Weltrend - AGM Information 2024 | FinancialReports.eu

Stock Code: 2436

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Weltrend Semiconductor, Inc.

2024 Annual Meeting of Shareholders Handbook

May 29, 2024

Meeting Agenda ...................................................................................... 1 Management Presentatio n ..................................................................... 2 Ratifications ............................................................................................ 9 Appendix 1: Rules of Procedure for Shareholders Meetings ................ 32 Appendix 2: Articles of Incorporation .................................................. 37 Appendix 3: Shareholding of Directors................................................. 44

Weltrend Semiconductor Incorporated 2024 Annual Meeting of Shareholders Agenda

Method for convening the shareholders' meeting: In-person shareholders' meeting Meeting time: 09:00 a.m., May 29, 2024 (Wednesday)

Location: 3F, No. 22, Industry E. 9th Road, Hsinchu Science Park, Hsinchu City (Conference Room 310 of Weltrend Semiconductor Incorporated)

Attendance: All shareholders and proxies

Chair: Sam Lin, Chairman

Agenda:

I. Call the Meeting to Order
II. Chair's Remarks
III. Management Presentation (Please refer to P.2 to P.8)
(I) 2023 Business Report.
(II) Audit Committee's Audit Report.
(III) Report on the 2023 Distribution of Employees' Remuneration and Directors' Remuneration.
(IV) Report on the issuance of the Company's first unsecured convertible corporate bonds in the domestic market.
IV. Ratifications (Please refer to P.9 to P.31)
(I) 2023 Business Report and Financial Statements.
(II) 2023 Earnings Distribution Proposal.

Voting for Ratifications

V. Questions and Motions
VI. Adjournment

Management Presentation

Management Presentation 1 Proposed by the Board of Directors Agenda: The 2023 Business Report is submitted for review. Explanation: Please refer to P.4 to P.6 for the Business Report.

Management Presentation 2 Proposed by the Board of Directors Agenda: The Audit Committee's Audit Report is submitted for review. Explanation: Please refer to P.7 for the Audit Committee's Audit Report.

Management Presentation 3 Proposed by the Board of Directors

Agenda: The Report on the 2023 Distribution of Employees' Remuneration and Directors' Remuneration is submitted for review.

Explanation: 1. According to Article 20 of the Articles of Incorporation, the Company shall allocate 11% to 15% of the Company's pre-tax profit of the current period before deducting the employees' remuneration and Directors' remuneration of the year as employees' remuneration and no more than 4% as Directors' remuneration. However, if the Company has accumulated losses (including adjustment on non-distributed earnings), the Company shall set aside a part of the profit first to make up for the losses.
The Company plans to set aside 12% of the profit as employees' remuneration totaling NT$33,328,484 and 3% as Directors' remuneration totaling NT$8,332,120. The employees' remuneration and Directors' remuneration this year shall be distributed entirely in cash.
There are no discrepancies between the employees' remuneration and Directors' remuneration and the amount estimated in 2023.

Management Presentation 4 Proposed by the Board of Directors

Agenda: The Report on the issuance of the Company's first unsecured convertible corporate bonds in the domestic market is submitted for review.

The Company, in order to enhance operational funds and repay bank loans, as approved by the Board of Directors on July 19, 2023, resolved to issue the first unsecured convertible corporate bonds in the domestic market. The total issuance amount was NT$1,100,000,000. After approval by the Financial Supervisory Commission, with the effective application filed on August 16,

Explanation: 2023, under document number 1120350432 from the Securities and Futures Bureau, the bonds were listed for trading on the Taiwan Stock Exchange on September 11, 2023.

Please refer to P.8 for details on the issuance of the Company's first unsecured convertible corporate bonds in the domestic market.

Weltrend Semiconductor, Inc. Business Report

I. 2023 Business Performance Analysis

In 2021, the information technology sector experienced significant shortages, while 2022 saw an overproduction scenario. Consequently, the focus of the entire market in 2023 was on inventory clearance, resulting in lackluster economic prospects. In terms of Taiwan's overall economic performance, the GDP grew by only 1.4% in 2023, marking the lowest growth rate in 14 years since the global financial crisis.

