information that helps to understand the practice of ethical corporate management better: (e.g.: review and revise the Ethical Corporate Management Best Practice Principles): The Company upholds the principles of integrity, transparency, and accountability in its business operations. It fulfills its obligations of legal compliance in dealings with public authorities, maintains fair and honest transactions with suppliers and customers, and adheres to ethical business practices in its responsibilities to shareholders. The Company is also committed to preventing any breaches of integrity by directors, managerial officers, or employees, thereby avoiding potential reputational damage or legal liabilities arising from unethical conduct. The details of each of the above responsibilities are outlined below.

Evaluation item State of implementation (Note 1) Any deviation from the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such deviation
Y N Summary Description
(I) Fulfilling Legal Compliance Obligations in Dealings with Public Authorities: The Company strictly complies with the Company Act, the Securities and Exchange Act, the Business Entity Accounting Act, the Political Donations Act, the Anti-Corruption Act, the Government Procurement Act, the Act on Recusal of Public Servants Due to Conflicts of Interest, applicable tax laws, and other relevant regulations to ensure the implementation of ethical business practices. (II) Fulfilling Responsibilities of Ethical Transactions with Suppliers and Customers: The Company has established the “Supplier Management Procedures” and requires all suppliers and contractors to sign the “Supplier Corporate Social Responsibility Commitment.” These documents explicitly state that suppliers and contractors shall cooperate with the Company in implementing its sustainability commitments and environmental, health, and safety policies. If any supplier or contractor violates these policies in a manner that causes significant environmental or social impact, the Company reserves the right to immediately terminate the business relationship. Suppliers and contractors are also required to cooperate with relevant inspections, periodic reviews, and audits, and must refrain from offering any kickbacks, commissions, improper gifts, gratuities, rewards, or any other unethical benefits, whether directly or indirectly, to the Company’s employees. (III) Fulfilling Ethical Management Responsibilities to Shareholders: The Company is committed to treating shareholders with care and loyalty. In addition to fully respecting shareholder opinions, complaints, and formal resolutions, the Company ensures the timely and adequate disclosure of accurate information to protect the rights and interests of all shareholders. (IV) Preventing Misconduct by Directors, Managerial Officers, or Employees: The Company has adopted the “Ethical Corporate Management Best Practice Principles,” “Procedures for Ethical Management and Guidelines for Conduct,” Procedures for Handling Reports of Illegal, Unethical, or Dishonest Conduct,” “Procedures for Handling Material Information,” “Corporate Governance Best Practice Principles,” and “Sustainable Development Best Practice Principles.” A comprehensive internal control and audit system has been established. Internal auditors are responsible for regularly reviewing the Company’s compliance with these systems and submitting audit reports to the Board of Directors. In addition, the Company conducts regular evaluations of employees’ ethical conduct. To ensure faithful execution of duties by directors, managerial officers, and employees, the Company also provides periodic education on relevant laws and regulations. These efforts aim to prevent individuals from engaging in acts contrary to their duties, misappropriating Company assets, or committing insider trading based on material non-public information obtained through their positions.

Note: Either "Y" or "N" for the state of implementation requires summary description in the remark column.


(VII) Other Important Information That Enhances Understanding of the Company’s Corporate Governance Practices: Inquiry Channels

  1. The Company has adopted various corporate governance policies and related procedures, including the “Corporate Governance Best Practice Principles,” “Sustainable Development Best Practice Principles,” “Procedures for Endorsements and Guarantees,” “Procedures for Acquisition or Disposal of Assets,” “Procedures for Lending of Funds to Others,” ” Rules Governing Financial and Business Matters Between this Corporation and its Related Parties,” “Rules of Procedure for Board Meetings,” and “Rules of Procedure for Shareholders’ Meetings.” These documents are available for review in the Shareholders’ Meeting Handbook, on the Company’s official website, and on the Market Observation Post System (MOPS).

  2. Designate a person to be responsible for the collection and disclosure of company information and establish a spokesperson system to ensure that information that may affect the decision-making of shareholders and stakeholders can be disclosed in a timely manner, strengthen information disclosure, and improve information transparency.

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(VIII) The state of implementation of the company's internal control system:

  1. Statement of Internal Control

UNIVERSAL TEXTILE CO., LTD.
Statement of Internal Control

Date: 13 March 2026

The internal control system of the company in 2025, based on the results of self-assessment, hereby declares as follows :

I. The company acknowledges and understands that the establishment, enforcement and preservation of internal control system is the responsibility of the Board and the managers, and that the company has already established such system. The purpose of it is to reasonably ensure the effect and efficiency of operation (including profitability, performance and security of assets), the reliability, timeliness and transparency of reporting and the compliance with relevant legal rules

II. There is limitation inherent to internal control system, no matter how perfect the design. As such, effective internal control system may only reasonably ensure the achievement of the aforementioned goals. Further, the operation environment and situation may vary, and hence the effectiveness of the internal controls system. The internal control system of the company features the self-monitoring mechanism. Once identified, any shortcoming will be corrected immediately.

III. The company judges the effectiveness of the internal control system in design and enforcement in accordance with the "Regulations Governing Establishment of Internal Control Systems by Public Companies" (hereinafter referred to as "the Regulations"). The Regulations are instituted for judging the effectiveness of the design and enforcement of internal control system. There are five components of effective internal control as specified in the Regulations with which the procedure for effective internal control are composed by five elements, namely, 1. Control environment, 2. Risk assessment, 3. Control activities, 4. Information and communications, and 5. Monitoring activities. Each of the elements in turn contains certain audit items, and shall be referred to the Regulations for detail.

IV. The company has adopted the aforementioned internal control system for internal audit on the effectiveness of the design and enforcement of the internal control system.

V. Based on the aforementioned audit findings, the company holds that has reasonably preserved the achievement of the aforementioned goals of internal control (including the monitoring over the subsidiaries) on 31 December 2025, including the effectiveness and efficiency in operation, reliability, timeliness and transparency in reporting and compliance with relevant legal rules, and that the design and enforcement of internal control are effective.

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VI. This statement of declaration shall form an integral part of the annual report and prospectus on the company and will be announced. If there is any fraud, concealment and unlawful practice discovered in the content of the aforementioned information, the company shall be liable to legal consequences under Article 20, Article 32, Article 171 and Article 174 of the Securities and Exchanges Act.

VII. This statement of declaration has been approved by the Board on 13 March 2026. Among the presented 10 directors, no one held any objection, and the rest agreed with the contents of this statement, it is hereby declared this statement.

UNIVERSAL TEXTILE CO., LTD.

Chairman:
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President:
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  1. Where a CPA has been hired to carry out a special audit of the internal control system, furnish the CPA audit report: Not applicable.

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(IX) Material resolutions of a shareholders meeting or a board of directors meeting during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report:

  1. Material resolutions of the special meeting of shareholders held on 29 May 2025:
Cause of action Resolution The state of implementation
1. Adoption of the 2024 Business Report and Financial Statements 1. The proposal has been approved as proposed without objection by all attending shareholders upon the chairman's consultation. 1. The relevant documents have been reported to and announced by the competent authorities in accordance with the provisions of the Company Act and the Securities and Exchange Act
2. Adoption of the Proposal for Distribution of 2024 Profits. 2. The proposal has been approved as proposed without objection by all attending shareholders upon the chairman's consultation. 3. The relevant forms have been reported to the competent authority and related announcements have been made in accordance with the Securities and Exchange Act and other laws and regulations.
3. Discussion on the Revision of Certain Articles of the “Articles of Association”. 3. The proposal has been approved as proposed without objection by all attending shareholders upon the chairman's consultation. 3. The relevant articles have been revised and have been announced on the company website.
4. Proposal for the by-election of an Independent Director. 4. Election result: Mr. TSAI, SHENG-YU was elected. 4. Relevant filings and public disclosures have been completed with the competent authority in accordance with the Securities and Exchange Act and other applicable laws and regulations.
5. Proposal to release the Company’s directors from the non-competition restrictions. 5. The proposal has been approved as proposed without objection by all attending shareholders upon the chairman's consultation. 5. The relevant forms have been reported to the competent authority and related announcements have been made in accordance with the Securities and Exchange Act and other laws and regulations.

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  1. Summary of the proposal of the board meeting
Date Material resolution
8 January 2025 (1st meeting of 2025) 1. Approved the remuneration items for directors and managerial officers of the Company for 2025.
2. Approved the distribution of year-end bonuses for the Chairman, directors, and managerial officers for 2024.
3. Approved the recognition of remuneration for newly appointed members of the Compensation Committee.
4. Approved the plan for business downsizing of the Yingge Factory.
5. Approved the equity investment in a newly established company.
12 March 2025 (2nd meeting of 2025) 1. Approved the proposed amendments to partial articles of the “Performance Incentive Plan for Sales and Marketing.”
2. Approved the 2024 directors’ and employees’ compensation distribution proposal.
3. Approved the 2024 business report and financial statements.
4. Approved the 2024 earnings distribution proposal.
5. Approved the ex-dividend date, payment date, and related matters for the distribution of 2024 cash dividends.
6. Approved the professional fees proposal for the CPA.
7. Approved the list of non-assurance services for 2025.
8. Approved the evaluation of the independence and competence of the CPA.
9. Approved the audit office’s self-assessment results of internal audits for 2024.
10. Approved the proposed amendments to the internal control system - Payroll and Investment Cycles.
11. Approved the definition of the scope of the Company’s base-level employees.
12. Approved the proposed amendments to partial articles of the “Articles of Association.”
13. Approved the proposed amendments to partial articles of the “Audit Committee Charter.”
14. Approved the proposed amendments to partial articles of the “Rules of Procedure for Board Meetings.”
15. Approved the nomination list for a by-election of one independent director for the 19th Board of Directors.
16. Approved the release of non-competition restrictions on directors.
17. Approved matters relating to the venue and time of the 2025 Annual General Shareholders' Meeting, the share transfer suspension period, and the meeting agenda.
18. Approved the renewal of the comprehensive credit line and export negotiation facility agreement with Mega International Commercial Bank.
19. Approved the renewal of the comprehensive credit line with Taipei Fubon Commercial Bank.
20. Approved the application for a comprehensive credit line with First Commercial Bank.
13 May 2025 (The 3rd Board Meeting of 2025) 1. Approval of the consolidated financial statements for the first quarter of 2025.
2. Approval of amendments to the internal control system for Electronic Data Processing Operations and the Rules Governing Internal Audit Implementation.

