WEI CHIH - AGM Information 2025 | FinancialReports.eu

Stock Code: 2028

WEI CHIH STEEL INDUSTRIAL CO.,LTD

2 0 2 5 A n n u a l S h a r e h o l d e r s M e e t i n g M a n u a l o f P r o c e e d i n g s

Time: 9:00 AM on Wednesday, June 18 2025 Location: 123 Nanxiang Lane, Guantian District, Tainan City (6th floor conference room)

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Chapter 1. Agenda for the Meeting 1 Chapter 2. Reported Items 2 Ⅰ.Business Report for the Fiscal Year 2024 2 Ⅱ.Audit Committee's Examination Report of the 2024 Annual Financial Statements 2 Ⅲ.Company Report on Employee Compensation and Director Compensation 2 Distribution for the Fiscal Year 2024 Ⅳ.Report on the Distribution of Cash Dividends for the Fiscal Year 2024 2 Ⅴ.Company Report on Director Remuneration Receipt for the Fiscal Year 2024 3 Chapter 3. Recognized Items 4 Ⅰ.Business Report and Financial Statements for the Fiscal Year 2024 4 Ⅱ.Distribution of Profits for the Fiscal Year 2024 4 Chapter 4. Discussion Item: Amendment to the “Company's Articles of Incorporation” 6 Chapter 5. Ad hoc Motion 6 Chapter 6. Attachment Ⅰ.Business Report 7 Ⅱ.Audit Committee Audit Report 11 Ⅲ.Director’s Remuneration Receipt Status 12 Ⅳ.Auditor’s Report and Financial Statements 14 Ⅴ.Amendment Comparison Table of the “Company Bylaws” 24 Chapter 7. Appendix Ⅰ.The Company's “Rules of Procedure for Shareholders’ Meeting” 26 Ⅱ.The Company's “Articles of Incorporation“ (Prior to amendment) 35 Ⅲ.Details of Directors' Shareholdings 41

Chapter 1 Agenda for the Meeting

Wei Chih Steel Industrial Co., Ltd.

2025 Annual Shareholders Meeting Agenda

Time: 9:00 AM on Wednesday, June 18, 2025

Location: 123 Nanxiang Lane, Guantian District, Tainan City (6th floor conference room)

Meeting Format: Physical Shareholders' Meeting

I. Announcement of Meeting
II. Chairman's Address
III. Reported Items
(I) Business Report for the Fiscal Year 2024.
(II) Audit Committee's Examination Report of the 2024 Annual Financial Statements.
(III) Company Report on Employee Compensation and Director Compensation Distribution for the Fiscal Year 2024.
(IV) Report on the Distribution of Cash Dividends for the Fiscal Year 2024.
(V) Company Report on Director Remuneration Receipt for the Fiscal Year 2024.

IV. Recognized items

(I) Business Report and Financial Statements for the Fiscal Year 2024.
(II) Distribution of Profits for Fiscal Year 2024.
V. Discussion Item: Amendment to the 'Company's Articles of Incorporation.'
VI. Ad hoc Motion
VII. Adjournment

Chapter 2. Reported Items

I. Business Report for the Fiscal Year 2024, Please Review. -
Explanation: Please refer to Appendix 1 (pages 7 10) of this manual for the annual report of the 2024 fiscal year.
II. Audit Committee's Examination Report of the 2024 Annual Financial Statements, Please Review.
Explanation: Audit Committee Audit Report, please refer to Appendix 2 of this manual (page 11).
III. Company Report on Employee Compensation and Director Compensation Distribution for the Fiscal Year 2024, Please Review.

Explanation:

(I)According to Article 29 of the Company's bylaws, if the Company generates a profit in the fiscal year, between 2% and 5% should be allocated for employee compensation, and up to 2% should be allocated for director compensation.
(II)Based on the profitability of 2024, and with the approval of the Compensation Committee and the Board of Directors, it has been decided to distribute employee compensation for the year 2024 in the amount of NT$7,453,715 in cash, and director compensation in the amount of NT$1,863,429 in cash.
IV. Report on the Distribution of Cash Dividends for the Fiscal Year 2024, Please Review. Explanation:
(I)According to Article 29-1 of our Company's bylaws, the Board of Directors is authorized to distribute cash dividends on a quarterly basis.
(II)The table below shows the dividend distribution for the year 2024:

2024	Board of Directors Resolution Date	Date of Issue	Cash Dividend per Share (New Taiwan Dollar)	Total Cash Dividend Amount (New Taiwan Dollar)
First quarter	May 13, 2024	-	-	-
Second quarter	August 13, 2024	January 21, 2025	0.30	97,206,540
Third quarter	November 11, 2024	-	-	-
Fourth quarter	March 12, 2025	-	-	-
Total			0.30	97,206,540

V. Company Report on Director Remuneration Receipt for the Fiscal Year 2024, Please Review. Explanation:
(I)The Company's policy, standards, and structure for director remuneration payments are as follows:
- 1 According to Article 29 of our Company's Articles of Association, allocate up to 2% of the current year's profits for Director remuneration. Director remuneration is determined based on the Company's 'Director and Functional Committee Remuneration Payment Regulations' and the results of the Board of Directors' performance evaluation. It is formulated considering the directors' contributions and the relevant industry payment levels. The final approval is given after discussion by the Compensation Committee and the Board of Directors.
- 2 Directors receive a fixed monthly salary and are also reimbursed for transportation expenses when attending meetings. Independent directors receive a fixed monthly remuneration and do not participate in profit distribution. In addition, since independent directors serve as members of the company's various functional committees, they are required to take part in the review, discussion and resolution of committee meetings. Therefore, in addition to the remuneration of general directors, they also receive functional committee remuneration every month.
(II)For more information on the receipt of director remuneration by the Company for the -
2024 fiscal year, please see Appendix 3 (Page 12 13) of this manual.

Chapter 3 Recognized Items

First Case (Board of Directors proposal)

Case: Requesting recognition of Business Report and Financial Statements for the Fiscal Year 2024.

Explanation:

(I) The Audit Committee and the Board of Directors have approved the annual business report and financial statements for the 2024 year of our Company. The financial statements have been audited and certified by the accounting firm Crowe Global, with Mr. Hsieh Jen-Yao and Ms. Tsai Shu-Man as the auditors, who have issued an audit report.
(II) Please refer to this manual for the 2024 annual business report, AUDITOR'S REPORT, and financial statements. For more information, please see Appendix 1 (pages 7-10) and Appendix 4 (pages 14-23), acknowledgment is appreciated.

Resolution:

Second Case (Board of Directors proposal)

Case: Recognition of Distribution of Profits for Fiscal Year 2024.

Explanation: The surplus distribution plan for our Company's fiscal year 2024 has been

approved by the Audit Committee and the Board of Directors. Please find the surplus distribution table below for your reference and acknowledgment.

Wei Chih Steel Industrial Co., Ltd.

Statement of Profit Distribution

Fiscal Year 2024

Wei Chih Steel Industrial Co., Ltd. Statement of Profit Distribution Fiscal Year 2024
	Unit: NT$
BeginningUndistributed Earnings	616,232,317
Add: Net Profit for the Period	316,203,498
Add: Remeasurement Amount of the Defined Benefit Plan	7,205,978
Adjusted Undistributed Earnings	939,641,793
Deduction: Provision for a 10% statutorysurplus(Note 2)	(32,340,947)
Distributable Surplus	907,300,846
Allocation Items:
2024 Year 2nd Quarter Shareholder Dividend - Cash (dividend of NT$0.30per share) (Note 3)	(97,206,540)
Undistributed Earnings at the End of the Period	810,094,306

Note 1: The distribution of profits for the 2024 fiscal year is prioritized based on the profits earned in the same fiscal year.

Note 2: A statutory surplus reserve of NT$24,490,549 was allocated in the second quarter of 2024, and an

additional NT$7,850,398 was allocated in the fourth quarter of 2024.

Note 3: The distribution of shareholder dividends for the second quarter of 2024 will be based on the total outstanding shares of 324,021,800 as of August 13, 2024.

Chairman: Kuo Su-Hui Manager: Kuo Su-Hui Accounting Supervisor: Chiu Yen-Ju

Resolution:

Chapter 4 Discussion Items

First Case (Board of Directors proposal)

Case: Requesting review of the amended 'Company Bylaws' of this company. Explanation:

(I)For operational purposes, it is proposed to revise certain articles of our Company's

'Company Bylaws'. Please see Appendix 5 (Page 24-25) of this manual for the list of revised articles.

(II)Please review.

Resolution:

Chapter 5 Ad hoc Motion

Adjournment

Attachment 1

C h a p t e r 6 A t t a c h m e n t

Wei Chih Steel Industrial Co., Ltd. Business Report for the Fiscal Year 2024

Looking back at 2024, the global steel industry continued to face numerous challenges including geopolitical risks, high inflation, weak demand, overproduction, and sluggish steel prices. Moreover, the domestic market was affected by the dumping of low-priced steel billets from China and Russia, resulting in a reduced price gap between finished products and raw materials, resulting in declining profits.