According to World Semiconductor Trade Statistics (WSTS), the total revenue of the global semiconductor market in 2023 was US$526.8 billion, which was a 8.2% decline compared to 2022. Meanwhile, the output value of Taiwan's IC industry, as estimated by the Industrial Technology Research Institute (ITRI), reached NT$4.3428 trillion in 2023, representing a 10.2% decline from the previous year. Among these figures, Taiwan Semiconductor Manufacturing Company (TSMC) alone recorded revenue of NT$2.1617 trillion, accounting for nearly 50% of the total, with an annual decline of only 4.5%. This highlights the stark contrast in performance among industry players. For instance, leading semiconductor design company MediaTek experienced a revenue decline of 21%, while the overall IC design industry saw an 11% decline.

The Company's aforementioned difficulties in 2023 are described above, with parent company-only revenues showing an annual decline of 11.35%, which is comparable to the overall industry performance. It is gratifying to note that our inventory decreased from NT$1.39 billion at the beginning of the year to NT$688 million by the end of the year, returning to a healthy level. The summarized key financial figures and explanations are as follows:

The comparison of the 2023 and 2022 business performance:

	Unit: NT$thousands 2023 2022 Growth rate 2,456,755 2,771,368 -11.35% 605,891 867,225 -30.13% 87,063 349,838 -75.11% 149,014 (153,404) +197.14% (26,837) (49,663) -45.96% 209,240 146,771 +42.56% 1.18 0.83 +42.17%	Unit: NT$thousands 2023 2022 Growth rate 2,456,755 2,771,368 -11.35% 605,891 867,225 -30.13% 87,063 349,838 -75.11% 149,014 (153,404) +197.14% (26,837) (49,663) -45.96% 209,240 146,771 +42.56% 1.18 0.83 +42.17%	Unit: NT$thousands 2023 2022 Growth rate 2,456,755 2,771,368 -11.35% 605,891 867,225 -30.13% 87,063 349,838 -75.11% 149,014 (153,404) +197.14% (26,837) (49,663) -45.96% 209,240 146,771 +42.56% 1.18 0.83 +42.17%
	2023	2022	Growth rate
Net sales	2,456,755	2,771,368	-11.35%
Grossprofit	605,891	867,225	-30.13%
Operatingincome	87,063	349,838	-75.11%
Net non-operating income(loss)	149,014	(153,404)	+197.14%
Income tax expenses	(26,837)	(49,663)	-45.96%
Netprofit after tax	209,240	146,771	+42.56%
EPS	1.18	0.83	+42.17%

(These statistics are from the parent company only financial statements,

which are prepared in accordance with the regulations of the competent authority.)

In 2023, a decline in revenue and the provision for obsolete inventory losses led to a decrease in the gross profit margin by 6.6%, resulting in a reduction of approximately NT$263 million in operating profit, affecting the core profitability of the business. However, due to the revival of the Taiwanese capital market and foreign exchange gains, the Company generated NT$149 million in non-operating income. Consequently, the Company's annual net profit after tax reached NT$209 million, growing by 42.56% compared to NT$147 million in 2022. The earnings per share (EPS) also increased to NT$1.18 from NT$0.83 in 2022, representing a growth of 42.17%.

In 2023, research and development expenses amounted to NT$308 million, marking an increase of NT$16 million compared to NT$292 million in 2022. The primary reason for this increase was the rise in personnel expenses related to research and development within the Company.
Budget implementation status: The Company did not prepare a financial forecast for 2023. Comparison of actual business operation and internal target: While non-operating net income exceeded expectations, the operating profit fell short of projections. Consequently, the post-tax net profit did not meet the anticipated level.

II. 2024 Business Plan Summary

With the clearance of surplus inventory in 2023 and the gradual realization of synergies from the acquisition of Sentelic Corporation in 2022, coupled with over a year of operational integration, the Company has witnessed the emergence of synergistic effects. Following the success of the Power IC product line, the Motor IC product line has also begun to establish a solid foundation. As a result, 2024 is anticipated to be a promising year, with expectations of double-digit revenue growth. Particularly, profitability performance is hoped to surpass revenue growth.