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Date Material resolution
19 May 2025
(The 4th Board Meeting of 2025) 1. Approval of the acquisition of income-producing real estate and authorization of bank loan facilities.
2. Approval of amendments to certain provisions of the Company’s “Procedures for Acquisition or Disposal of Assets.”
13 August 2025
(The 5th Board Meeting of 2025) 1. Approval of the change of Accounting Officer.
2. Approval of the consolidated financial statements for the second quarter of 2025.
3. Approval of the Company’s 2024 Sustainability Report.
4. Approval of the renewal of the Company’s comprehensive credit facilities agreement with Cathay United Bank.
5. Approval of the application for capital financing credit facilities with Taipei Fubon Commercial Bank.
1 October 2025
(The 6th Board Meeting of 2025) 1. Approval of the disposal of privately placed common shares.
13 November 2025
(The 7th Board Meeting of 2025) 1. Approval of the consolidated financial statements for the third quarter of 2025.
2. Approval of the internal audit plan for 2026.
3. Approval of the Company’s budget for 2026.
4. Approval of the renewal of the Company’s comprehensive credit facilities with First Commercial Bank.
5. Approval of the establishment of the Company’s “Operating Guidelines for Financial and Business Transactions with Related Parties.”
6. Approval of the establishment of the Company’s “Procedures for Handling Reports of Illegal, Unethical, or Dishonest Conduct.”
15 January 2026
(The 1st Board Meeting of 2026) 1. Approval of the salary and remuneration for the Company’s directors and officers for 2026.
2. Approval of year-end bonus payments for the Chairman and officers for 2025.
3. Approval of adjustments to officers’ positions and compensation.
4. Approval of the change of the Company’s Internal Audit Officer.
5. Approval of the business downsizing plan for the Luzhu Factory.
6. Approval of the disposal of machinery and auxiliary equipment at the Changbin Factory and authorization for real estate leasing.
13 March 2026
(The 2nd Board Meeting of 2026) 1. Approval of the allocation of directors’ remuneration and employee compensation for 2025.
2. Approval of the 2025 Business Report and Financial Statements.
3. Approval of the profit distribution proposal for 2025.
4. Approval of the ex-dividend date, payment date, and related matters for cash dividends for 2025.
5. Approval of the evaluation of independence and suitability of the CPA.
6. Approval of audit fees for the CPA.
7. Approval of the list of non-assurance services for 2026.
8. Approval of the self-assessment review results for 2025 submitted by the Internal Audit Department.

Date Material resolution
9. Approval of the definition of non-managerial employees of the Company.
10. Approval of amendments to certain provisions of the Company’s Articles of Association.
11. Approval of amendments to certain provisions of the Company’s Procedures for Director Elections.
12. Approval of the re-election of eleven directors (including four independent directors) in accordance with the expiration of the 19th term of directors.
13. Approval of the list of director (including independent director) candidates for election in 2026.
14. Approval to release the newly elected directors of the 20th term and their representatives from non-competition restrictions.
15. Approval of the date, venue, agenda, and stock transfer suspension period for the Company’s 2026 Annual Shareholders’ Meeting.
16. Approval of the renewal of comprehensive credit facilities and export bill negotiation facilities with Mega International Commercial Bank.
17. Approval of the renewal of comprehensive credit facilities with Taipei Fubon Commercial Bank.

★ On March 12, 2024, the Board of Directors approved the amendment to Article 10 of the Company’s “Corporate Governance Best Practice Principles,” which stipulates that the Company shall attach importance to shareholders’ right to be informed and shall strictly comply with relevant disclosure requirements. The Company shall regularly and promptly disclose its financial and business information, insider shareholdings, and corporate governance practices through the Market Observation Post System or the Company’s website to ensure that shareholders have timely access to material information. To ensure equal treatment of shareholders, the aforementioned types of information should also be disclosed in English simultaneously. To safeguard shareholders’ rights and ensure fair treatment, the Company shall establish internal regulations prohibiting insiders from trading securities using material non-public information. Such internal regulations should include trading control measures that take effect from the date insiders become aware of the Company’s financial reports or operating results. These measures shall include, but are not limited to, restrictions that prohibit directors from trading the Company’s shares during the 30-day period prior to the announcement of the annual financial report and the 15-day period prior to the announcement of each quarterly financial report.

★ The Company arranges annual training courses related to ethical corporate management and, through the Administration Division, conducts annual briefings on relevant laws and regulations. In 2025, the Company convened 7 Board meetings and notified directors, managerial officers, and employees to attend internal and external training sessions related to ethical conduct and the Code of Ethical Behavior. These sessions also included briefings on the prohibition of insider trading, in which directors were reminded not to trade the

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Company's shares during blackout periods. Specifically, within 30 days prior to the announcement of the annual financial report and 15 days prior to the announcement of each quarterly financial report. In total, 87 participants completed 102 hours of relevant training.

(X) Where, during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report, a director has expressed a dissenting opinion with respect to a material resolution passed by the board of directors and said dissenting opinion has been recorded or prepared as a written declaration, disclose the principal content thereof: None.

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IV. Information on the professional fees of the attesting CPAs

(I) Audit fees:

Information on CPA Professional Fees

Unit: in NT$ thousands

Name of accounting firm Names of CPAs Period covered by the CPA audit Audit fees Non-audit fees Total Remarks
Ernst & Young Taiwan Huang, Ching-Ya Liu, Jung-Chin Jan. 2025 - Dec. 2025 2,029 799 2,828 None
  1. When the company changes its accounting firm and the audit fees paid for the fiscal year in which such change took place are lower than those for the previous fiscal year, the amounts of the audit fees before and after the change and the reasons shall be disclosed: Not applicable.

  2. When the audit fees paid for the current fiscal year are lower than those for the previous fiscal year by 10% or more, the reduction in the amount of audit fees, reduction percentage, and reason(s) therefor shall be disclosed: Not applicable.

  3. Non-audit fees:

Ernst & Young Taiwan:

The content of non-auditing fee includes NT$210 thousand for tax audit and information environment audit service fee NT$189 thousand and NT$400 thousand for translation service for financial statements, annual reports, and handbook for annual meeting of shareholders.

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V. Information on replacement of CPAs

(I) Regarding the former CPAs

Date of replacement Approved by the board of directors on 1 August 2023.
Reason for replacement and explanation Internal adjustment of the accounting firm
Describe whether the Company terminated or the CPAs terminated or did not accept the engagement Carties Circumstances CPAs The Company
Terminated the engagement N/A N/A
No longer accepted (discontinued) the engagement N/A N/A
If the CPAs issued an audit report expressing any opinion other than an unqualified opinion during the 2 most recent years, specify the opinion and the reasons N/A.
Disagreement with the Company Y Accounting principles or practices
Financial report disclosure
Auditing scope or procedure
Other
None
Remark: N/A
Other disclosures (Any matters required to be disclosed under sub-item d of Article 10.5.A) None

(II) Regarding the successor CPAs

Name of accounting firm Ernst & Young Taiwan
Name of the CPAs Huang, Ching-Ya and Liu, Jung-Chin CPAs
Date of engagement This proposal was approved by the Board of Directors on 1 August 2023.
Subjects discussed and results of any consultation with the CPAs prior to the engagement, regarding the accounting treatment of or application of accounting principles to any specified transaction, or the type of audit opinion that might be issued on the company's financial report N/A
Successor CPAs’ written opinion regarding the matters of disagreement between the Company and the former CPAs N/A

(III) The reply letter from the former CPA regarding the Company's disclosures regarding the matters under Article 10.6.A and 10.6.B(c) of the Regulations: None.


VI. Where the company's chairman, president, or any managerial officer in charge of finance or accounting matters has in the most recent year held a position at the accounting firm of its CPAs or at an affiliated enterprise of such accounting firm, the name and position of the person, and the period during which the position was held, shall be disclosed: None.

VII. Any transfer of equity interests and/or pledge of or change in equity interests (during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report) by a director, managers, or shareholder with a stake of more than 10 percent during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report.

Changes in Shareholding of Directors, Supervisors, Managers, and Major Shareholders

| Title
(Note 1) | Name | 2025 | | Current fiscal year as at 31 March | |
| --- | --- | --- | --- | --- | --- |
| | | Shareholding increase (or decrease) | Pledged shareholding increase (or decrease) | Shareholding increase (or decrease) | Pledged shareholding increase (or decrease) |
| Chairman Director | CHEN, YAO MING YANG, JEN-KAI | 5,000
10,000 | - | - | - |
| Corporate Director | LIANG HAW TECHNOLOGY CO., LTD.
(held in the name of another party) | - | - | 635,000 | - |

Note 1: Any shareholder holding more than 10 percent of the Company’s total share capital shall be noted as a major shareholder, and such shareholders shall be listed individually.
Note 2: If the counterparty of a transfer of shareholding or a pledge of shareholding is a related party, additionally complete the table below.


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Information on Transfers of Shareholding (None)

Name (Note 1) Reason for transfer (Note 2) Date of transaction Counterparty Relationship between the counterparty and the Company, directors, supervisors, managers, and major shareholders No. of shares Transaction price
- - - - - - -

Note 1: Fill in the names of the directors, supervisors, and managerial officers, and the shareholders with greater than 10 percent shareholding.
Note 2: Specify whether the shares are acquired or disposed of.

Information on Pledges of Shareholding (None)

Name (Note 1) Reason for change in pledge status (Note 1) Date of change Counterparty Relationship between the counterparty and the Company, directors, supervisors, managerial officers, and major shareholders Shares Shareholding % Pledge % Amount borrowed under pledges (or redeemed)
- - - - - - - - -

Note 1: Fill in the names of the directors, supervisors, and managerial officers, and the shareholders with greater than 10 percent shareholding.
Note 2: Specify whether it is a pledge or redemption.


VIII. Relationship information, if among the company's 10 largest shareholders any one is a related party or a relative within the second degree of kinship of another

As at 3 April 2026, the closing of transfers of the shareholders' meeting

Name (Note 1) Shareholding Shareholding of spouse and minor children Total shareholding by nominee arrangements Specify the name of the entity or person and their relationship to any of the other top 10 shareholders with which the person is a related party or has a relationship of spouse or relative within the 2nd degree Remark
Shares % Shares % Shares % Name of entity or individual Relations
LIANG HAW TECHNOLOGY CO., LTD. Person in charge: ZHOU, FANG-RU 15,000,000 11.48% 0 0 0 0 - -
Everwin Capital Limited. Person in charge: RUAN, YU-JUAN 10,000,000 7.65% 0 0 0 0 - -
DAR YU ASSET MANAGEMENT CO., LTD. Person in charge: CHEN, YAO-MING 9,250,000 7.08% 0 0 0 0 - -
SHINE LEE INVESTMENT CO, LTD Person in charge: LI, HSIN-LIN 7,500,000 5.74% 0 0 0 0 - -
GU INTERNATIONAL CO., LTD Person in charge: GAO, FEN-FEN 5,950,000 4.55% 0 0 0 0 - -
Hongtu Investment Holdings Co., Ltd. Person in charge: YIN, TSUI- 3,000,000 2.30%

Name (Note 1) Shareholding Shareholding of spouse and minor children Total shareholding by nominee arrangements Specify the name of the entity or person and their relationship to any of the other top 10 shareholders with which the person is a related party or has a relationship of spouse or relative within the 2nd degree Remark
Shares % Shares % Shares % Name of entity or individual Relations
FENG
TAIWAN TAFFETA FABRIC CO., LTD. Person in charge: JUANG, YAO-MING 2,867,836 2.19% 0 0 0 0
LI, BO-RU 2,496,000 1.82% 0 0 0 0
YEH, CHIA-HONG 2,477,493 1.90% 0 0 0 0
KA,WA-NI 2,210,000 1.69% 0 0 0 0

Note 1: All of the top 10 shareholders should be listed, and the names of corporate/juristic person shareholders and their representatives should be listed separately.
Note 2: The shareholding ratio (%) is calculated as the total numbers of shares respectively held by the shareholder, their spouse and minor children, or through nominees.
Note 3: Disclose the relationships among the above-listed shareholders, including corporate/juristic person shareholders and natural person shareholders, in accordance with the provisions of the Regulations Governing the Preparation of Financial Reports by Securities Issuers.