Due to the impact of the economic environment, our Company's revenue for 2024 was NT$10,196,132 thousand. The gross profit was NT$556,828 thousand, and the net profit for the period was NT$316,203 thousand. This represents a decrease of NT$415,217 thousand compared to the previous year's NT$99,014 thousand, which is a reduction of 24%.

Here is the report on the business performance for the year 2024 and the business plan for the year 2025:

I. 2024 Degree Business Results:
(I) Production and Sales Results:

Currency Unit: NT$1000

Fiscal Year Product Name	Gross Domestic Product	Gross Domestic Product	Gross Domestic Product	Sales Value	Sales Value	Sales Value
	2024	2023	Percentage Change%	2024	2023	Percentage Change%
Steel Bars	8,506,639	8,024,638	6.01%	8,713,150	8,528,325	2.17%
Bar Steel	695,559	977,127	-28.82%	955,926	1,082,566	-11.70%
Steel wire rod	300,260	352,223	-14.75%	427,939	350,024	22.26%
Steel Billet	10,158,457	9,212,396	10.27%	92,623	515,722	-82.04%
Others	51,619	48,205	7.08%	6,494	7,536	-13.83%
For Rolling Use Only	(8,922,851)	(8,753,118)	1.94%	0	0	-
Total	10,789,693	9,861,471	9.41%	10,196,132	10,484,173	-2.75%

Note: The value of steel billets includes rolled steel used for internal purposes.

(II) Comparison of Profitability:

	CurrencyUnit: NT$1000 2024 2023 Change in Amount Percentage Change% 10,196,132 10,484,173 (288,041) -2.75% 9,639,304 9,799,877 (160,573) -1.64% 556,828 684,296 (127,468) -18.63% 179,858 176,924 2,934 1.66% 376,970 507,372 (130,402) -25.70% (13,602) (8,250) (5,352) 64.87% 363,368 499,122 (135,754) -27.20% 316,203 415,217 (99,014) -23.85%	CurrencyUnit: NT$1000 2024 2023 Change in Amount Percentage Change% 10,196,132 10,484,173 (288,041) -2.75% 9,639,304 9,799,877 (160,573) -1.64% 556,828 684,296 (127,468) -18.63% 179,858 176,924 2,934 1.66% 376,970 507,372 (130,402) -25.70% (13,602) (8,250) (5,352) 64.87% 363,368 499,122 (135,754) -27.20% 316,203 415,217 (99,014) -23.85%	CurrencyUnit: NT$1000 2024 2023 Change in Amount Percentage Change% 10,196,132 10,484,173 (288,041) -2.75% 9,639,304 9,799,877 (160,573) -1.64% 556,828 684,296 (127,468) -18.63% 179,858 176,924 2,934 1.66% 376,970 507,372 (130,402) -25.70% (13,602) (8,250) (5,352) 64.87% 363,368 499,122 (135,754) -27.20% 316,203 415,217 (99,014) -23.85%	CurrencyUnit: NT$1000 2024 2023 Change in Amount Percentage Change% 10,196,132 10,484,173 (288,041) -2.75% 9,639,304 9,799,877 (160,573) -1.64% 556,828 684,296 (127,468) -18.63% 179,858 176,924 2,934 1.66% 376,970 507,372 (130,402) -25.70% (13,602) (8,250) (5,352) 64.87% 363,368 499,122 (135,754) -27.20% 316,203 415,217 (99,014) -23.85%
Fiscal Year Items	2024	2023	Change in Amount	Percentage Change%
Revenue	10,196,132	10,484,173	(288,041)	-2.75%
OperatingCosts	9,639,304	9,799,877	(160,573)	-1.64%
Gross Profit	556,828	684,296	(127,468)	-18.63%
OperatingExpenses	179,858	176,924	2,934	1.66%
Net Profit (Loss) from Operations	376,970	507,372	(130,402)	-25.70%
Non-operating Income/Expense	(13,602)	(8,250)	(5,352)	64.87%
Profit (loss) Before Tax	363,368	499,122	(135,754)	-27.20%
Net Income (loss) for the Period	316,203	415,217	(99,014)	-23.85%

(III) Financial Structure and Profitability Analysis:

(III) Financial Structure and Profitability Analysis:	(III) Financial Structure and Profitability Analysis:
Fiscal Year Analyzed Items		2024	2023
Finance Structure	Debt-to-Asset Ratio(%)	52.92	48.42
	Long-term capital as a percentage of real estate, factories,and equipment(%)	154.56	159.91
Profit Ability	Return on Assets(%)	3.91	5.23
	Return on Equity (%)	6.93	9.43
	Ratio of pre-tax net income to paid-in capital(%)	11.16	15.32
	Net Profit Margin(%)	3.10	3.96
	Earningsper share(NT$)	0.98	1.28

(IV) Research and Development Status:

Control the nitrogen content of special steel to improve resistance to cracking in chromium-vanadium and boron-vanadium steel billets.
Adjust the length of the automatic oxygen blower nozzle to enhance the efficiency of oxygen spraying.
CDQ filling has been changed from manual replenishment to pneumatic delivery.
Through approximately 80 rounds of slag line repairs, the number of ladle cycles has increased.
Refractory suppliers have provided higher-quality SEN/SES, significantly increasing the number of continuous casting sequences.

In October 2024, the steelmaking plant burners were fully upgraded to use natural gas (NG) as fuel.
Adjust the combustion ratios and temperature settings in different areas of the heating furnace to achieve the goal of reducing gas consumption.
Adjust the settings of the combustion air blowers and exhaust fans to achieve an optimal furnace atmosphere, reduce natural gas consumption, and ensure uniform temperature distribution in the steel billets.
Modify the entrance and passage sections of the rolling line (single or double groove) to reduce cobble occurrences.
Maintenance and modification of equipment parts for the rolling mill refurbishment, along with adjustments to the maintenance cycle, to enhance stability and reduce abnormalities.
The cooling system design for steel bars and round bars was modified to include yield platforms for steel bars and optimize the surface of round bars.
II. Summary of the 2025 Annual Business Plan:
(I) Business Policy:
Continuously increase the market share of direct customers in the domestic rebar market.
Continuously increase market share for high-value-added steel products such as bars and coils.
Continuously improving processes, enhancing production efficiency, and strengthening the core competitiveness of the Company.
Promote equipment improvement and the installation of energy-saving and carbon reducing equipment, with the aim of achieving sustainable energy savings and carbon reduction within the Company.
We continuously apply for international green steel certification to promote the internationalization of our products. Our goal is to make Wei Chih products the leading choice for environmentally friendly steel products.

(II) Business Objective:

This year, we will continue to enhance the production capacity and quality of our steel rolling equipment. In addition to improving our production techniques, we will also increase production volume to reduce costs and actively develop high-value-added products to enhance overall profitability. Our sales targets for this year are to sell 400,000 tons of domestic steel bars, 50,000 tons of exported steel bars, and 100,000 tons of wire rods and coils. We will adjust the product mix according to market demand.

III. The impact of future Company development strategies, the external competitive environment, the regulatory environment, and the overall business environment.

Looking ahead to 2025, the global economy is expected to stabilize and recover, leading to increased demand for steel. However, persistent overcapacity in China and the continued outflow of low-priced steel products are likely to persist. A major variable will be the trade policies of U.S. President Donald Trump, which require continued close monitoring. Additionally, after three years of conflict, the Russo-Ukrainian war may reach a substantive ceasefire in the first half of the year. The resulting large-scale reconstruction efforts could create substantial demand and provide a boost to the steel industry. On the domestic front, strong momentum is anticipated in response to growing opportunities driven by artificial intelligence, low-carbon development trends, and rising demand for automation. Manufacturers are expected to continue expanding production capacity and upgrading equipment. In addition, increased investment by multinational corporations in Taiwan and steady growth in government-led public infrastructure projects are contributing to a more optimistic outlook for the construction industry, which is likely to drive a recovery in demand for construction materials such as rebar and structural steel. Nonetheless, significant uncertainties remain. These include geopolitical risks, the EU's Carbon Border Adjustment Mechanism (CBAM), and global zero-emission requirements. Domestically, rising electricity costs, the implementation of carbon fees, and the government’s accelerated pursuit of carbon neutrality will further intensify operational pressures. Given these complex and evolving market conditions, both globally and locally, the Company will continue to adopt a prudent and responsive management approach to navigate changes effectively and sustain stable profitability.

The entire staff of the Company will continue to work together to maximize benefits for shareholders and fulfill corporate social responsibilities.

Chairman: Kuo Su-Hui Manager: Kuo Su-Hui Accounting Supervisor: Chiu Yen-Ju

Attachment 2

W e i C h i h S t e e l I n d u s t r i a l C o . , L t d . A u d i t C o m m i t t e e A u d i t R e p o r t

The Board of Directors has prepared the Company's operating report, financial statements, and profit distribution proposal for the 2024 year of the Republic of China. The financial statements have been audited by the accounting firm Crowe Global, with Mr. Hsieh Jen-Yao and Ms. Tsai Shu-Man as the auditors, who have issued an audit report. The aforementioned operating report, financial statements, and profit distribution proposal have been reviewed by our Audit Committee and found to be in compliance. Therefore, in accordance with Article 14-4 of the Securities Exchange Act and Article 219 of the Company Act, we hereby submit the above report for your review.