The favorable factors are as follows:

The Power IC product line has witnessed a normalization of client-side inventory levels, coupled with the establishment of USB Type-C PD as an industry standard. The anticipated increase in market penetration bodes well for the Company's growth.

Synergistic effects resulting from the consolidation of the cooling fan motor control IC within the corporate group have become evident. Moreover, the market demand for various applications such as servers, mining machines, graphics cards, and white goods remains robust. Particularly, the explosive growth in AI servers, along with the increasing demand for energy efficiency and heat dissipation functionalities, presents numerous growth opportunities for the Company.

The unfavorable factor is as follows:

Due to the increasing delineation of the US-China supply chain and China's concerted efforts to nurture its own suppliers, Taiwanese businesses face greater challenges in penetrating the Chinese market unless they possess unique product advantages. This poses a significant challenge for the Company.

III. Evaluation of the Company's Future Development Strategy and External Competition

After two years of adjustment, global semiconductor market demand is expected to return to a growth trajectory in 2024, according to various market research institutions. Some even hold optimistic forecasts, predicting growth rates of up to 20%, including major players like TSMC!

Although the semiconductor process technologies utilized by the Company belong to mature process nodes, there still exists significant room for innovation by aligning with product trends. We will continue to recruit talents and leverage our existing strengths to integrate diverse technologies such as MCU, Power, algorithms, firmware, etc., in order to develop niche products. Additionally, we will continue to actively seek for strategic growth opportunities through mergers and acquisitions. In the Chinese market, we aim to avoid engaging in price wars and instead focus on winning through product competitiveness. Furthermore, we aspire to explore emerging markets such as India and Vietnam, as well as re-enter the South Korean market where the Company has previously achieved remarkable success.

I wish to thank you, our shareholders, for your support.

Best wishes for your investment.

Sam Lin, Chairman DS Lin, President Jason Wang, Accounting Supervisor

Audit Committee's Audit Report

The Board of Directors has prepared and submitted the 2023 Business Report, financial statements, and earnings distribution proposal. The financial statements have been audited by Deloitte, Taiwan, which submitted the Independent Auditors' Report. The Audit Committee has reviewed the aforementioned Business Report, financial statements, and the earnings distribution proposal and did not find any instance of noncompliance. The Audit Committee hereby submits the Audit Report for your review and perusal in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

To:

2024 Annual Meeting of Shareholders

Weltrend Semiconductor, Inc.

Audit Committee Convener: Gerald Kuo

February 26, 2024

The issuance status of the first unsecured convertible corporate bonds in the domestic market

Type of Corporate Bond	Type of Corporate Bond	Domestic Unsecured Convertible Corporate Bonds (First Issuance)
Date of Issuance		September 11, 2023
Face Value		Each bond has a face value of NT$ 100,000
Place of Issuance and Trading		-
Issue Price		Accordingto 112.15% of the face value
Total Amount		NT$ 1,100,000,000
Interest Rate		Coupon Rate: 0%per annum
Term		3-year term MaturityDate: September 11, 2026
Guarantee Institution		Not applicable
Trustee		Taishin International Bank
UnderwritingInstitution		Taishin Securities Co., Ltd.
Lawyer		Charles Ya-Wen Chiu
CPA		Deloitte Taiwan
Repayment Method		The outstanding principal will be repaid in cash in full, based on the face value of the bond upon maturity.
OutstandingPrincipal		NT$1,099,900 thousand
Redemption or Early Repayment Provisions		Please refer to the terms and conditions outlined in the issuance and conversionprocedures
Restrictive covenants		Not applicable
Credit Rating Agency Name, Rating Date, CorporateBondRatingResult		Not applicable
Other Rights Attached	The amount converted (exchanged or subscribed) into common shares, overseas depositary receipts, or other securities as of the printing date ofthe annual report.	As of March 31, 2024, 1 bond has been converted, with a total face value of NT$100 thousand, converted into 1,633 common shares.
	Issuance or Conversion (Exchange or Subscription)Procedure	Please refer to the terms and conditions outlined in the issuance and conversionprocedures
The issuance and conversion, exchange, or subscription procedures, issuance conditions, potential dilution of equity, and impact on existing shareholders' equity		Based on the current conversion price of NT$61.2, the maximum dilution effect of the convertible bonds issued in this round on existing shareholders is estimated to be approximately 10.17%. However, the dilution effect of convertible bonds on equity depends on the conversion situation and occurs gradually, thereby having a mitigating effect. Therefore, overall, the dilution impact on equity is considered to be limited.
Name of Custodian Institution for Exchange Targets		Not applicable