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

Total Ownership of Shares in Investee Enterprises

Unit: Shares; %

Unit: Shares; %

Investee enterprise (Note) Investment by the Company Investment by the Directors, Supervisors, Managers and Directly or Indirectly Controlled Entities of the Company Total investment
Shares % Shares % Shares %
CHANG FU INVESTMENT CO., LTD. 3,000,000 100 0 0 3,000,000 100
HUNG YU TECHNOLOGY CO., LTD. 3,000,000 100 0 0 3,000,000 100
TAIWAN TAFFETA FABRIC CO., LTD. 29,712,218 22.88 2,236,000 1.72 31,948,218 24.60

Note: This refers to investee enterprises in which the Company makes long-term investment calculated according to the equity method.


Chapter III. Fundraising

I. Capital and shares

(I) Source of capital:

Month/ year Issued price Authorized capital Paid-in capital Remark
Shares Amount Shares Amount Sources of capital Capital paid in by assets other than cash Other
June 1999 10 220,000,000 2,200,000,000 195,216,985 1,952,169,850 Approved by the Securities and Futures Commission, Ministry of Finance with Letter (88) Tai-Cai-Cheng (1) No. 57749 on 23 June 1999 None None
September 2001 10 220,000,000 2,200,000,000 186,441,985 1,864,419,850 8,775,000 shares were cancelled None None
December 2001 10 220,000,000 2,200,000,000 178,000,985 1,780,009,850 8,441,000 shares were cancelled None None
April 2002 10 220,000,000 2,200,000,000 171,000,985 1,710,009,850 7,000,000 shares were cancelled None None
September 2003 10 220,000,000 2,200,000,000 179,551,034 1,795,510,340 Approved by the Securities and Futures Commission, Ministry of Finance with Letter Tai-Cai-Cheng (1) No. 0920130206 on 7 July 2003 None None
September 2007 10 220,000,000 2,200,000,000 162,751,034 1,627,510,340 The subsidiary was deregistered in a short-form merger of 16,800,000 shares None None
April 2008 10 220,000,000 2,200,000,000 157,751,034 1,577,510,340 5,000,000 shares were cancelled None None
December 2008 10 220,000,000 2,200,000,000 147,751,034 1,477,510,340 10,000,000 shares were cancelled None None
July 2009 10 220,000,000 2,200,000,000 141,751,034 1,417,510,340 6,000,000 shares were cancelled None None
June 2010 10 220,000,000 2,200,000,000 138,667,034 1,386,670,340 3,084,000 shares were cancelled None None
March 2019 10 220,000,000 2,200,000,000 132,667,034 1,326,670,340 6,000,000 shares were cancelled None None
June 2020 10 220,000,000 2,200,000,000 130,666,034 1,306,660,340 2,001,000 shares were cancelled None None

單位:股

Type of stock Authorized Capital Remark
Outstanding shares Unissued shares Total
Registered ordinary shares 130,666,034 89,333,966 220,000,000 Listed shares

Note: Note whether the stock is stock of a TWSE or TPEx listed company

Information Relating to the Shelf Registration System (N/A)

Type of securities Amount to be issued Amount already issued The purpose and anticipated benefits of the portion already issued Scheduled issuance period for the unissued portions Remark
Total no. of shares Amount approved Total no. of shares Amount approved
- 0 0 0 0 - - -

(II) List of major shareholder

List of Major Shareholders
3 April 2026

| Shares
Names of
major shareholders | Shareholding (shares) | Shareholding (%) |
| --- | --- | --- |
| LIANG HAW TECHNOLOGY CO., LTD. | 15,000,000 | 11.48% |
| EVERWIN CAPITAL LIMITED | 10,000,000 | 7.65% |
| DAR YU ASSET MANAGEMENT CO., LTD. | 9,250,000 | 7.08% |
| SHINE LEE INVESTMENT CO, LTD | 7,500,000 | 5.74% |
| GU INTERNATIONAL CO., LTD | 5,950,000 | 4.55% |
| HONGTU INVESTMENT HOLDINGS CO., LTD. | 3,000,000 | 2.30% |
| TAIWAN TAFFETA FABRIC CO., LTD. | 2,867,836 | 2.19% |
| LI, BO-RU | 2,496,000 | 1.91% |
| YEH, CHIA-HONG | 2,477,493 | 1.90% |
| KA,WA-NI | 2,210,000 | 1.69% |


(III) Company's dividend policy and implementation thereof:

  1. The dividend policy of the company is as follows:

According to Article 25 of the Articles of Association of the Company, if the company has an annual profit (the so-called profit refers to the pre-tax interest less the benefits before the distribution of employee remuneration and director remuneration), no less than 2% shall be allocated for employee remuneration and not more than 3% for directors' remuneration, but if the company still has accumulated deficit (including adjusting the amount of undistributed retained earnings), the amount of compensation shall be retained in advance.

No less than 30% of the employees' compensation referred to in the preceding paragraph shall be allocated to non-managerial employees. Employees' compensation may be in the form of shares or cash and may be paid to employees of parents or subsidiaries of the company meeting certain specific requirements. The preceding remuneration to directors may only be in the form of cash.

The first two items shall be resolved by the board of directors and reported to the shareholders' meeting.

According to Article 25-1 of the Articles of Association: The Company's dividend policy is based on current and future development plans, consideration of the investment environment, capital needs and domestic and foreign competition, and taking into account the interests of shareholders. The distribution of surplus is based on the principle of the company's continuing operation.

If there is a net profit after tax in the final accounts, it shall first offset accumulated deficits (including the adjustment of the unappropriated retained earnings), and 10% shall be allocated as the legal reserve in accordance with the law, except when the legal reserve has reached the total paid-in capital of the Company. The special surplus reserve shall be withdrawn or reversed in accordance with the provisions of the decree or the competent authority. The remaining surplus, including the unappropriated retained earnings at the beginning of the same period (including the adjustment of the amount of the unappropriated retained earnings), shall be proposed by the board of directors to be distributed after the resolution of the shareholders' meeting. For the distribution of profits, statutory surplus reserves, and capital reserves in whole or in part, if distributed in cash, the board of directors is authorized to do so with the attendance of two-thirds or more of the directors and a resolution by the majority of attending directors, and to report to the shareholders' meeting.

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Dividends distribution should not be less than 20% of the current year's net profits after tax, minus the amount for compensating losses, and after setting aside statutory surplus reserves and special surplus reserves, unless the per share dividend falls below 0.1 yuan, in which case the board of directors may propose not to distribute dividends. The proportion of cash dividends should be no less than 10% of the total dividends for the current year.

  1. Proposed Dividend Distribution at the Annual Shareholders' Meeting: The Board of Directors resolved on 13 March 2026, as follows:

(1) Pursuant to Article 25-1 of the Company's Articles of Incorporation, the Board of Directors shall propose the earnings distribution plan, which shall be reported at the Shareholders' Meeting.

(2) It was resolved to distribute NT$65,333,017 in cash dividends to common shareholders from distributable earnings, equivalent to NT$0.5 per share.

(3) The Board of Directors has approved this proposal and determined the ex-dividend base date and relevant distribution matters. In the event of any subsequent changes to the total number of outstanding shares due to capital changes, thereby affecting the dividend payout ratio, the Chairman is authorized to adjust and handle such matters at full discretion.

(4) The ex-dividend date is set for 7 April 2026, and the cash dividend payment date is 24 April 2026.

  1. Material Changes in Dividend Policy: None.

(IV) Effect upon business performance and earnings per share of any stock dividend distribution proposed or adopted at the most recent shareholders' meeting: N/A.

(V) Profit-sharing compensation of employees and directors:

  1. The percentages or ranges with respect to employee and director profit-sharing compensation, as set forth in the company's articles of association: Please refer to the "dividend policy".

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  1. The basis for estimating the amount of employee and director profit-sharing compensation, for calculating the number of shares to be distributed as employee profit-sharing compensation, and the accounting treatment of the discrepancy, if any, between the actual distributed amount and the estimated figure, for the current period: Changes in accounting estimates are accounted for prospectively and the related adjustments are recognized in the subsequent year.

  2. Information on any approval by the board of directors of distribution of profit-sharing compensation:

(1) The board of directors of the company resolved on 13 March 2026, that due to a pre-tax net loss of NT$83,597,340 for 2025, no employees' compensation or directors' remuneration will be distributed.

(2) If there is any discrepancy between that amount and the estimated figure for the fiscal year these expenses are recognized, the discrepancy, its cause, and the status of treatment shall be disclosed: No discrepancy.

(3) The amount of any employee profit-sharing compensation distributed in stocks, and the size of that amount as a percentage of the sum of the after-tax net income stated in the parent company only financial reports or individual financial reports for the current period and total employee profit-sharing compensation: N/A.

  1. The actual distribution of employee, director, and supervisor profit-sharing compensation for the previous fiscal year (with an indication of the number of shares, monetary amount, and stock price, of the shares distributed), and, if there is any discrepancy between the actual distribution and the recognized employee, director, or supervisor profit-sharing compensation, additionally the discrepancy, cause, and how it is treated: The Company incurred a pre-tax net loss of NT$152,594,406 in 2024; therefore, no employee compensation or directors' remuneration was distributed. There is no difference between this treatment and the amounts recognized in the financial statements.

(VI) Status of a company repurchasing its own shares: The Company did not repurchase any of its own shares during 2025 or up to 31 March 2026.

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II. The annual report shall provide information on the company's issuance of corporate bonds, preferred shares, global depository receipts, employee share subscription warrants, new restricted employee shares and issuance of new shares (in connection with mergers or acquisitions or with acquisitions of shares of other companies)

(I) Issuance of Corporate Bonds: None.
(II) Preferred shares: None.
(III) Global depository receipts: None.
(IV) Employee share subscription warrants and new restricted employee shares: None.
(V) Issuance of new shares in connection with mergers or acquisitions or with acquisitions of shares of other companies: None.