Yours sincerely

Wei Chih Steel Industrial Co., Ltd. 2025 Annual Shareholders' Meeting

Audit Committee Convener: Liu Chi-Hsiung

March 12, 2025

Attachment 3

Status on Director Remuneration Receipt for the Fiscal Year 2024

												Currency Unit:NT$1000	Currency Unit:NT$1000	Currency Unit:NT$1000	Currency Unit:NT$1000	Currency Unit:NT$1000	Currency Unit:NT$1000	Currency Unit:NT$1000	Currency Unit:NT$1000	Currency Unit:NT$1000	Currency Unit:NT$1000
Job Title	Name			Director's Remuneration						The proportions of the total amounts and the ratio to the net profit after tax for items A, B, C, andD.		Part-time employees receive appropriate compensation.								The proportions of the total amounts and the ratio to the net profit after tax for items A, B, C, D, E,F and G.		Have you recei ved any com pens ation from inves tmen t proje cts outsi de of subsi diary com pani es?
		Compensation (A)		Retirement Pension (B)		Director's Remuneration (C)		Business Execution Expenses (D)				Salary, bonuses, and special allowances (E)		Retirement Pension (F)		Employee Compensation(G)
		Our Com pany	All compa nies mentio ned in the financi al report	Our Co mpa ny	All comp anies menti oned in the financ ial report	Our Comp any	All compa nies mentio ned in the financi al report	Ou r Co mp an y	All comp anies ment ioned in the finan cial repor t	Our Compa ny	All compan ies mention ed in the financia l report	Our Comp any	All compan ies mention ed in the financia l report	Our Com pany	All compa nies mentio ned in the financi al report	Our Company		All companies mentioned in the financial report		Our Company	All compa nies mentio ned in the financi al report
																Cash Amo unt	Stoc k Qua ntity	Cash Amo unt	Stoc k Qua ntit y
Director	Representative of En Hui Investment Corporation: Kuo Su-Hui	360	360	0	0	931	931	25	25	1,316 0.42%	1,316 0.42%	5,420	5,420	108	108	20	0	20	0	6,864 2.17%	6,864 2.17%	None
Director	Kuo Shih-Hsien	360	360	0	0	311	311	20	20	691 0.22%	691 0.22%	0	0	0	0	0	0	0	0	691 0.22%	691 0.22%	None
Director	Representative of En Hui Investment Corporation: Kuo Ching-Wen	360	360	0	0	311	311	25	25	696 0.22%	696 0.22%	0	0	0	0	0	0	0	0	696 0.22%	696 0.22%	None
Director	Representative of En Hui Investment Corporation: Kuo Hsien-Kung	360	360	0	0	311	311	25	25	696 0.22%	696 0.22%	0	0	0	0	0	0	0	0	696 0.22%	696 0.22%	None
Independ ent Director	Liu Chi-Hsiung	650	650	0	0	0	0	25	25	675 0.21%	675 0.21%	0	0	0	0	0	0	0	0	675 0.21%	675 0.21%	None

Independ ent Director	Sha Hsu-Sheng	650	650	0	0	0	0	25	25	675 0.21%	675 0.21%	0	0	0	0	0	0	0	0	675 0.21%	675 0.21%	None
Independ ent Director	Ting Chia-Huei	600	600	0	0	0	0	20	20	620 0.20%	620 0.20%	0	0	0	0	0	0	0	0	620 0.20%	620 0.20%	None
Independ ent Director	Wang Yen-Ching	600	600	0	0	0	0	20	20	620 0.20%	620 0.20%	0	0	0	0	0	0	0	0	620 0.20%	620 0.20%	None
1.Please provide details regarding the policy, system, standards, and structure for compensating independent directors. Additionally, please explain how the amount of remuneration is determined in relation to factors such as responsibilities, risks, and time commitment: (1) Independent directors receive a fixed monthly remuneration and do not share in the distribution of director's fees. They are also reimbursed for transportation expenses when attending meetings. (2) The fixed remuneration mentioned above is determined based on the level of participation and contribution of the independent directors to the Company's operations. This determination takes into account the remuneration practices of relevant listed companies in the industry. The Compensation Committee further discusses and evaluates the remuneration before it is approved by the Board of Directors. (3) Members of functional committees shall receive additional compensation on a monthly basis. (4) The remuneration of Directors and employees reported in the table above is an estimated figure. 2. In addition to the disclosure in the table above, no remuneration was received by the Company Directors in the most recent fiscal year for providing services, such as serving as consultants to the parent Company or any companies within the financial reports,or as non-employee advisor to affiliated investment businesses.

Crowe A

Attach m ent 4

國富浩華聯合會計師事務所 Crowe[(] TW[) ] CPAs 80250高雄市苓雅區四維三路 6[號] 27[樓] 之1 27F-1., No.6, Siwei 3rd Rd., Lingya Dist.,Kaohsiung City 80250, Taiwan Te I +886 7 3312133 Fax +886 7 3331710 www.crowe.tw

Independent Auditors'Report

To the Board of Directors and Shareholders

Wei Chih Steel Industrial Co., Ltd.

Opinion

We have audited the accompanying balance sheets of Wei Chih steel Industrial Co., Ltd. (the "Company") as of December 31, 2024 and 2023, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRlC), and SIC Interpretations (SIC) as endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the financial statements as a whole and, in fo画ng our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Company's financial statements for the year ended December 31, 2024 are stated as follows:

1 4

Crowe A

Authenticity of sales revenue

Please refer to Note 4(17) to the Financial Statements for the relevant accounting policies on revenue recognition.

Descri� audit matter

Wei Chih steel Industrial Co., Ltd mainly engages in the manufacturing and processing of steel rebars, bar steels, wire rods, steel billets and other steel products. The net sales revenue for the year ended December 31, 2024 was 10,196,132 thousand, and the sales revenue from specific customers has changed significantly, comparing with the previous year. The authenticity of sales revenue from specific customers is therefore considered a key audit matter.

How the 1natter was addressed in our audit:

We have carried out the main audit procedures as follows:

Understand and test the internal controls that is relevent with the authenticity of sales revenue from customers.
Obtain detailed sales revenue data from the specific customers mentioned above, and select samples to review shipping documents. Verify whether the payer and the amount of payment match the sales targets and revenue amounts recognized to verify the authenticity of sales revenue.

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

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of the financial statements that are free from material 1nisstatement, whether due to fraud or error.

In preparing the financial state1nents, 1nanage1nent is responsible for assessing the Co1npany's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including the Audit Committee) are responsible for overseeing the Company's financial reporting process.

Auditors'Responsibilities for the Audit of the Financial Statements

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

Crowe A

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

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting fro1n error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that 1nay cast significant doubt on the Co1npany's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the financial state1nents or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

We also provide those charged with governance with a statement that we have complied with relevant ethica 1 requirements regarding independence, and to communicate with them all rel ationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we detennine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2024 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Crowe A

The engage1nent partners on the audit resulting in this independent auditors'report are Jen Yao Hsieh and Shu Man Tsai.

Crowe (TW) CP As Kaohsiung, Taiwan Republic of China March 12, 2025

Notice to Readers

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

For the convenience of readers, the independent auditors'report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors'report and financial statements shall prevail.

WEI CHIH STEEL INDUSTRIAL CO., LTD. BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

December 31,	December 31,	2023
Amount 140,444 $ 61,520 530,572 8,605 4,296,828 158,003 39,527 5,235,499 394,346 4,226,820 33,583 177 20,183 1,555 4,676,664 9,912,163 $ 1,193,183 $ 549,035 378,720 142,530 455,080 30,681 402,735 15,371 14,905 5,034 191,979 3,379,253	Amount 59,278 $ 67,103 1,149,604 1,540 3,024,507 225,050 34,075 4,561,157 313,024 3,705,497 38,620 579 25,202 1,027 4,083,949 8,645,106 $ 593,149 $ 429,736 29,999 317,309 578,454 22,377 504,015 57,743 13,979 4,894 167,885 2,719,540	%
		1 1 13 - 35 3 -
		53
		4 43 - - - -
		47
		100
		6 5 - 4 7 - 6 1 - - 2
		31

December 31,	December 31,	2023
Amount 1,802,332 $ 82 31,380 31,041 1,020 1,865,855 5,245,108 3,257,148 $ 259,247 817,944 373,427 (40,711) 4,667,055 9,912,163 $	Amount 1,386,083 $ - 36,414 42,567 1,020 1,466,084 4,185,624 3,257,148 $ 225,131 723,065 292,105 (37,967) 4,459,482 8,645,106 $	%
		16 - - 1 -
		17
		48
		38 3 8 3 -
		52
		100

The accompanying notes are an integral part of the financial statements.