III. A description and status of implementation of the company's capital allocation plans

(I) A description of the plans for the period as of the quarter preceding the date of publication of the annual report: None.
(II) The status of implementation for the period as of the quarter preceding the date of publication of the annual report: None.

Chapter IV. The overview of business operations

I. Description of the business

(I) Scope of business

  1. Major lines of business:

(1) Manufacture, processing, dyeing and finishing and marketing of various textiles.
(2) import and export trading business of raw materials, materials and finished goods related to the preceding item.
(3) Commission construction companies to build commercial buildings and public housing rental and sales businesses.

  1. Relative weight of each major lines of business:

Based on the Company's revenue for 2025, polyester fabric accounted for 67.1%, polyester textured yarn accounted for 24.6%, and real estate leasing and solar power wholesale accounted for 8.3%.

  1. Current products (services):

Polyester processed yarn, long-fiber suit fabric, women's lightweight fabric and long and short-fiber interwoven and post-processing fabrics.

  1. New products (services) planned for development:

TEXTURED YARN DEPARTMENT:

A. Flame resistant yarns for home decor and baby strollers.
B. Composite yarn series for industrial, bag, and ribbon use.
C. Any type texture yarn.
D. Specs, denier, filament count, luster, cross section, functionality, etc. are customizable according to demand for various processed yarns.

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TEXTILE DEPARTMENT:

A. According to the Company's target market, through the integration of information such as “collection of trending information” and “analysis of attitudes towards fashion among target consumer groups”, it predicts fashion trends such as popular themes, popular colors/fabric types/patterns, combined with trending styles, and applies them to fabrics development for trending cloth.

B. Cooperate with domestic well-known cutting-edge designers to design clothing and to promote jointly.

C. By utilizing sustainable environmental materials such as recycled, organic, and regenerated materials, we develop woolen fabrics to enhance environmental comfort.

(II) Marketing situation:

  1. Current status and development of the industry

Taiwan’s textile industry is currently facing an increasingly challenging business environment due to escalating geopolitical tensions and the rise of trade protectionism, both of which are expected to impact the overall operational performance of the industry. Unfavorable cross-strait trade relations, intensified U.S.-China rivalry, and regional wars all hinder the recovery of the global macroeconomic environment, potentially weakening consumer confidence and suppressing global economic growth. As European and American brands continue to diversify their sourcing and accelerate the shift of textile supply chains from China to other regions in Asia, Taiwanese garment manufacturers with a strong global footprint are expected to benefit from this transition and enhance their market position. In addition, the trend of localized sourcing is likely to further support these leading firms. Meanwhile, domestic producers in the man-made fiber, spinning, and weaving sectors have been actively expanding their overseas production capacities, which will gradually contribute more significantly to overall revenue. In light of the ongoing

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U.S.-China trade war, the enforcement of the U.S. Uyghur Forced Labor Prevention Act (UFLPA), the acceleration of global supply chain restructuring, the EU's Carbon Border Adjustment Mechanism (CBAM), the U.S. Clean Competition Act (CCA), Taiwan's National Development Council's "2050 Net Zero Emissions Roadmap," the ESG reporting requirements regulated by the Financial Supervisory Commission, as well as growing environmental demands from global brands such as Nike and Adidas, the pressure on the textile industry to undergo transformation and enhance its environmental sustainability continues to mount. The global macroeconomic environment remains clouded by risks such as geopolitical tensions and a weakening labor market. As a result, consumer willingness to spend is expected to remain conservative, with only marginal growth anticipated in global consumption markets. In addition, ongoing cross-strait tensions may further escalate if China continues to suspend tariff concessions for Taiwan. This could lead to a continued loss of textile orders from China, thereby weighing on Taiwan's textile production and sales performance. Nevertheless, the continued southward shift of Asia's textile supply chain and the ongoing expansion of overseas production bases by Taiwanese manufacturers are expected to generate order transfers that help offset domestic sales shortfalls. These developments are anticipated to support a relatively stable outlook for Taiwan's textile industry in 2026.

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  1. The links between the upstream, midstream, and downstream segments of the industry supply chain

img-0.jpeg

(1) Upstream:

The upstream raw materials of the textile industry include not only natural materials such as cotton, wool, silk, and linen, but also plastic raw materials, such as Ethylene Glycol (EG) and Pure Terephthalic Acid (PTA) used in the production of polyester products, Caprolactam (CPL) required for the production of nylon products, and Acrylonitrile (AN) needed for the production of acrylic cotton. In the production chain of man-made fibers, p-Xylene,PX is the petrochemical raw material for PTA, Ethylene for EG, and Naphtha for ethylene. Currently, in addition to domestic manufacturers, some of the raw materials for the textile industry are also imported from abroad, especially natural fibers.

The fluctuation of international crude oil prices will affect the price trend of upstream raw materials in the textile industry. The important petrochemical raw material CPL for nylon is highly correlated with oil prices, and PTA and EG will also be adjusted with oil prices. However, in addition to the impact of oil prices, the demand for downstream polyester products will also affect the prices of PTA and EG.

In 2025, the global economy faced extreme weather conditions, escalating geopolitical tensions, uncertainty surrounding the U.S. tariff-imposition negotiations, and a weakening U.S. dollar, all of which contributed to economic stagnation worldwide. As a result, Brent crude oil prices have fallen by 17% since the beginning of 2025, reaching approximately US$62.8 per barrel. Under U.S. mediation, Ukraine and Russia are expected to begin peace negotiations; if the talks fail, oil prices may rise, whereas a successful agreement could ease sanctions and allow Russian crude to return to the market, exerting further downward pressure on prices. Overall, the current oil market faces an average daily oversupply of as much as 2 million barrels. Although OPEC+ has resolved to maintain its production levels in the first quarter of 2026, the market still needs time to absorb the excess supply. Oil prices are therefore expected to gradually rebalance in 2027, with 2026 prices projected to fall within the US$50–60 range.

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EG is one of the raw materials of chemical fiber. After being polymerized with PTA, it becomes a raw material of polyester chemical fiber. It can be drawn into polyester filaments or woven into fabrics, and it is a major raw material for textiles and clothing with the potential to replace materials such as cotton. Due to the fact that EO (ethylene oxide), which is used to produce EG, is difficult to store and has explosive properties, manufacturers usually do not build up large inventories. Therefore, the price of EG often shows a tendency to rise and fall rapidly due to short-term changes in demand. As a result, its demand varies depending on the seasonal demand of downstream products.

PTA is produced by converting PX and using acetic acid as a solvent to undergo oxidation at high temperatures and appropriate pressures, and then refined. Currently, over 90% of PTA globally is used to produce polyethylene terephthalate (PET) chips, which are further divided into polyester fibers, polyester films, bottle-grade resins, and polyesters. The downstream extended products of PTA are mainly polyester fibers, commonly known as polyester. Polyester is a synthetic fiber in the chemical fiber industry. The synthetic fiber manufacturing industry is the largest and most branched sub-industry in the chemical fiber industry.

(2) Midstream:
The textile industry's midstream includes synthetic fiber products, natural fiber products, chemical additives, and yarns and fabrics made from these materials. Natural fibers can be classified into plant fibers and animal fibers. Plant fibers include cotton, hemp, jute, and ramie, while animal fibers include wool, rabbit hair, silk, and camel hair. As Taiwan's natural fiber production is limited and their production sources are unstable, artificial materials that are stable, inexpensive, and have properties similar to natural fibers, such as rayon and acetate fibers, are produced. When synthetic fibers are mixed with natural fibers and subjected to special processing and finishing, the resulting fabrics exhibit features such as non-shrinking, non-wrinkling, easy-to-wash, and quick-drying, thereby increasing the comfort of wearing.

Due to the lack of natural fibers in Taiwan, the proportion of synthetic fibers produced is as high as 85%. The domestic fiber series products are mainly polyamide (nylon) and polyester products. In addition to making nylon yarn and nylon processed

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yarn, nylon pellets can also be used to produce engineering plastics required for auto parts; Polyester pellets have a wider range of applications. In addition to being used for textile purposes to produce polyester yarn, polyester cotton and polyester processed yarn, they can also be used to produce polyester pellets and polyester films for bottles. Polyester pellets for bottles are mainly used to produce plastic bottles, and polyester films can be used to produce industrial, photoelectric and packaging films; Nylon yarn is used for clothing cloth, leather bag cloth, umbrella cloth, webbing, inner lining, swimsuit, underwear, ski suit, military backpack, etc. Because natural fibers have no obvious growth trend, and due to changes in the consumption habits of users in Europe and the United States, the consumption habits of synthetic fibers have spread to Asia. Therefore, the future textile industry will mainly focus on the increase in the production of synthetic fibers. Taiwan's textile industry has currently become the most complete production system in the industrial structure, and Taiwan's textiles are one of the main sources of raw material supply for the world's functional textile consumer market.

In recent years, Taiwan's textile industry has been undergoing transformation as it faces challenges arising from China's overcapacity, low-priced dumping, and U.S. tariff measures. In response, Taiwanese textile manufacturers have continued to innovate, shift toward higher-value products, avoid low-margin competition, and adopt digitalization to achieve refined and differentiated production, paving the way for a new development path. With the growing global trend toward sports and outdoor activities, functional textiles have become increasingly important. Taiwanese manufacturers, in particular, have established themselves as key suppliers to many leading global apparel brands. As textile technologies advance, functional fabrics now offer a wide range of performance features, including windproof and breathable properties, waterproof breathability, quick-dry characteristics, anti-pilling performance, stretch and fit, lightweight insulation, and multi-functional barrier protection. The integration of high-tech industries with textiles has further driven the development of wearable technologies and smart clothing applications, showcasing Taiwan's competitive strengths. Taiwan currently supplies approximately $70\%$ of the functional fabrics used by internationally renowned brands. Many of the world's major outdoor and athletic brands, including Nike, Under Armour, Adidas, and lululemon, have long relied on Taiwanese textile manufacturers. Taiwan has become one of the

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world's key suppliers of man-made fibers, and functional, high-quality fabrics have become a defining feature of Taiwanese textile products.

In recent years, environmental requirements in Europe's high-end markets have risen significantly, prompting global brands to increase the proportion of eco-friendly materials in their products. As a result, demand for sustainable apparel has continued to grow. The use of recycled polyester in new apparel collections has increased year by year, and under the global movement toward net-zero carbon emissions, brand customers have shown a steadily rising demand for recycled PET (R-PET) materials. International brands are actively supporting environmental sustainability through concrete actions, driving Taiwanese producers of bottle-grade polyester chips to focus on differentiated, eco-friendly products in order to distinguish themselves from low-priced goods from China.

Taiwanese manufacturers have achieved significant progress in the development of functional textile materials, such as antibacterial and odor-resistant, fire-resistant, UV-resistant, eco-friendly, elastic, thermal, and cooling functional yarns. There are 3D filament yarns with properties like rapid sweat absorption, stretchability, stain resistance, and color retention, as well as bamboo charcoal fibers with functions like deodorization, moisture absorption, and mold prevention. New materials like recycled PET environmental yarns, which incorporate energy-saving and eco-friendly concepts, have also been developed and favored by internationally renowned sportswear brands.

(3) Downstream:
Dyeing, garment industry and other home textile industries are downstream of the textile industry. Dyeing is the most energy- and water-consuming part of the textile industry, but it also provides an important part of fabric product differentiation and added value. In response to international environmental protection requirements, the dyeing industry has recently focused on upgrading dyeing technology, developing low-carbon or environmentally friendly green products, in order to achieve energy saving and carbon reduction, and produce products that comply with international environmental protection regulations. Driven by the circular economy, recycling textiles such as old clothes and waste fabric to produce regenerated polyester pellets has become the latest recycled material in the market, following the recycling of discarded PET bottles and ocean garbage.

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The garment and home textile industry are the ones with the highest processing level and added value in the midstream and downstream of the textile industry. However, due to domestic labor shortage, rising wages, and the rise of emerging countries (such as Indonesia, Turkey, Brazil, Vietnam, etc.), Taiwanese factories have gradually adjusted their industrial structure in recent years and shifted production to marketing, direct investment in overseas markets, and strengthen the development of product design capabilities, from the unique design style or functionality perspectives, such as functionality, warmth, quick-drying, breathable, nanotechnology, biomaterials technology, environmental protection technology, bactericidal effect, anti-electromagnetic waves, etc.

3. Product Development Trend and Competition

Driven by tariff pressures and the need to reduce costs, global apparel brands have increasingly shifted toward one-stop sourcing models and relocated their production focus to Southeast Asia. In response, Taiwan's upstream, midstream, and downstream textile suppliers, including raw-material, yarn, fabric, and garment manufacturers, have expanded their presence in the region to establish integrated and end-to-end supply chains. Vietnam and Indonesia have become the primary manufacturing bases for Taiwanese companies, serving as the industry's second production hub outside Taiwan. Textile manufacturers are actively expanding their production lines and capacity to secure additional orders, adding new momentum to the recovery of business operations.

Southeast Asian countries enjoy tariff exemptions under the Regional Comprehensive Economic Partnership (RCEP) and the China-Korea Free Trade Agreement (FTA). In contrast, Taiwan is not a participant of RCEP and has not entered into any FTAs, resulting in comparatively higher tariffs. Although tariff reductions were previously available under ECFA, China's suspension of preferential ECFA tariff rates has led to increased tariffs, which poses significant disadvantages for Taiwan's export-oriented textile industry. The impact is particularly severe for upstream raw-material suppliers, who now face intensified competitive pressure.

The tariff policies implemented during the Trump administration negatively affected Taiwan's textile industry and also created impacts on production in China, Vietnam, Indonesia, and Cambodia. However, in July 2025, the United States announced a

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reduction of Vietnam's tariff rate from 40% to 20%, making Taiwanese manufacturers with production facilities in Vietnam the primary beneficiaries of this adjustment.

The adoption of digital tools such as digital design, 3D design systems, digital fabrics, digital color management, digital sampling, mixed reality presentations, virtual fitting applications, and supply chain transparency platforms has increased significantly in the market. With the rapid advancement of AI technologies, Taiwanese manufacturers are positioned to develop intelligent manufacturing capabilities and expand into the fashion and textile metaverse to enhance consumer experience. Combined with newly developed functional, eco-friendly, and recycled fabrics, manufacturers are moving toward vertically integrated and digitally connected supply chains. Looking ahead, environmentally sustainable, low-carbon, and functional high-end products are expected to become the mainstream offerings of international brands. Environmentally friendly textiles, biodegradable materials, and natural fibers such as cotton products are also anticipated to dominate future market demand.

With the rise of AI, generative AI has become a new driver of digital transformation by enabling creative generation and accelerating innovation across industries. Taiwan has already developed AI self-learning fabric inspection systems that address the limitations of traditional visual inspection and significantly reduce misjudgment rates. With a complete and well-integrated textile supply chain, Taiwan is well-positioned to combine AI technologies with its semiconductor strengths to advance the development of the entire industry. This integration is expected to enhance the productivity and responsiveness of Taiwanese brands and further fuel substantial growth across the textile sector.

(III) An overview of the company's technologies and its research and development work:

  1. Research and development expenses for the most recent two fiscal years and up to the date of the printing of annual report:

Unit: in NT$ thousands

Year 2026 to the date of printing 2025 2024
Amount 2,802 13,484 23,402

  1. Research and development work:

(1) TEXTURED YARN DEPARTMENT:
A. Various types of polyester processed yarns that mimic natural fibers, such as wool-like, linen-like, cotton-like, etc.
B. Dual-tone polyester processed yarns: such as CD50% processed yarns, woolenex yarn, two-tone faux fur, faux linen yarns, etc., with natural two-color and speckled effects, that create various high-quality and trendy fabric textures.
C. with a velvety luster and tactile effect, suitable for various home decor fabrics.
D. Elastic yarn: 100% polyester natural elastic yarn with suitable mechanical elasticity through its physical properties.
E. Fine denier processed yarns with a denier of 75 or less.
F. Customization of specifications, denier, luster, cross section, etc. of various processed yarns according to customer demand.

(2) TEXTILE DEPARTMENT:
A. Customized elastic fabrics with various specifications, uses and components.
B. Moisture-absorbing and quick-drying, water-repellent, anti-fouling, etc. light functional processing with fashionable design, formal and casual series of fabrics.
C. Laminating, Gold print, Emboss, Printing and other fashion functional fabrics.
D. Cloth series for Muslim women's robes and men's robes
E. Velvet luster and tactile, bernat velvet yarn home decoration fabrics.
F. 100% polyester long fiber fabric, T/R interwoven fabric.
G. Wool-like, cotton-like, hemp-like and other distinctive products that imitate the tactile and characteristics of natural fibers.
H. Environmentally friendly green products: recycled fiber made from recycled materials, such as used plastic bottles, which is suitable for bags, clothing, and leisure fabrics.

(IV) The company's long- and short-term business development plans:

  1. Long-term development plans

(1) Effects of Vertical Integration

The Company's production scope covers midstream polyester and downstream textiles and provide customers with consistent integration services from R&D to sales. In addition to increasing profit opportunities, the Company can also reduce operating costs through resource integration and is more capable of

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responding to fluctuations in raw material prices to ensure business performance and create a competitive advantage that is difficult for others in the same industry to surpass.

(2) Flexible Adjustment of Product Structure
Impacted by the Chinese manufacturers, general specification products have fallen into the red ocean market. In order to avoid vicious price competition with others in the same industry, the Company actively explores the blue ocean market, focuses on the sales and R&D of differentiated products, and enhances profitability through flexible adjustment of product structure, increase in self-use ratio, and expansion of deep processing levels.

(3) Exploring potential markets
In addition to cultivating existing customers, it is also necessary to continue expanding new customer sources and develop high value-added products based on market demand. The Company pays close attention to the economic and trade conditions of each market, formulates different marketing strategies for each region, and establishes a global sales channel through close cooperation between the sales and production teams.

  1. Short-term development plan
    (1) Integrating the product planning, Textured yarn, and Textile departments' R&D and design capabilities to accelerate the development of high-value-added products. The Company actively participates in exhibitions in emerging countries and Europe and America, expands into new areas, and strategically layouts to seek new business opportunities and customers.

(2) By reorganizing the benefits of existing products, the Company aims to create new value for the current customers, while also deepening the relationships with valuable clients to pursue long-term and stable orders. The Company will cut into new customer supply chains by introducing anti-epidemic and environmentally friendly products as well as industrial fabrics and will utilize digital marketing through online platforms to directly engage with buyers and actively develop new customers through e-commerce operations.

(3) Integrate suppliers to strengthen inter-company collaboration, enhance production efficiency, shorten research and development timelines, and align production planning with market demand as well as advanced technologies from Europe, the United States, and Japan, while maintaining a customer-oriented approach.

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II. Overview of production and marketing situation

(I) Market analysis:
Geographic areas where the main products are provided
The Company's main products are processed yarn and polyester fiber fabric, which are mainly used in the manufacturing of clothing and various types of fabrics. Processed yarn is mainly sold domestically, while polyester fiber fabric is sold to countries around the world. The exports accounted for approximately 61% of our total revenue for 2025, with major export markets including Asia, the Middle East, Europe, North America, and Central and South America.

Distribution of product sales by region for the last two years

Unit: in NT$ thousands

Year Sales region 2025 2024
Amount % Amount %
Export Asia 239,000 31 247,993 25
Europe 180,232 24 213,977 22
America 41,290 5 32,208 3
Other 7,654 1 5,711 1
Domestic sales 302,006 39 489,233 49
Total 770,092 100 989,122 100
  1. Market share
    According to the statistics of the Taiwan Textile Federation, the Company has a market share of approximately 1% in exports.

  2. Demand and supply conditions for the market in the future, the market's growth potential, the company's competitive niche and future development:
    (1) Future market supply
    The company's products are long-fiber textiles, and the supply of raw materials comes from man-made fiber manufacturers. Due to the well-developed petrochemical industry in Taiwan, the supply of raw materials such as POY and DTY is abundant and the quality is stable.
    (2) Future market demand
    With the growing demand in the leisure market, the demand for lightweight and stretchable fabrics is growing. The Company aims to strengthen the research and development of lightweight and stretchable fabrics and collaborate with the upstream and downstream partners to jointly develop lightweight and fashionable fabrics.
    (3) The demand for man-made fiber fabrics has been increasing year by year, and the Company has the advantage of vertical integration with weaving and upstream processing factories.


With a strong R&D and sales team, strict control over production quality and costs, the products have a certain market competitive advantage, and have a promising future for development.

  1. Expected sales volume and the basis thereof:

The Company's sales target for 2026 is estimated based on factors such as production capacity, sales regions, and economic cycles. It is expected that the sale of filament fabrics will be 13.5 million yards the sale of processed silk will be 2,400 metric tons.

  1. The positive and negative factors for future development

(1) Positive factors that will impact the future development

A Strong product demand:

Polyester fibers are widely used in household and industrial textiles due to their high strength, resistance to chemicals and wrinkles, as well as properties such as quick-drying fabric.

B Good quality and strong functionality: Polyester fiber is of a high-tech and capital-intensive industry. In recent years, the texture and touch of polyester filament fabrics have been continuously improved, and various functional products have been developed, which has increased the demand for polyester products.

C Excellent production and sales efficiency: In order to strengthen the international marketing, the Company not only has agents in the major markets worldwide, but also regularly sends personnel to conduct business surveys and market promotions around the world, effectively grasping local business conditions and trends. Furthermore, in order to promote the own brand and collaborate with international brands, the Company has been actively participating in various commercial affairs in recent years, with a good marketing channel. As for production, the Company owns various types of world-renowned weaving machines and false twisting machines with superior performance, making the Company capable of meeting the demands of small quantities and diverse styles. The skilled employees also contribute to high production efficiency.