WEI CHIH STEEL INDUSTRIAL CO., LTD. STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Item OPERATING REVENUES OPERATING COSTS GROSS PROFIT (LOSS) OPERATING EXPENSES Sales and marketing General and administrative Research and development Expected credit gain (loss) Total operating expenses INCOME FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Interest income Other income Other gains and losses Finance costs Total non-operating income and expenses INCOME BEFORE INCOME TAX INCOME TAX BENEFIT (EXPENSE) NET INCOME OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit obligation Unrealised gains (loss) on investments in equity instruments measured at fair value through other comprehensive income Total other comprehensive income (loss), net of income tax TOTAL COMPREHENSIVE INCOME EARNINGS PER SHARE Basic Diluted	Note 6(21) 6(4) 6(3) 6(23) 6(24) 6(25) 6(26) 6(27) 6(28) 6(29) 6(29)	Year Ended Decemberr 31	Year Ended Decemberr 31	Year Ended Decemberr 31
		2024	% 100 (94) 6 (1) (1) - - (2) 4 - - - - - 4 4 - 1 1 5	2023	% 100 (93) 7 (1) (1) - - (2) 5 - - - - - 5 (1) 4 - - - 4
		Amount 10,196,132 $ (9,639,304) 556,828 (62,857) (120,140) - 3,139 (179,858) 376,970 1,586 32,407 10,829 (58,424) (13,602) 363,368 (47,165) 316,203 7,206 81,322 88,528 404,731 $ 0.98 $ 0.97 $		Amount 10,484,173 $ (9,799,877) 684,296 (57,085) (110,074) (10,836) 1,071 (176,924) 507,372 1,747 32,794 (312) (42,479) (8,250) 499,122 (83,905) 415,217 8,618 911 9,529 424,746 $ 1.28 $ 1.28 $

The accompanying notes are an integral part of the financial statements.

WEI CHIH STEEL INDUSTRIAL CO., LTD. STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2023 Appropriations of earnings: Legal reserve Cash dividends Net income in 2023 Other comprehensive income (loss) in 2023, net of income tax Total comprehensive income in 2023 Treasury stock acquired BALANCE AT DECEMBER 31, 2023 Appropriations of earnings: Legal reserve Cash dividends Net income in 2024 Other comprehensive income (loss) in 2024, net of income tax Total comprehensive income in 2024 Treasury stock acquired BALANCE AT DECEMBER 31, 2024	OrdinaryShares 3,257,148 $ - - - - - - 3,257,148 - - - - - - 3,257,148 $	Unappropriated Legal Reserve Earnings 178,178 $ 654,411 $ 46,953 (46,953) - (308,228) - 415,217 - 8,618 - 423,835 - - 225,131 723,065 34,116 (34,116) - (194,414) - 316,203 - 7,206 - 323,409 - - 259,247 $ 817,944 $ Retained Earnings	Others Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive income 291,194 $ - - - 911 911 - 292,105 - - - 81,322 81,322 - 373,427 $	Treasurystock $ (30,229) - - - - - (7,738) (37,967) - - - - - (2,744) $ (40,711)	Total Equity
		Legal Reserve 178,178 $ 46,953 - - - - - 225,131 34,116 - - - - - 259,247 $
					4,350,702 $ - (308,228) 415,217 9,529
					424,746
					(7,738)
					4,459,482 - (194,414) 316,203 88,528
					404,731
					(2,744)
					4,667,055 $

The accompanying notes are an integral part of the financial statements.

WEI CHIH STEEL INDUSTRIAL CO., LTD. STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

Item CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments : Adjustments to reconcile profit (loss) Depreciation Amortization Expected credit loss (gain) Net loss (gain) on financial assets and liabilities at fair value through profit or loss Interest expense Interest income Dividend income Loss (gain) on disposal and retirement of property, plant and equipment Transfer of property, plant and equipment to expenses Total adjustments to reconcile profit (loss) Net changes in operating assets and liabilities Net changes in operating assets Decerase (increase) in notes receivable Decrease (increase) in accounts receivable Decrease (increase) in other receivables Decrease (increase) in inventories Decrease (increase) in prepayments Total changes in operating assets Net changes in operating liabilities Increase (decrease) in contract liabilities Increase (decrease) in notes payable Increase (decrease) in accounts payable Increase (decrease) in other payables Increase (decrease) in provisions Increase (decrease) in net defined benefit liabilities Total changes in operating liabilities Total net changes in operating assets and liabilities Total adjustments	Year Ended December 31	Year Ended December 31
	2024 363,368 $ 356,262 402 (3,139) - 58,424 (1,586) (14,899) - 15,287 410,751 5,611 622,143 (7,002) (1,201,242) 67,047 (513,443) 348,721 (174,779) (115,070) (18,355) 926 (4,320) 37,123 (476,320) (65,569)	2023
		499,122 $ 264,689 632 (1,071) 1,458 42,479 (1,747) (21,784) (51) 18,957
		303,562
		(25,847) 240,047 (764) (335,884) (49,100)
		(171,548)
		(40,800) 30,727 24,775 (130,112) 295 (5,126)
		(120,241)
		(291,789)
		11,773

Item Cash generated from (used in) operations Interest received Diviends received Interest paid Income tax returned (paid) Net cash generated from (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from capital reduction of financial assets at fair value through other comprehensive income Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Increase in refundable deposits Decrease in refundable deposits Acquisition of intangible assets Increase in other financial assets Net cash generated from (used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term loans Increase in short-term notes and bills payable Increase in long-term loans Decrease in long-term loans Repayments of principal of lease liabilities Cash dividends paid Treasury stock acquired Net cash generated from (used in) financing activities NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD CASH AND CASH EQUIVALENTS - END OF PERIOD	Year Ended December 31	Year Ended December 31
	2024 297,799 $ 1,523 14,899 (56,049) (84,436) 173,736 $ - (977,627) - (528) - - (5,452) (983,607) 600,034 120,000 604,560 (166,487) (4,894) (259,432) (2,744) 891,037 81,166 59,278 140,444 $	2023
		510,895 $ 2,121 21,784 (40,113) (171,828)
		322,859
		2,444 $ (703,361) 1,829 - 2,738 (179) (6,539)
		(703,068)
		205,479 320,000 1,594,943 (1,574,101) (4,971) (422,861) (7,738)
		110,751
		(269,458) 328,736
		59,278 $

The accompanying notes are an integral part of the financial statements.

Attachment 5

Wei Chih Steel Industrial Co., Ltd.

Amendment Comparison Table of the 'Company Bylaws'

		Revised on June 18, 2025	Revised on June 18, 2025
Article	Amended Article	Original Article	Reason for Revision
Article 14	Unless other laws and regulations otherwise require, the chairperson of this Company shall chair the meeting of shareholders. If the chairperson is absent, the vice chairperson shall chair the meeting. If there is no vice chairperson or if the vice chairperson is also absent, the chairperson shall appoint a director to chair the meeting. When no director is appointed, directors shall elect one of them to chair the meeting. Meetings of shareholders shall be proceeded with in accordance with the Company’s Rules of Procedures for Meetings of Shareholders.	Unless other laws and regulations otherwise require, the chairperson of this Company shall chair the meeting of shareholders. If the chairperson is absent, the vice chairperson shall chair the meeting.If the vice chairperson is also absent,the chairperson shall appoint a director to chair the meeting. When no director is appointed, directors shall elect one of them to chair the meeting. Meetings of shareholders shall be proceeded with in accordance with the Company’s Rules of Procedures for Meetings of Shareholders.	Adjustments to the text have been made to align with practical operational needs
Article 18	Paragraph One The Board of Directors of this Company consists of 7-9 directors, including at least 3 independent directors at no less than onethirdof all directors. Each director holds a term of 3 years and is valid for re- election. Paragraphs Two to Four (Omitted)	Paragraph One The Board of Directors of this Company consists of 7-9 directors, including at least 3 independent directors at no less than onefifth of all directors. Each director holds a term of 3 years and is valid for re-election. Paragraphs Two to Four (Omitted)	Revised in accordance with Article 24 of the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies
Article 20	The Board of Directors shall be formed by the directors,who shall elect a chairperson and may also elect a vice chairperson from among themselves by a vote of more than half of the directors present at a meeting attended by at least two- thirds of all directors. The chairperson shall execute all corporate affairs in accordance with applicable laws, the Articles of Incorporation, and the resolutions of the meetingof shareholders and the	Directors shall form the Board and elect one chairperson and one vice chairperson from among themto carry out all corporate matters by law, according to the Articles of Incorporation, and the resolutions of the meeting of shareholders and the Board.	Addition of the resolution method for electing the chairperson and vice chairperson