D Control of the source supply of raw material: The man-made polyester industry in Taiwan has a complete upstream, midstream, and downstream supply chain which gives a stable supply of raw materials.

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(2) Negative factors that will impact the future development and the response

Facing escalating geopolitical tensions, cross-strait trade relations, U.S.-China confrontation, and regional conflicts, the recovery of the global macroeconomic environment remains uncertain. These factors may dampen consumer confidence and, in turn, suppress global economic growth. Rising operating costs further undermine international competitiveness.

Response:

A. Improving manufacturing processes: Strengthening employee on-the-job training and industry observation to improve the production technology and yield of new functional products and work closely with downstream manufacturers to enhance the quality stability of finished products.

B. Exploring new customer: Improving product innovation and quality, actively cooperating with clothing brand to create higher added value, and devoting to customer expansions in other emerging countries, diversifying the market, and reducing operational risks.

C. Developing niche products: Grasping new fashion trends, developing new materials, introducing aesthetics, cultural creativity, etc., researching and developing fabrics with new textures, new colors, and new functions, gradually shifting to non-price competition, actively carrying out cross-industry integration, and using product innovation, uniqueness, and delicacy, design and construction of a complete supply chain system to deepen customer service and increase profit margins.

D. Increasing the reuse rate of textiles and enhancing the recyclability and reusability of products is the goal. Transforming the linear value chain of past materials—manufacturing-use-disposal into a circular recycling system ensures that materials in the value chain are not discarded after use but are transformed and utilized within the textile value chain loop for an extended period.

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圖1
img-1.jpeg
資料來源:聯合國環境規劃署《紡織品價值鏈可持續性和循環性報告》,2020.10.20

(II) Usage and manufacturing processes for the Company's main products.

  1. Usage of the main products:

Synthetic fiber fabrics - used in the manufacture of various types of apparel.

  1. Production Process:

img-2.jpeg


(III) The state of supply of main raw materials.

The Texturing Division is responsible for procuring the Company's primary raw materials required for production, namely polyester textured yarn. Domestic upstream polyester fiber capacity is sufficient to meet market demand. In addition to meeting internal processing requirements, the Texturing Division supplies its products to both internal operations and external customers. Accordingly, the supply of required raw materials remains stable and adequate.

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(IV) The list of suppliers and clients accounting for 10 percent or more of the company's total procurement (sales) amount in either of the 2 most recent fiscal years, the amounts bought from (sold to) each, the percentage of total procurement (sales) accounted for by each:

Information on Major Suppliers for the Most Recent 2 Years
Unit: in NT$ thousands

2024 2025 Up to the preceding quarter of 2026 (Note 2)
Item Name Amount Percentage of annual net purchases (%) Relationship with the issuer Name Amount Percentage of annual net purchases (%) Relationship with the issuer Name Amount Percentage of net purchases up to the preceding quarter of the current fiscal year (%) Relationship with the issuer
1 B 101,444 20 None C 76,780 27 Substantive related party C 20,812 59 Substantive related party
2 A 77,021 15 None E 64,664 23 None E 3,552 10 None
3 D 65,778 13 None F 32,754 12 None - - - -
4 E 64,376 12 None D 27,290 10 None - - - -
Others 192,158 40 Others 77,951 28 Others 10,879 31
Net purchases 500,777 100 Net purchases 279,439 100 Net purchases 35,213 100

Reasons for increase or decrease: market prices and changes in product demand.


Note 1: List all suppliers accounting for 10 percent or more of the Company's total procurement amount in the 2 most recent fiscal years and the amounts bought from each and the percentage of total procurement accounted for by each. If the company is prohibited by contract from revealing the name of a supplier, or a trading counterparty is an individual person who is not a related party, it may use a code in place of the actual name

Note 2: If, up to the date of publication of the annual report for a TWSE or TPEx listed or Emerging Stock company, there is any financial data audited and attested or reviewed by a CPA for the most recent period, it shall also be disclosed.

Information on Major Customers for the Most Recent 2 Fiscal Years

Unit: in NT$ thousands

| | 2024 | | | | 2025 | | | | Up to the preceding quarter of 2026
(Note 2) | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Item | Name | Amount | Percentage of annual net sales (%) | Relationship with the issuer | Name | Amount | Percentage of annual net sales (%) | Relationship with the issuer | Name | Amount | Percentage of net sales up to the preceding quarter of the current fiscal year (%) | Relationship with the issuer |
| 1 | Client A | 67,812 | 7 | None | Client B | 51,781 | 7 | None | Client B | 25,313 | 15 | None |
| | Others | 921,310 | 93 | None | Others | 718,311 | 93 | None | Others | 145,741 | 85 | None |
| | Net sales | 989,122 | 100 | | Net sales | 770,092 | 100 | | Net sales | 171,054 | 100 | |

Reasons for Increase or Decrease: Changes in market demand and development of client.

Note 1: List all customers accounting for 10 percent or more of the Company's total sales amount in the 2 most recent fiscal years and the amounts sold to each and the percentage of total sales accounted for by each. If the company is prohibited by contract from revealing the name of a customer, or a trading counterparty is an individual person who is not a related party, it may use a code in place of the actual name.

Note 2: If, up to the date of publication of the annual report for a TWSE or TPEx listed or Emerging Stock company, there is any financial data audited and attested or reviewed by a CPA for the most recent period, it shall also be disclosed.


III. Overview of employees employed

Employee Statistics for the Most Recent 2 Fiscal Years up to the Annual Report Publication Date

31 March 2026

Fiscal year 2024 2025 As at 31 March 2026 of the current fiscal year
Number of employees Direct labor 163 120 76
Indirect labor 109 117 91
Total 272 237 167
Average age 43.08 44.04 43.87
Average years of service 12.58 13.10 12.38
Education distribution percentage (%) Ph.D. 0 0 1%
Master's degree 5% 7% 7%
College 29% 30% 32%
Senior high school 27% 23% 21%
Below senior high school 39% 40% 40%

IV. Disbursements for environmental protection

(I) The application, payment, or establishment of an environmental protection specialist unit for obtaining a pollution facility installation permit, a pollution discharge permit, or paying pollution prevention and control fees as required by laws and regulations: The sewage discharged from the Company's Changbin Factory has first been processed by the Company, and it was then discharged to the sewage treatment plant at the industrial park to be reprocessed. The takeover was completed on 3 December 1998. The proof of the takeover: Letter Zhang-Bin-Gong-Guan (87) No.870908 obtained from Changhua Coastal Park Service Center. Due to the fact that the Luzhu Factory is located outside of the industrial park, the sewage discharge is handled by the Company itself, and the sewage treatment and discharge permit has been obtained from Taoyuan County with letter Huan-Pai-Xu No. H0139-00.

(II) The Company's products do not contain environmental directive products controlled by ROHS.

(III) The Company has suffered no loss including any compensation paid due to environmental pollution incidents in the last two years.

(IV) Expected capital expenditures on environmental protection: The environmental protection facilities invested and operated by the Company, and the treatments of air pollution, sewage, and waste are all treated in accordance with environmental protection laws and regulations and comply with environmental protection standards and regulations. There is no plan for major expenditures on environmental protection in the future.

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V. Labor relations

(I) Current labor-management agreements and measures for preserving employees' rights and interests

  1. Compensation system

Based on individual and organizational performance, the Company formulates an incentive variable compensation system, and states in the Company's articles of association to distribute part of the Company's net profit as employee profit-sharing compensation. The Company pays attention on the market salary dynamics and make appropriate adjustments to achieve the benefits of talent retention.

  1. Insurance system

According to the laws and regulations, the Company provides employees with labor insurance, health insurance, and allocates the labor pensions according to the Labor Pension Act, and additionally provides group insurance.

  1. Employee benefit plans

The Company has established an Employee Welfare Committee which allocates welfare funds in accordance with the law to carry out various employee welfare measures, such as providing employees with marriage allowances, childbirth incentives, children's scholarships, employee travel incentives, and providing leisure clothing, etc. The Company also has a lactarium and has signed a contract with a childcare service institution to provide childcare services.

  1. Continuing education and training

The Company conducts pre-employment training courses and functional on-site training for new recruits, and conducts performance evaluations based on the training results, so as to strengthen employee functions and improve business performance and competitiveness. In order to cooperate with the Company's long-term development and improve the quality of employees, the Company plans general training and professional courses, and internally invites employees to share professional skills with their colleagues through courses. Through talent training, every employee can maximize their potential. General training includes fire safety training, occupational safety education and training. Professional training is to send personnel to participate in the training courses of various training institutions according to the professional courses of each department and the knowledge required for work, such as: audit training, accounting training, executive management training, professional technical training, marketing training, and business training.

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  1. Retirement System

In accordance with the Labor Standards Act, retirement matters for colleagues are handled by establishing a Labor Retirement Reserve Supervisory Committee to review and supervise the use of retirement funds. Retirement funds are allocated on a monthly basis to the Labor Trust Account in the Bank of Taiwan to ensure the rights and benefits of retired colleagues. For colleagues who are eligible and have chosen to apply the New Labor Pension Scheme, monthly pension contributions are made to the individuals' labor pension account in accordance with the "Labor Pension Act". The Company established a labor pension fund account with the Central Trust of China in 1986 and established a "Labor Retirement Reserve Supervisory Committee" to supervise the use of pension funds. The committee meets regularly once a quarter, and it is sufficient that more than half of the labor representatives supervise the pension funds. The Company conducts pension actuarial calculation and appropriation regularly by Bojiu Co. every year. In July 2005, the Ministry of Labor launched a new system of labor pensions. In July 2005, the Ministry of Labor launched the new labor pension system. The company solicited the opinions of its employees in accordance with the law, and all employees who were converted to the new system and new hires are allocated a retirement pension of 6% of their full salary to their personal accounts. The old system seniority is retained, and retirement benefits are given in accordance with the law upon retirement. The retirement pension system covers 100% of formal employees.

  1. Ethical management and code of ethical conduct

To promote the sustainable development of the Company and establish a culture of integrity, the Company has established management guidelines such as the "Ethical Management", "Procedures for Ethical Management and Guidelines for Conduct" and other management standards. These guidelines ensure that directors, managers, and employees are committed to conducting business with integrity.

The Code of Conduct for Ethical Management includes: Prohibition of dishonest behavior, forms of benefit, compliance with laws, policies, prevention plans, commitments and execution, prohibition of infringement of intellectual property rights, honest and fair business practices, prohibition of unfair competition, prohibition of bribery and acceptance of bribery, prohibition of providing illegal political contributions, prohibition of inappropriate charitable donations or sponsorships, prohibition of unreasonable gifts, hospitality or other improper benefits, confidentiality agreements, organization and responsibilities, compliance with laws in business execution, avoidance of conflicts of interest for company personnel, accounting and internal controls, education, training and evaluation, reporting, disciplinary and complaint mechanisms, and information disclosure, etc.

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The content of the Procedures for Ethical Management and Guidelines for Conduct includes: procedures for prohibiting the provision or acceptance of improper benefits and processing of acceptance of improper benefits, avoidance of conflicts of interest, organization and responsibilities of the confidentiality mechanism, prohibition of disclosure of trade secrets, prohibition of insider trading, declaration of integrity management policies to the public, explanation of integrity management policies to business counterparts, avoidance of transactions with non-integrity businesses, handling of company personnel involved in non-integrity behavior, handling of non-integrity behavior by others towards the company, establishment of reward and punishment systems, complaint and appeal procedures, and disciplinary measures, etc.

  1. The status of labor-management agreements and measures for preserving employees' rights and interests

All measures related to labor-management relations are in compliance with relevant laws and regulations, and the implementation is well-executed.

  1. Occupational health and safety management and workplace safety measures

The "Occupational Safety and Health Management Measures" is the highest guiding principle of the Company's safety and health management. It is also the vision and goal of the company to establish a safe, healthy and comfortable working environment and to continuously reduce the rate of occupational accidents. The Company always takes safety operation as the primary consideration and uses risk management and continuous improvement management principles to strengthen hazard identification, actively improve workplaces, manufacturing equipment and operating methods, so as to effectively prevent occupational injuries and diseases to protect employees and safety and health of stakeholders. In order to ensure the safety and health of employees, the Company takes the following measures:

(1) Labor and management participation to build a safe and hygienic working environment:

The key to successful occupational safety and health management is the participation of all employees. The Company's production bases, according to their scale and nature, work with labor representatives to formulate safety and health work rules that suit their needs, and implement accident investigations and operating environment monitoring. In addition, the Company's occupational safety and health management can be operated through the Occupational Safety and Health Committee, and can also be improved through the labor-management meeting of each production site and employee proposals to improve the system. The Company encourages colleagues to be

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creative on safety and health issues and put forward suggestions for improvement, so as to create a safe and healthy working environment and expand labor participation.

(2) Working Environment Maintenance:
The Company's procurement of machinery, appliances, equipment, materials, raw materials and personal protective equipment is mainly based on the procurement management system of the Taiwan Occupational Safety and Health Management System (TOSHMS) to ensure that the purchased items are in the process of inspection on receipt, unloading, transports, storage, and that the safety and hygiene requirements in the process of mechanical equipment installation and other processes are in compliance with relevant regulations. In addition, in order to grasp the real state of the labor operation environment and evaluate the labor exposure situation, the Company has appointed a qualified work environment monitoring organization to monitor according to the work environment monitoring plan. If the monitoring results do not comply with the laws and regulations, further improvement measures or strengthening management will be taken to improve the workplace environment, prevent occupational diseases, and maintain labor health.

(3) Employee Health Maintenance:
The Company implements employee health checks and management every year according to the law, hires special professional medical specialists and nurses, implements various health guidance based on the results of employee health checks, and implements analysis and recommendations of health grading management for employees working in operations with specific health danger after special health checks.

(4) Disaster Prevention Drill:
In order to prevent occupational accidents and protect the safety and health of employees, the company has formulated an "emergency response plan" to deal with accidents such as fire, typhoon, earthquake, statutory infectious diseases, and chemical leakage. In order to ensure the effectiveness of emergency reaction, the Company regularly conducts disaster prevention drills in different disaster situations several times a year to strengthen the ability of dealing with emergencies, so as to check the emergency reaction ability of employees in the event of accidents and familiarize themselves with the operation skills of various equipment, in order to avoid or reduce casualties, property losses and environmental impact, and protect the safety of employees in the plant and the residents nearby.

(5) Training for occupational safety and health personnel:
To ensure that every employee is familiar with the relevant occupational safety and health laws and regulations, as well as the Company's safety and health management mechanism, the Company

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regularly provides employee training courses related to safety and health.

(II) List any losses suffered by the company in the most recent fiscal year due to labor disputes and disclose an estimate of possible expenses that could be incurred currently and, in the future, and measures being or to be taken: The company has maintained good labor relations, with no major labor disputes occurring.

VI. Cyber security management

(I) Describe the cyber security risk management framework, cyber security policies, concrete management programs, and investments in resources for cyber security management:

  1. Cyber security risk management framework

In order to ensure the security of the Company's own and customers' partners' information assets, in view of the information security risk assessment and to protect the rights of the Company and its stakeholders, the Company established the Industry 4.0 Special Unit in 2022 and on 14 March 2024, the board of directors approved the establishment of a Chief Information Security Officer to be responsible for drafting the annual information security strategy and integrating supervision and coordinate the annual information security plan, information security review benchmark; the Company coordinates relevant resources and cross-unit activities, coordinates information security incident management, plan information security education, formulate and implement information security audit operations; the Industry 4.0 Special Unit holds monthly executive meetings to review and make resolutions on information security and information protection guidelines and policies, and to implement the effectiveness of information security management measures.

  1. Cyber security policies

The Company formulates methods and measures for information use and formulates personal data protection management points with reference to government regulations; collects and analyzes the latest information security-related laws and regulations at any time to formulate or revise relevant management methods and measures; regularly reviews the information security-related operations that need to be performed to ensure compliance with security policies.

  1. Concrete management programs, and investments in resources for cyber security management

The company values information security risk control and protection, and implements strict control measures, such as the control of external transmission of data must go through application approval, mail system

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protection, data output control of printing and fax, network abnormality inspection, information equipment entry and exit must follow the procedures for application approval, prohibition of bringing in private storage devices, and prohibition of private equipment to take pictures or video recording, strengthening access control, authority needs to be re-examined regularly, giving all colleagues information security education and training through in-person or online courses. On the day when new employees arrive at the job, they will conduct information security education and training for newcomers, assist in understanding relevant information security regulations, and announce information security management and major information security incidents for awareness promotion. The employees regularly participate in various technical courses related to information security or hacker attack and defense. The Company trains information security technicians, strengthens physical protection, upgrades information security management and control, and purchases new equipment or introduces new technologies according to annual plans.

In recent years, there have been frequent cyber-attacks, especially ransomware, which has a wide range of impacts and has caused great damage to enterprises, so we should not take it lightly. The company conducts in-depth analysis and discussion on major information security incidents domestically and abroad, such as transnational cyber crimes, corporate fraud, extortion, leaks, etc. The Company strengthens internal and external network attack protection, education and training awareness promotion, strict implementation of firewall policy review, host endpoint protection, network intrusion detection, server security system updates, host system and network device vulnerability repair, zero-day attack protection, phishing email detection, abnormal behavior determination, computer room management, etc. Through the Company's information security maintenance platform, regular system checks, and improvements are carried out, and new technologies are introduced to strengthen data protection; the Company adheres to the business philosophy of mutual benefit and win-win, seeking truth from facts, creating value for customers and shareholders, and fulfilling social responsibilities.

(II) List any losses suffered by the company in the most recent fiscal year and up to the annual report publication date due to significant cyber security incidents, the possible impacts therefrom, and measures being or to be taken. If a reasonable estimate cannot be made, an explanation of the facts of why it cannot be made shall be provided: None.

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VII. Important contracts

The contracting parties, major content, restrictive clauses, and the commencement dates and expiration dates of supply/distribution contracts, technical cooperation contracts, engineering/construction contracts, long-term loan contracts, and other contracts that would affect shareholders' equity, where said contracts were either still effective as of the date of publication of the annual report, or expired in the most recent fiscal year: None

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Chapter V. Review and analysis of financial position and financial performance and assessment of risks

I. Financial position

Comparative Analysis of Consolidated Financial Position:

Unit: in NT$ thousands

Item\Fiscal year 2025 2024 Change
Amounts %
Current Assets 750,113 923,680 (173,567) (19)
Non-Current Assets 3,720,365 1,846,257 1,874,108 102
Total Assets 4,470,478 2,769,937 1,700,541 61
Current Liabilities 3,650,55 287,850 77,205 27
Non-Current Liabilities 1,981,811 81,568 1,900,243 2,330
Total Liabilities 2,346,866 369,418 1,977,448 535
Capital 1,306,660 1,306,660 0 0
Capital Reserve 1,623 1,538 85 6
Retained Earnings 720,285 896,150 (175,865) (19)
Shareholders' Equity and Other Items 95,044 196,171 (101,127) (52)
Total Shareholders' Equity 2,123,612 2,400,519 (276,907) (11)
Description:Non-current assets and liabilities increased compared with the prior year, primarily due to a sale-and-leaseback transaction entered into by the Company in the second quarter. The Company obtained bank borrowings and used the proceeds to finance the acquisition of real estate amounting to approximately NT$2.1 billion. The sale-and-leaseback transaction has a lease term of 20 years with total lease payments of approximately NT$3.37 billion, resulting in the recognition of net finance lease receivables of approximately NT$1.3 billion and investment property of approximately NT$1.24 billion.

II. Financial performance

(I) Comparative Analysis of Consolidated Financial Performance:

Unit: in NT$ thousands

Item\Fiscal year 2025 2024 Change
Amount %
Revenue $770,092 $989,122 (219,030) (22)
Gross Margin 87,001 (13,566) 100,567 (741)
Operating Expenses (181,055) (181,730) (675) (0)
Net Operating Loss (94,054) (195,296) 101,242 (52)
Non-operating income and expenses 10,485 42,726 (32,241) (75)
Pre-tax Net Loss (83,569) (152,570) 69,001 (45)
Income Tax Expenses (29,653) (46,031) 16,378 (35)
Net Loss of the Current Period (113,222) (198,601) 85,379 (43)
Description :
1. Changes in operating revenue, gross profit, and operating loss were primarily attributable to adjustments made to the Company’s future operating strategy in 2024 in response to low-priced competition from China and geopolitical conflicts in the Middle East. The Company shifted its focus toward higher-value products and conducted a comprehensive review of its product portfolio during the period, resulting in additional inventory write-downs. As a result, costs were higher in the prior year, leading to negative gross margins.
2. Non-operating income decreased during the period, mainly due to an increase in the Company’s share of losses from associates and joint ventures accounted for using the equity method.
3. Income tax expense decreased compared with the prior year. Given the lower expected recoverability of deferred tax assets in future periods, the Company fully wrote off its deferred tax assets during the current period. Accordingly, deferred tax assets decreased, and the related deferred tax expense recognized during the period was lower than that of the prior year.

(II) Sales volume forecast and the basis therefor:

Based on the Company's business strategy, the business goals and budgets of each business department, the table was made with reference to the overall industry prospects and development trends and operating conditions over the years and other reasonable assumptions.

Major Product Quantity
Polyester fiber cloth 13,500 Thousands of yards
Polyester filament yarn 2,400 Ton

(III) Describe the effect upon the company's financial operations as well as measures to be taken in response: None.