Article	Amended Article	Original Article	Reason for Revision
	Board of Directors.
Article 29	If the Company generates a profit for the year, 2% to 5% should be set aside for employee compensation. Of the total amount allocated, no less than 60% shall be distributed to grassroots employees. This compensationcan be distributed in the form of stocks or cash, depending on the decision of the Board of Directors. The distribution may include employees of subsidiary companies who meet specific criteria. Additionally, the Company can allocate up to 2% of the profit for director compensation. Both the distribution of employee compensation and director compensation must be reported at the shareholders' meeting. However, if the Company has incurred losses, the necessary amount to offset these losses must be reserved in advance. Afterward, employee compensation and director compensation should be allocated based on the aforementioned ratio.	If the Company generates a profit for the year, 2% to 5% should be set aside for employee compensation. This compensation can be distributed in the form of stocks or cash, depending on the decision of the Board of Directors. The distribution may include employees of subsidiary companies who meet specific criteria. Additionally, the Company can allocate up to 2% of the profit for director compensation. Both the distribution of employee compensation and director compensation must be reported at the shareholders' meeting. However, if the Company has incurred losses, the necessary amount to offset these losses must be reserved in advance. Afterward, employee compensation and director compensation should be allocated based on the aforementioned ratio.	Revised in accordance with Article 14, Paragraph 6 of the Securities and Exchange Act
Article 33	This chapter was established on September 15, 1982, ... (omitted), 34th amendment on June 20, 2024, 35th amendment on June 18, 2025.	This chapter was established on September 15, 1982, ... (omitted), 34th amendment on June 20, 2024.	Additional Amendment Date

Appendix Ⅰ

C h a p t e r 7 A p p e n d i x

Wei Chih Steel Industrial Co., Ltd. Rules of Procedure for Shareholders’ Meeting

Approved at AGM on

June 12, 2023

Article 1 To establish a strong governance system and develop robust supervisory capabilities for the meeting of shareholders of this Company, and to strengthen management capabilities, these Rules are established in accordance with Article 5 of the Corporate Governance Best-Practice Principles for TWSE/TPEX Listed Companies to provide a dependable reference.
Article 2 Except as otherwise provided for by laws and regulations, the rules or procedure for the meeting of shareholders shall be subject to these Rules.
Article 3 Except as otherwise provided for by laws and regulations, the meeting of shareholders of this Company shall be convened by the board of directors. Changes in the method of convening the meetings of shareholders shall be approved by Board resolution and made no later than the delivery of the AGM notice. The Company shall prepare the electronic version of the AGM notice, paper proxy form, and the subject and description of proposals requiring ratification and deliberation and regarding the election or dismissal of directors and upload them to the Market Observation Post System (MOPS) 30 days before the date of the annual general meeting (AGM) of shareholders or 15 days before the date of the extraordinary general meeting (EGM) of shareholders. In addition, the shareholders’ meeting handbook and meeting supplementary information shall be made in electronic file for uploading to the MOPS 21 days before the AMG or 15 days before the EGM. The Company shall also prepare the meeting agenda and supplementary materials of the upcoming AGM/EGM available for collection and review by shareholders at any time and display them in the Company and the Company’s stock affairs agency 15 days before the meeting day.

The meeting agenda and supplementary materials in the preceding paragraph shall be distributed to shareholders through the following methods on the meeting day.

Distribution at the meeting venue for physical meetings of shareholders.
Distribution at the meeting venue and over the virtual meeting platform (electronic format) for virtual meetings of shareholders.
Distribution over the virtual meeting platform in electronic format for meetings of shareholders held through videoconferencing.

The reasons for convening a meeting of shareholders shall be specified in the meeting notice and public announcement. With the consent of the addressee, such can be made electronically.

Election or dismissal of directors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing public offering, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities and Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders’ meeting. None of the above matters

		may be raised by an extraordinary motion.
		Where re-election of all directors as well as their inauguration date is stated in the
		objectives of the AGM, after the completion of the re-election in said meeting, such
		inauguration date shall not be altered by any extraordinary motion or otherwise in the
		same meeting.
Article	4	Shareholders may appoint a proxy to represent them in a meeting of shareholders by
		submitting the proxy form issued by this Company and by stating the scope of
		authorization for the proxy.
		A shareholder shall issue only one proxy form and appoint only one proxy. The
		shareholder shall also deliver the proxy form to the Company five days before the
		date of a meeting of shareholders. When duplicate proxy forms are delivered, the one
		received earliest shall prevail, unless a declaration is made to cancel the previous
		proxy appointment.
		After the proxy form is delivered to the Company, if the shareholder intends to attend
		the meeting in person or to exercise voting rights by correspondence or
		electronically, a written notice of proxy cancellation shall be submitted to the
		Company two days before the meeting date. If the cancellation notice is submitted
		after that time, votes cast at the meeting by the proxy shall prevail.
		After the proxy form is delivered to the Company, if the shareholder intends to attend
		the meeting through videoconferencing, a written notice of proxy cancellation shall
		be submitted to the Company two days before the meeting date. If the cancellation
		notice is submitted after that time, votes cast at the meeting by the proxy shall
		prevail.
Article	5	A meeting of shareholders shall be held in the Company or at a venue that can be
		easily accessed by shareholders and suitable for a meeting of shareholders. The
		meeting shall be held between 9:00 a.m. and 3:00 p.m. Full consideration shall be
		given to the opinions expressed by independent directors with respect to the place and
		time of the meeting.
		The venue restrictions in the preceding paragraph shall not apply when the meeting of
		shareholders is held through videoconferencing.
Article	6	The Company shall specify in the AGM/EGM notice the time during which
		attendance registrations for shareholders, solicitors and proxies (collectively
		“shareholders”) will be accepted, the place to register for attendance, and other
		matters for attention.
		The time during which shareholder attendance registrations will be accepted, as stated
		in the preceding paragraph, shall be at least 30 minutes before the meeting
		commences. The place at which attendance registrations are accepted shall be clearly
		marked and a sufficient number of suitable personnel assigned to handle the
		registrations. For virtual AGMs/EGMs, shareholders may begin to register on the
		virtual meeting platform 30 minutes before the meeting starts. Shareholders
		completing registration will be deemed to have attended the shareholders’ meeting in
		person.
		Shareholders shall attend the meeting of shareholders with an admission pass, check-
		in pass, or other admission documents. Under no circumstances shall the Company
		arbitrarily add requirements for other documents granting admission to a meeting of
		shareholders. Those recruiting proxy forms shall also bring their identity cards for
		verification.
		Shareholders attending the meeting of shareholders shall hand in the check-in pass in

place of signing in.

The Company shall provide an AGM handbook, annual report, admission pass, comment slip, vote, and other meeting materials for shareholders attending the AGM, and a ballot for election, if any.

When the government or a corporation is a shareholder, it may be represented by more than one representative at a meeting of shareholders. When an institution is appointed to attend the meeting as a proxy, it may designate only one person to represent it in the meeting.

In the event of a virtual shareholders’ meeting, shareholders wishing to attend the meeting through videoconferencing shall register with the Company two days before the meeting date.

In the event of a virtual shareholders’ meeting, the Company shall upload the AGM handbook, annual report and other meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

Article 6- To convene a virtual shareholders’ meeting, the Company shall include the follow 1 particulars in the AGM/EGM notice:

The methods for shareholders to attend the virtual meeting and exercise their rights.
When the virtual meeting platform or attendance by videoconferencing is out of order as a result of natural disasters, accidents, or other force majeure events, the actions to be taken shall at least include the following:
(1) The time limit of the postponement or resumption of the meeting when the said obstacles cannot be removed, and the date to which the meeting is postponed or on which the meeting will resume.
(2) In case where a meeting is postponed or resumed as described in the preceding paragraph, shareholders not registering on the affected virtual meeting of shareholders shall not attend the postponed or resumed session.
(3) When the videoconferencing of a hybrid meeting of shareholders is prevented, if the total number of shares represented at the meeting meets the minimum legal requirement for a meeting of shareholders after deducting those represented by shareholders attending the meeting virtually, the meeting of shareholders shall continue. The shares represented by shareholders attending the meeting virtually shall be counted towards the total number of shares represented by shareholders present at the meeting, and the shareholders attending the virtual meeting online shall be deemed abstaining from voting on all proposals on meeting agenda of that shareholders’ meeting.
(4) Actions to be taken if the outcome of all proposals have been announced and extraordinary motion has not been carried out.
To convene a virtual meeting of shareholders, appropriate alternative measures for shareholders with difficulties in attending a virtual meeting of shareholders shall be specified.

Article 7 If a meeting of shareholders is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. Should the chairperson of the board be on leave or unable to exercise the powers of a meeting chair for whatever reasons, the chairperson shall appoint a director to represent him/her. Should no representative is appointed by the chairperson, directors may elect one of them to chair the meeting.

If a meeting of shareholders is convened by a party with convening power other than

the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall select a chair from among themselves. This Corporation may appoint its attorneys at law, certified public accountants, or related staff to attend a meeting of shareholders. Article 8 Documentation of a meeting of shareholders by audio or video. The said audiovisual data shall be retained for at least one year. Should a law suit be filed according to Article 189 of the Company Act, the said audiovisual data shall be retained until the end of the suit.

Where a meeting of shareholders is held virtually, the Company shall keep records of shareholder registration, sign-in, check-in, questions raised, votes cast and results of votes counted by the Company, and continuously audio and video record, without interruption, the proceedings of the virtual meeting from the beginning till the end. The Company shall properly keep the information and audio and video recordings in the preceding paragraph during its existence, and copies of the audio and video recordings shall be provided for and kept by the party appointed to handle matters of the virtual meeting. Article 9 Attendance of the meeting of shareholders shall be calculated based on the number of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus the number of shares whose voting rights are exercised by correspondence or electronically. The chair shall call the meeting to order at the designated meeting time and disclose the information concerning the number of nonvoting shares and number of shares represented by shareholders attending the meeting. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned. When holding a meeting of shareholders virtually, the Company shall also declare the meeting adjourned over the virtual meeting platform. If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another meeting of shareholders shall be convened within one month. When holding a meeting of shareholders virtually, shareholders intending to attend the meeting virtually shall re-register to the Company in accordance with Article 6. Should the number of shareholders in attendance represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for voting at the meeting of shareholders according to Article 174 of the Company Act. Article 10 The board of directors shall plan the agenda for meetings of shareholders it convenes and proceed such meetings as planned. Under no circumstances shall the board of directors alter the agenda without the resolution of the meeting of shareholders. The provisions in the preceding paragraph shall apply mutatis mutandis to meetings of shareholders convened by parties other than the board of directors. The chair shall not directly adjourn a meeting before completing the deliberation of

the proposals (including extraordinary motions) set in the agenda as stated in the preceding two paragraphs, except with the resolution of the meeting of shareholders. If the chair adjourns the meeting in violation of the rules of procedure, other board members shall quickly assist the shareholders at the meeting in electing a new chair with the agreement of over one half of the votes represented by the attending shareholders to continue with the meeting.

A chairperson shall grant ample opportunities for the full explanation and discussion of proposals and amendments or extraordinary motions put forward by the shareholders. A chairperson may end the discussion and call for a vote of sufficiently discusses proposals.

Where a virtual meeting of shareholders is convened, shareholders attending the virtual meeting virtually may raise questions in writing over the virtual meeting platform from calling the meeting to order until declaring the meeting adjourned by the chair. Not more than two questions for the same proposal shall be raised. Each question shall contain not more than 200 words. The regulations in paragraphs 1 to 5 do not apply.

Article 11 Before making a comment, a shareholder present at the meeting shall state in the comment slip the subject matter of the comment, the shareholder’s account number (or admission pass number), and account name. The meeting chair shall determine the order of comment. A shareholder in attendance who does not speak after submitting a speaker’s slip is considered as silent. Should the content of a comment be inconsistent with the subject matter in the speaker's slip, the comment content shall prevail. Except with the consent of the chairperson, a shareholder shall not speak more than twice for the same proposal, and each speech shall not exceed five minutes. Should a shareholder make a speech in violation of related rules or irrelevant to the subject matter, the chairperson may request such a shareholder to terminate the speech. Except with the approval of the chairperson or the speaking shareholder, under no circumstances shall other shareholders interrupt the speech of a shareholder at the meeting. When a corporate shareholder appoints two or more representatives to attend a meeting of shareholders, only one of such representatives may speak for the same proposal. After a shareholder finishes a speech, the chairperson may personally or direct relevant staff to respond to such a speech. Where a virtual meeting of shareholders is convened, shareholders attending the virtual meeting virtually may raise questions in writing over the virtual meeting platform from calling the meeting to order until declaring the meeting adjourned by the chair. Not more than two questions for the same proposal shall be raised. Each question shall contain not more than 200 words. The regulations in paragraphs 1 to 5 do not apply. Article 12 Voting at a meeting of shareholders shall be calculated based the number of shares. With respect to the resolutions made by the meeting of shareholders, the stake of a shareholder with no voting rights shall not be calculated as part of the total number of issued shares. Should a shareholder be an interested party to a handbook item and such a relationship prejudice the interest of the Company, this shareholder shall neither vote on that item nor exercise the voting rights as proxy for any other shareholders.

The number of shares not allowed for excising the voting rights according to the preceding paragraph will be considered in the voting shares of shareholders in attendance.

Except for a trust enterprise or a shareholder services agent approved by the securities competent authorities, when a person is concurrently appointed as a proxy by two or more shareholders, the voting rights represented by such a proxy shall not exceed 3% of the voting rights represented by the total number of issued shares, and the percentage of voting rights exceeding such a limit will not be considered.

Article 13 Each shareholder is entitled to one vote for each share held, except for restricted shares or non-voting shares under Article 179, Paragraph 2, of the Company Act. When holding a meeting of shareholders, this Corporation may allow shareholders to exercise voting rights by correspondence or electronically, provided that the methods of voting shall be specified in the meeting notice. When exercising voting rights by correspondence or electronically, a shareholder shall be deemed as present in the meeting personally. However, such a shareholder shall be considered as a waiver when voting for extraordinary motions and amendments to original proposals. It is therefore advisable that this Corporation shall avoid extraordinary motions and amendments to original proposals at the meeting.

A shareholder intending to exercise voting rights by correspondence or electronically under the preceding paragraph shall deliver a written declaration of intent to the Company two days before the meeting date. When repeat declarations of intent are delivered, the one received earliest shall prevail. except for a declaration made to revoke the previous declaration of intent.

After a shareholder exercises voting rights by correspondence or electronic means, in the event that the shareholder intends to attend the meeting of shareholders in person or virtually, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised, two days before the date of the shareholders’ meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder exercises voting rights both by correspondence or electronically and by appointing a proxy to attend a meeting of shareholders, the voting rights exercised by the proxy in the meeting shall prevail.

Except the Company Act and the Articles of Incorporation of the Company otherwise require(s), a proposal shall be passed by an affirmative vote of over one half of the voting rights represented by the attending shareholders. At the time of a vote, the chairperson or staff designated by the chairperson shall first announce the total number of voting rights represented by the attending shareholders of each proposal before allowing for shareholders to vote. The outcomes of voting, including the number of votes in favor and against, and the number of abstentions shall be posted on MOPS on the same day after the meeting is adjourned.

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

The chairperson shall appoint staff to supervise and count the votes if a proposal, provided that the appointed person shall be a shareholder of this Corporation.

Vote counting for proposals or elections in a meeting of shareholders shall be conducted in a common area of the meeting venue. The outcomes, including the statistical tallies of the numbers of votes shall be announced immediately after counting is completed, and records shall be maintained.

When the Company convenes a virtual meeting of shareholders, after the chair calls the meeting to order, shareholders attending the meeting virtually shall cast votes on proposals and elections over the virtual meeting platform before the chair announces the voting session ends or will be deemed abstained from voting.

When holding a meeting of shareholders virtually, votes shall be counted at once after the chair announces the voting session ends, and results of votes and elections shall be announced immediately.

When the Company convenes a hybrid meeting of shareholders, after registering to attend the meeting virtually in accordance with Article 6, shareholders decided to attend the physical meeting in person shall revoke their registration two days before the meeting of shareholders in the same manner of virtual meeting registration. They may only attend the meeting of shareholders virtually for failure to revoke the registration by the time limit.

When shareholders exercise voting rights by correspondence or electronic means, unless they have withdrawn the declaration of intent and attended the shareholders’ meeting online, except for extraordinary motions, they will not exercise voting rights on the original proposals or make any amendments to the original proposals or exercise voting rights on amendments to the original proposal.

Article 14 Directorial elections shall be implemented in accordance with the related election and appointment rules established by this Company, and the voting results shall be announced on-site immediately, including the list of directors elect and the number of votes with which they were elected.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the supervising person and retained properly for at least one year. Should a law suit be filed according to Article 189 of the Company Act, the said ballots shall be retained until the end of the suit.

Article 15 Resolutions made by the meeting of shareholders shall be maintained in the meeting minutes signed or sealed by the meeting chair. A copy shall be delivered to each shareholder within 20 days after meeting adjournment. The meeting minutes may be produced and distributed electronically.

This Corporation may distribute the meeting minutes mentioned in the preceding paragraph positing it on MOPS.

The meeting minutes shall contain the accurate year, month, day, and place of the meeting, the full name of the chairperson, the methods by which resolutions were made, and a summary of the deliberations and their results, and shall be retained permanently during the existence of this Company.

Where a virtual meeting of shareholders is convened, in addition to the particulars to be included in the meeting minutes as stated in the preceding paragraph, the start time and end time of the meeting, how the meeting is convened, the name of the chair and notetaker, and actions to be taken when the virtual meeting platform or attendance by videoconferencing is out of order as a result of natural disasters, accidents or other force majeure events, and how issues are dealt with shall also be included in the minutes.