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III. Cash flow

Analysis Cash Flow Changes during the Most Recent Fiscal Year

Monetary Unit: in NT$ thousands

Cash Balance at the Beginning of the Period Net Cash Provided by Operating Activities for the Year Cash Outflow for the Year Cash Balance (Deficit) Remedy for Cash Deficit
Investment Plan Wealth Management Plan
$267,858 $120,000 $100,000 $287,858 None None
1. Analysis of cash flow changes in this year: The main cash outflow in this year were dividends payment, employee compensation and goods.
2. Remedial measures and liquidity analysis of estimated cash deficit: None.

IV. The effect upon financial operations of any major capital expenditures during the most recent fiscal year: None.

V. The company's reinvestment policy for the most recent fiscal year, the main reasons for the profits/losses generated thereby, the plan for improving reinvestment profitability, and investment plans for the coming year

(1) Investment Policy:

The Company formulates investment plans based on operational needs and potential future growth. Evaluations are conducted on factors such as the organizational structure of the investee business, investment purpose, location, market conditions, business development, and financial performance, with corresponding investment proposals prepared for the management's decision-making reference. Additionally, the Company has established the "Procedures for Acquisition or Disposal of Assets", "Operating Guidelines for Financial and Business Transactions with Related Parties," and the "Regulations


Governing the Supervision and Management for Subsidiaries” to monitor the financial and operational status of investee companies, review their procedures regarding significant financial and business matters, and ensure legal compliance. These mechanisms are designed to manage operational risk and maximize the business performance of subsidiaries.

(2) Main Causes of Investment Gains or Losses and Improvement Plans:

In 2025, the Company recognized a share of losses from associates and joint ventures accounted for using the equity method amounting to NT$(32,304) thousand, representing 39% of the Company’s pre-tax net loss. The Company continues to actively pursue transformation and business diversification to reduce over-reliance on a single industry and to build a more resilient framework for risk mitigation.

(3) Investment Plans for the Coming Year:

Looking ahead, the Company will continue to incorporate ESG considerations into its investment decisions, evaluating issues such as sustainable development. Strategic long-term investments aligned with the Company’s core business will remain the guiding principle. All investment plans will be prudently assessed by management based on industry trends and company needs, and submitted to the Board of Directors for approval.

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VI. Analysis and assessment of risks

(I) The effect upon the company's income (loss) of interest and exchange rate fluctuations and changes in the inflation rate, and response measures to be taken in the future:

  1. Changes in interest rate

Unit: in NT$ thousands : %

Item Fiscal year 2025
Consolidated interest expense 3,651
Consolidated net revenue 770,092
Ratio of consolidated interest expense to consolidated net revenue 0.5%

Source: Consolidated financial statements attested by the CPAs.

The proportion of the Company's 2025 interest expense to net revenue of the period is 0.5%, representing an immaterial proportion. It was mainly due to the financing interest generated by the Company's borrowing from financial institutions for operating needs. Although the market interest rate fluctuated, it did not cause a significant adverse impact on the Company's revenue and profit. The Company observes and analyzes the impact of interest rate changes in the financial market on the cash flow of all interest-bearing liabilities of the Company at any time, and maintains a good relationship with banks, and timely assesses the interest rate risks that may be encountered by all interest-bearing liabilities in order to reduce the impact of interest rate changes on the Company's income.

  1. Changes in exchange rate

Unit: in NT$ thousands : %

Item Fiscal year 2025
Consolidated Net Foreign Currency Exchange Income (Loss) 29,763
Consolidated Net Revenue 770,092
Ratio of Consolidated Net Foreign Currency Exchange Income (Loss) to Consolidated Net Revenue 3.9%

Source: Consolidated financial statements attested by the CPAs.


The proportion of the Company's 2025 net foreign currency exchange income to net revenue of the period is 3.9%. The depreciation of the NT Dollar against the US Dollar has a favorable impact on the company as its revenue is mainly in US Dollars. Depending on changes in the exchange rate market, actual positions and capital status, the Company adopts natural hedge strategy, and uses spot foreign exchange transactions to avoid exchange rate risks within the scope permitted by the policy.

3. Inflation

The company has not been significantly impacted by inflation, and is constantly monitoring market price fluctuations and maintaining good relationships with suppliers and customers to avoid any adverse effects of inflation on the Company's profits and losses.

(II) The company's policy regarding high-risk investments, highly leveraged investments, loans to other parties, endorsements, guarantees, and derivatives transactions; the main reasons for the profits/losses generated thereby; and response measures to be taken in the future:

The Company has established operational procedures, such as "Operational Procedures for Loaning Funds to Others", "Operational Procedures for Endorsements/Guarantees", and "Operational Procedures for Acquisition or Disposal of Assets" to serve as guidelines for the Company's compliance. As of the date of printing of the annual report, the Company has not engaged in any high-risk, high-leverage investments, loaning funds to others, making endorsements/ guarantees, or trading in derivative transactions. Therefore, there are no significant risks to the Company.

(III) Research and development work to be carried out in the future, and further expenditures expected for research and development work: Research and development plan of product development department: The estimated R&D expenditure to be invested in 2026 is around NTD 10 million, and the R&D process is as follows:

Research phase → Trial production in pilot factory → Process development → Business promotion

Factors that may affect the success of future research and development include:

(1) Verification of R&D results.
(2) Stability of product quality after process scale-up.
(3) The willingness of downstream manufacturers and customers to cooperate with new product testing and whether it passes the trial.

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(IV) Effect on the company's financial operations of important policies adopted and changes in the legal environment at home and abroad, and measures to be taken in response:

The Company's operations are operated in accordance with relevant laws and regulations domestically and abroad, and pay attention to the domestic and foreign policy development trends and changes in laws and regulations, collect relevant information to provide reference for decision-making at the management level, and consult relevant professionals to fully grasp and respond to changes in the market environment and to adjust the Company's relevant operating strategies in a timely manner. As of the reporting date of the annual report, the Company's financial position and operations have not been impacted by the major domestic and foreign policy and regulatory changes.

(V) Effect on the company's financial operations of developments in science and technology (including cyber security risks) as well as industrial change, and measures to be taken in response:

In addition to continuing to pay attention to market changes and related technology development trends, the Company grasps market opportunities and is committed to developing new products and new customer base to enhance the Company's long-term competitiveness. In recent years, there have been frequent cyber-attacks, especially ransomware, which has a wide range of impacts. The Company implements strict control measures. As of the reporting date of annual report, there has no technological changes (including information security risks) and industrial changes that would impact the Company's financial position and operations.

(VI) Effect on the company's crisis management of changes in the company's corporate image, and measures to be taken in response:

Since the establishment, the Company has been committed to maintaining its corporate image and strictly complying with various laws and regulations. As of the reporting date of annual report, there has no changes on the corporate image that could cause operational crisis to the Company.

(VII) Expected benefits and possible risks associated with any merger and acquisitions, and mitigation measures being or to be taken: There is currently no such plan.

(VIII) Expected benefits and possible risks associated with any plant expansion, and mitigation measures being or to be taken: There is no plan for significant expansion at the stage.

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(IX) Risks associated with any consolidation of sales or purchasing operations, and mitigation measures being or to be taken:

  1. Risks associated with consolidation of purchasing operations, and mitigation measures being or to be taken

The Company has maintained a good and stable relationship with the suppliers, and strictly controlled the product quality in addition to fully grasping the source of raw material supply to ensure the security of the supply of key raw materials.

  1. Risks associated with consolidation of sales operations, and mitigation measures being or to be taken

In 2025, the revenue contribution from any single or group of customers did not exceed 20% of the total revenue of the Company. Therefore, the Company was not exposed to risks associated with consolidation of sales. As the Company continues to expand its operations, develop new products, and acquire new customers, the risk associated with consolidation of sales is expected to decrease.

(X) Effect, Risks, and Response Measures to Changes in Directors or Shareholders Holding Over Ten Percent of Shares and Significant Transfer or Change of Equity:

As of the reporting date of the annual report, there have been no occurrences of significant transfer or change of equity involving directors or shareholders holding over ten percent of shares, thus this does not apply.

(XI) Impact, Risks, and Response Measures to Changes in Management Rights: N/A.

(XII) Litigation or Non-Litigation Events: None.

(XIII) Other Important Risks and Response Measures: None.

VII. Other Important Matters: None.

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Chapter VI. Special items to be included

I. Information related to the company's affiliates

  1. Consolidated business report of the affiliates:

(1) Organizational chart of affiliates

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(2) Basic information of each affiliate.

Name Date of Establishment Address Paid-in Capital Major Business or Production Items
CHANG FU INVESTMENT CO., LTD. 23 June 2015 7F., No. 62-5, Xining N. Rd., Taipei City NT$30,000,000 Domestic investment business
HUNG YU TECHNOLOGY 20 May 2022 7F., No. 62-5, Xining N. Rd., Taipei City NT$30,000,000 Wholesale of chemical raw materials
TAIWAN TAFFETA FABRIC CO., LTD. 1 June 1973 8F., No. 70-1, Xining N. Rd., Taipei City NTD1,298,338,480 Manufacturing and sales of polyester filament yarn and fabrics

(3) Information on the existence of the controlling and subordinate relation of the same shareholders: None.


(4) Information on directors, supervisors and presidents of the affiliates

Unit: share; %

Name Title Name or representative Shareholding
Share %
CHANG FU INVESTMENT CO., LTD. Chairman and President Representative of UNIVERSAL TEXTILE CO., LTD.: CHEN, YAO-MING 3,000,000 100
HUNG YU TECHNOLOGY CO., LTD. 3,000,000 100
TAIWAN TAFFETA FABRIC CO., LTD. Chairman and President JUANG LAO-MING 4,454,256 3.43

(5) Operation Overview of the Affiliates

Unit: in NT$ thousands

Name Amount of Capital Total assets Total liabilities Net worth Net income (after tax) for the current period. EPS (NT$)
CHANG FU INVESTMENT CO., LTD. 30,000 42,144 72 42,072 -1,869 -0.62
HUNG YU TECHNOLOGY CO., LTD. 30,000 31,338 21 31,309 1,132 0.38
TAIWAN TAFFETA FABRIC CO., LTD. 1,298,338 1,984,954 607,476 1,377,478 -136,994 -1.12
  1. Consolidated Financial Statements of Related Companies:

The entities that are required to be included in the consolidated statements of affiliates of UNIVERSAL TEXTILE CO., LTD. as at 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 TEXTILE CO., LTD. and its subsidiaries did not prepare a separate set of consolidated financial statements of affiliates.


II. Private placement of securities carried out by the company during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report: None.

III. Other matters that require additional description: None.

IV. Any of the situations listed in Article 36, paragraph 3, subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholders' equity or the price of the company's securities, has occurred during the most recent fiscal year or during the current fiscal year up to the date of publication of the annual report: None.

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UNIVERSAL TEXTILE CO., LTD.

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Chairman: CHEN, YAO-MING

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