When convening a virtual meeting of shareholders, in addition to meeting the

requirements in the preceding paragraph, the Company shall specify in the meeting minutes the alternative measures for shareholders with difficulties in attending a virtual meeting of shareholders. Article 16 On the day of the meeting of shareholders, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the shareholders’ meeting. In the event of a virtual shareholders’ meeting, the Company shall upload the above meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting. When calling the meeting of shareholders to order, the Company shall disclose on the virtual meeting platform the total number of shares represented at the meeting The same shall apply whenever the total number of shares represented at the meeting and a new tally of votes is released during the meeting. If matters put to a resolution at a meeting of shareholders constitute the material information under the applicable laws or regulations or under the regulations specified by competent authorities, the Company shall upload the content of such a resolution to the MOPS by the deadline. Article 17 The chair may direct proctors or security guards to help maintain order at the meeting place. When maintaining order at the meeting place, proctors or security guards shall wear an armband or identification card. Article 18 The meeting chair may announce a break, as appropriate, in the middle of the meeting. The meeting chair may also temporarily hold the meeting for force majeure or an act of God and resume the meeting wherever the situation allows. Article 19 When holding a meeting of shareholders virtually, the Company shall disclose the voting results and election results immediately after the end of the voting session over the virtual meeting platform in accordance with the relevant regulation. Article 20 When holding a virtual meeting of shareholders, both the chair and notetaker shall be in the same location, and the chair shall declare the address of their location when calling the meeting to order. Article 21 When holding a meeting of shareholders virtually, if the virtual meeting platform or attendance by videoconferencing is out of order for over 30 minutes as a result of natural disasters, accidents, or other force majeure events before the meeting is adjourned, the chair shall postpone or resume the meeting within five days, and Article 182 of the Company Act does not apply. Shareholders not registering on the affected virtual meeting of shareholders shall not attend the postponed or resumed session. For a meeting postponed or resumed under the first paragraph, the number of shares represented by, and voting rights and election rights exercised by the shareholders who have registered on the affected meeting of shareholders and have successfully signed in the meeting but failing to attend the postponed or resumed session at the affected meeting shareholders shall be counted towards the total number of shares, number of voting rights and number of election rights represented at the postponed or resumed session. At the postponed or resumed session of a meeting of shareholders held under the first paragraph, no further discussion or resolution is required for proposals for which

votes have been cast and counted and results have been announced, or list of elected directors and supervisors.

When the Company convenes a hybrid meeting of shareholders, and the virtual meeting cannot continue as described in the first paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the meeting of shareholders virtually, still meets the minimum legal requirement for a meeting of shareholders, the meeting of shareholders shall continue, and no postponement or resumption thereof.

When a meeting should continue for reasons as stated in the preceding paragraph, the shares represented by shareholders attending the meeting virtually shall be counted towards the total number of shares represented by shareholders present at the meeting, provided that these shareholders shall be deemed abstaining from voting on all proposals on meeting agenda of that meeting of shareholders.

Article 22 When convening a virtual meeting of shareholders, the Company shall provide appropriate alternative measures for shareholders with difficulties in attending a meeting of shareholders virtually.

Article 23 These Rules shall be implemented after the approval by the meeting of shareholders. The same shall apply to the amendments hereto.

Appendix Ⅱ

Wei Chih Steel Industrial Co., Ltd. Articles of Incorporation ( Prior to amendment)

Amended on 2024.06.20

Chapter 1 General Provisions

Article 1 This Company is incorporated as a company limited by shares in accordance with the Company Act in the name of 威致鋼鐵工業股份有限公司 in Chinese or Wei Chih Steel Industrial Co., Ltd.
Article 2 The scope of services of this Company is as follows:
1.CA01020 Steel Rolling
2.CA01050 Steel Secondary Processing
3.CA02990 Other Metal Products Manufacturing
4.CA01010 Iron and Steel Smelt
5.CA01030 Iron and Steel Casting
6.CA01070 Scrapped Car and Boat Dismantling and Scrap Iron and Steel Metal Processing
7.CA01990 Other Non-ferrous Metal Basic Industries 8.CA02010 Manufacture of Metal Structure and Architectural Components
9.CA02030 Screw, Nut and Rivet Manufacturing 10.F106010 Wholesale of Hardware 11.F199010 Wholesale of Recycling Materials 12.F401010 International Trade 13.CD01060 Aircraft and Parts Manufacturing 14.J101030 Waste Disposing 15.J101040 Waste Treatment 16.J101090 Waste Disposal
17.C901040 Manufacture of Ready-mix Concrete 18.C901050 Cement and Concrete Products Manufacturing 19.C901990 Other Non-Metallic Mineral Products Manufacturing
20.EZ99990 Other Engineering 21.ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.
Article 3 This Company is headquartered in Tainan City, Republic of China (Taiwan). With the resolution made by the board of directors, this Company may establish branches anywhere inside and outside the territory of the Republic of China.
Article 4 (Deleted)

Chapter 2

Article 5 The total authorized capital of this Company is NT$7.2 billion divided into 720 million shares with a par value at NT$10 each. The board of directors is authorized to issue such shares serially.
Article 5-1 If our Company transfers the repurchased shares to employees at a price lower than the actual average price, it must be approved by a majority of shareholders who hold more than half of the total issued shares at the most recent shareholders' meeting, and by more than two-thirds of the voting rights of the attending shareholders.
Article 6 Shares of this Company are issued in registered stocks signed or stamped by directors representing the Company and certified by a bank approved for stock issuance and

registration by law.

Article 6-1 When issuing shares, this Company may be exempted from printing the stocks for such shares, provided that registration to a centralized securities depository enterprise shall be made.
Article 7 Unless other laws and regulations otherwise require, this Company shall handle stock affairs in accordance with the Regulations Governing the Administration of Shareholder Services of Public Companies.
Article 8 (Deleted)
Article 9 (Deleted)
Article 10 (Deleted)
Article 11 No share transfer shall be allowed within 60 days before an annual general meeting of shareholders, within 30 days before an extraordinary meeting of shareholders, or within 5 days before the base date for distributing dividends, bonuses, or other benefits.

Chapter 3 Meetings of Shareholders

Article 12 There are the annual general meeting (AGM) and extraordinary general meeting (EGM) of shareholders. AGM is held once each year and convened within six months after the end of the accounting year by the Board of Director (Board) with a 30-day notice to all shareholders. EGM shall be held as necessary with a 15-day notice to all shareholders. Meetings of shareholders may be held by videoconferencing or other methods announced by the central competent authorities. If applicable, the other regulations of the securities competent authorities shall apply to the requirements for, operating procedures or, and other matters required for compliance of meetings of shareholders held by videoconferencing.
Article 13 Shareholders may appoint a proxy to represent them in a meeting of shareholders by submitting the proxy form issued by this Company and by stating the scope of authorization for the proxy. Unless the Company Act otherwise requires, proxy appointments shall be made in accordance with "the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies ".
Article 14 Unless other laws and regulations otherwise require, the chairperson of this Company shall chair the meeting of shareholders. If the chairperson is absent, the vice chairperson shall chair the meeting. if the vice chairperson is also absent, the chairperson shall appoint a director to chair the meeting. When no director is appointed, directors shall elect one of them to chair the meeting. Meetings of shareholders shall be proceeded with in accordance with the Company’s Rules of Procedures for Meetings of Shareholders.
Article 15 Unless other laws and regulations otherwise require or restrict, each share is entitled to one vote to be exercised in writing or electronically.
Article 16 Unless the Company Act otherwise requires, resolutions shall be approved by over one half of shareholders in a meeting of shareholders attended by shareholders representing over one half of the total issued shares.
Article 17 Resolutions made by the meeting of shareholders shall be maintained in the meeting minutes signed or sealed by the meeting chair. A copy shall be delivered to each

shareholder within 20 days after meeting adjournment. The meeting minutes may be produced and distributed electronically.

This Company may distribute the meeting minutes mentioned in the preceding paragraph by posting it on MOPS.

Chapter 4 Board of Directors, Audit Committee, and other Functional Committees

Article 18 The board of directors of this Company consists of 7-9 directors, including at least 3 independent directors at no less than one fifth of all directors. Each director holds a term of 3 years and is valid for re-election.
This Company adopts the candidate nomination system for directorial elections in accordance with Article 192-1 of the Company Act. Shareholders may elect candidates in the list. Both independent directors and ordinary directors are elected at the same time but with separate calculation of seats.
When directors are not re-elected after the end of their terms, their duties may be extended until new directors are elected.
This Company establishes the Audit Committee to replace the supervisors in accordance with Article 14-4 of the Securities and Exchange Act. The Audit Committee is formed by all independent directors, with a minimum of three. One of them shall be the convener whose duties and powers shall be determined by the Board in accordance with the relevant laws and regulations.
Article 19 The Board may establish various functional committees by law with qualifications, duties, and powers determined by the Board in accordance with the relevant laws and regulations.
Article 20 Directors shall form the Board and elect one chairperson and one vice chairperson from among them to carry out all corporate matters by law, according to the Articles of Incorporation, and the resolutions of the meeting of shareholders and the Board.
Article 21 If one third of the directors are vacant, the Board shall convene an EGM to re-elect the vacant seats within 60 days. The term of these directors shall be the remaining term of the former directors.
Article 22 A Board meeting shall be convened by the chairperson with a 7-day notice or at any time in case of an emergency. The chairperson who is absent with apologies or unable to carry out his duties for some reason shall appoint a proxy in accordance with Article 208 of the Company Act.
A Board meeting may be convened in writing or by email or fax.
Article 23 Unless the Company Act otherwise requires, resolutions made by a board meeting shall be approved by over half of directors attending a board meeting attended by over half of the directors. A director who is unable to attend a board meeting may issue a power of

assignment (attorney) to state the scope of authorization to assign another director to present him/her at the board meeting. However, each director shall represent only one director in a Board meeting.

Article 24 Discussions at a Board meeting shall be recorded in the meeting minutes. Article 183 of the Company Act may apply mutatis mutandis to the meeting minutes in the preceding paragraph.
Article 25 Regardless of profit or loss, this Company shall remunerate directors for carrying out their duties. The Board is authorized to determine the remuneration based on the business involvement and corporate contribution of directors, provided that the amount shall not exceed the highest pay grade as stated in the Company’s Salary Approval Regulations.

Article 25-1(Deleted)

Chapter 5 Officers and Employees

Article 26 This Company may appoint one president and several vice presidents (VPs), assistant vice presidents (AVPs), and managers whose employment and dismissal shall be approved by over one half of directors attending a Board meeting attended by over one half of all directors. However, VPs and AVPs shall be nominated by the president.
Article 27 The employment and dismissal of other employees of this Company shall be determined by the president in accordance with the "Company’s Personnel Employment Management Regulations ".

Chapter 6 Final Accounting

Article 28 At the end of each accounting year, the Board shall prepare the following reports and submit them to the meeting of shareholders for ratification.
1.Business Report
2.Financial Statement
3.Proposals for earnings distribution and deficit compensation.
Article 29 If the Company generates a profit for the year, 2% to 5% should be set aside for employee compensation. This compensation can be distributed in the form of stocks or cash, depending on the decision of the board of directors. The distribution may include employees of subsidiary companies who meet specific criteria. Additionally, the Company can allocate up to 2% of the profit for director compensation. Both the distribution of employee compensation and director compensation must be reported at the shareholders' meeting. However, if the Company has incurred losses, the necessary amount to offset these losses must be reserved in advance. Afterward, employee compensation and director compensation should be allocated based on the aforementioned ratio.
Article 29-1 Distribution of earnings distribution or compensation for deficits may be implemented at the end of a quarter. If there is profit after the quarter accounting, the Company shall estimate and reserve the payable taxes, cover the accumulated deficits, and estimate and reserve the reward for employees and directors; then appropriate 10% as the legal reserve, except when the amount of legal reserve has researched the Company’s paid-in capital, and appropriate or revolve the special

reserve. If there are earnings after these, the Board shall make an earnings distribution proposal together with the accumulated undistributed earnings. Distribution in cash shall be approved by the Board meeting. Distribution through issuing new shares shall be approved by the meeting of shareholders before implementation.

If there is profit after the final accounting, after paying taxes by law and covering the accumulated deficits, the Company shall first appropriate 10% as the legal reserve, except when the amount of legal reserve has researched the Company’s paid-in capital, and then appropriate or revolve the special reserve. If there are earnings after these, the Board shall make an earnings distribution proposal together with the accumulated undistributed earnings and apply for approval to the meeting of shareholders.

The Company authorizes the Board to distribute part or all of the dividends, bonuses, capital reserve, or legal reserve in cash with the resolution made by over one half of directors attending a board meeting attended by over third thirds of all directors and report to the meeting of shareholders, and the resolution of the meeting of shareholders in the preceding paragraph shall not apply.

According to the Company’s dividend policy, the Company may reserve the distributable earnings or distribute them in stock or cash taking into account of the current and future development plans, the investment environment and the condition of competitions at home and aboard, the Company’s long-term robust financial structure, and the balance the rights and interests of shareholders. The project total amount of dividends will not be lower than 30% of the balance after covering the accumulated deficits, appropriating the legal reserve, and appropriating or revolving the special reserve from the net income after tax. Except for the need to improve the financial structure or fulfill the huge capital expenditure, the amount of cash dividends shall not be lower than 10% of the total amount of distributable dividends.

Chapter 7 Addenda

Article 30 This Company may provide guarantees for others. Article 31 These Articles of Incorporation and Rules for Business Operations of this Company shall be determined by the Board of Directors separately. Article 32 Matters not provided for in these Articles of Incorporation shall be handled in accordance with the Company Act and other laws and regulations. Article 33 These Articles of Incorporation were established on September 15, 1982; 1st amendment was made on October 15, 1982; 2nd amendment was made on November 5, 1983; 3rd amendment was made on July 7, 1986; 4th amendment was made on June 26, 1989; 5th amendment was made on June 1, 1990; 6th amendment was made on June 10, 1991, ; 7th amendment was made on May 15, 1992; 8th amendment was made on May 15, 1992; 9th amendment was made on July 16, 1992; 10th amendment was made on July 30, 1992; 11th amendment was made on April 20, 1993; 12th amendment was made on July 18, 1994; 13th amendment was

made on May 14, 1996; 14th amendment was made on November December 22, 1996; 15th amendment was made on March 27, 1997; 16th amendment was made on March 17, 1998; 17th amendment was made on March 17, 1998; 18th amendment was made on June 25, 1999; 19th amendment was made on June 22, 2000; 20th amendment was made on June 20, 2001; 21st amendment was made on June 26, 2002; 22nd amendment was made on June 29, 2005; 23rd amendment was made on June 23, 2006; 24th amendment was made on June 22, 2007; 25th amendment was made on June 25, 2008; 26th amendment was made on June 25, 2010; 27th amendment was made on June 28, 2012; 28th amendment was made on June 20, 2014; 29th amendment was made on December 28, 2015; 30th amendment was made on June 29, 2016; 31st amendment was made on June 28, 2017; 32nd amendment was made on August 30, 2021 ; 33rd amendment made on June 20, 2022; 34th amendment on June20, 2024.

Appendix Ⅲ

Wei Chih Steel Industrial Co., Ltd.

Details of Directors’ Shareholdings

I. This Company has formed the Audit Committee with all independent directors to replace the supervisors in accordance with Article 14-4 of the "Securities and Exchange Act ".
II. In accordance with Article 2 of "the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies ", the minimum shares held by all directors other than the independent directors are 13,028,592 shares.
III. By the base date of share transfer cessation (April 20, 2025) for the 2025 AGM, this Company has issued a total of 325,714,800 shares. The shares held by individual and overall directors as registered in the shareholders’ list are as follows:

Title	Account name of shareholder	Elected date	Shares held on the elected date	Shares held on the elected date	Shares held currently	Shares held currently
			Shares held on the elected date	Proport ion in total issued shares	Stake	Proport ion in total issued shares
Director	Representative of Enhui Investment Corporation:Kuo, Su-Hui	2023.6.12	31,065,201	9.54%	32,354,201	9.93%
Director	Kuo, Shih-Hsien	2023.6.12	2,745,237	0.84%	2,745,237	0.84%
Director	Representative of Enhui Investment Corporation:Kuo, Ching-Wen	2023.6.12	31,065,201	9.54%	32,354,201	9.93%
Director	Representative of Enhui Investment Corporation:Kuo,Hsien-Kung	2023.6.12	31,065,201	9.54%	32,354,201	9.93%
Independent Director	Liu, Chi-Hsiung	2023.6.12	0	0.00%	0	0.00%
Independent Director	Sha, Hsu-Sheng	2023.6.12	0	0.00%	0	0.00%
Independent Director	Ting, Chia-Huei	2023.6.12	0	0.00%	0	0.00%
Independent Director	Wang, Yen-Ching	2023.6.12	0	0.00%	0	0.00%
Total shares held by directors (excluding independent directors)			33,810,438	10.38%	35,099,438	10.78%

AI assistant

WEI CHIH — AGM Information 2025

51954_rns_2025-06-25_6d9735ee-f326-4beb-840e-c3d06648df4a.pdf

WEI CHIH STEEL INDUSTRIAL CO.,LTD

Chapter 1 Agenda for the Meeting

IV. Recognized items

Chapter 2. Reported Items

Chapter 3 Recognized Items

Wei Chih Steel Industrial Co., Ltd.

Statement of Profit Distribution

Chapter 4 Discussion Items

Chapter 5 Ad hoc Motion

Adjournment

C h a p t e r 6 A t t a c h m e n t

Wei Chih Steel Industrial Co., Ltd. Business Report for the Fiscal Year 2024

(II) Comparison of Profitability:

(III) Financial Structure and Profitability Analysis:

(IV) Research and Development Status:

(II) Business Objective:

W e i C h i h S t e e l I n d u s t r i a l C o . , L t d . A u d i t C o m m i t t e e A u d i t R e p o r t

Status on Director Remuneration Receipt for the Fiscal Year 2024

Crowe A

Attach m ent 4

Independent Auditors'Report

To the Board of Directors and Shareholders

Opinion

Basis for Opinion

Key Audit Matters

Crowe A

Authenticity of sales revenue

Descri� audit matter

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

Auditors'Responsibilities for the Audit of the Financial Statements

Crowe A

Crowe A

Notice to Readers

(In Thousands of New Taiwan Dollars)

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

(In Thousands of New Taiwan Dollars)

(In Thousands of New Taiwan Dollars)

Amendment Comparison Table of the 'Company Bylaws'

C h a p t e r 7 A p p e n d i x

Wei Chih Steel Industrial Co., Ltd. Rules of Procedure for Shareholders’ Meeting

Chapter 1 General Provisions

Chapter 2

Shares

Chapter 3 Meetings of Shareholders

Chapter 4 Board of Directors, Audit Committee, and other Functional Committees

Chapter 6 Final Accounting

Chapter 7 Addenda

Details of Directors’ Shareholdings

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WEI CHIH AGM Information 2025