Ratifications

Ratification 1 Proposed by the Board of Directors

Agenda: 2023 Business Report and Financial Statements.

Explanation: 1. The Company's 2023 Parent Company Only Financial Statements and Consolidated Financial Statements were passed by the Board of Directors on February 26, 2024, and delivered to and audited by CPAs Cheng-Chih Lin and Pan-Fa Wang of Deloitte, Taiwan, who submitted the Independent Auditors' Report.
Please refer to P.4 to P.6 and P.10 to P.29 for the 2023 Business Report, Independent Auditors' Report, and Financial Statements.
Please ratify.

Resolution:

Independent Auditor’s Report

To Weltrend Semiconductor, Inc. and Its Subsidiaries,

Audit opinion

We have reviewed the accompanying parent company only balance sheets of Weltrend Semiconductor, Inc. (the “Company”) for the years ended December 31, 2023 and 2022 and the relevant parent company only statements of comprehensive income, changes in equity, and cash flows for the years then ended, and relevant notes, including a summary of significant accounting policies (collectively referred to as the “parent company only financial statements”).

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the standalone financial position of the Company as of December 31, 2023 and 2022 and for the years then ended, and its standalone financial performance and standalone cash flows for the years then ended in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis of audit opinion

We conducted our audits in accordance with the Regulations Governing the Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the “Auditor's responsibilities for the audit of the parent company only financial statements” paragraph of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We are convinced that we have acquired enough and appropriate audit evidence to serve as the basis of audit opinion.

Key audit matters

Key audit matters refer to the most vital matters in our audit of the Company’s parent company only financial statements for the year ended December 31, 2023 based on our professional judgment. These matters were addressed in our audit of the parent company only financial statements as a whole, and in forming our audit opinion. We do not express a separate opinion on these matters.

Key audit matters of the Company’s parent company only financial statements for the year ended December 31, 2023, are stated as follows

Sales revenue recognition

The Company’s standalone operating revenue for 2023 amounted to NT$2,456,755 thousand. Please Notes 4 and 25 to the parent company only financial statements for accounting policies and information on revenue recognition. The Company’s operating revenue mainly includes research, development, production, and sales of integrated circuits and sales of foreign brands’ integrated circuits as an agent. Due to the large number of sales clients located at home and abroad, we listed the sales revenue which grew compared with the last year and that from specific counterparties as one of the key audit matters.

The main audit procedures we performed for the above matters are as follows

Learned about and tested the effectiveness of the main internal control design and implementation for sales revenue.
Sampled and checked the receipts and invoices related to sales revenue and the payment status, checked if transaction counterparties existed to verify if the sales really happened, and checked if there is any anomaly in the sales clients and the payment recipients.

Responsibilities of the management and the governing bodies for the parent company only financial statements

The management’s responsibilities are to prepare the parent company only financial statements with fair presentation in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and to maintain necessary internal control associated with the preparation in order to ensure that the parent company only financial statements are free from material misstatement arising from fraud or error.

In preparing the parent company only financial statements, the management is responsible for assessing the ability of the Company in continuing as a going concern, disclosing relevant matters, and adopting the going concern basis of accounting unless the management intends to liquidate the Company or cease the operations without other viable alternatives.

The Company’s governing bodies (including the Audit Committee) are responsible for supervising the financial reporting process.

Auditor's responsibilities for the audit of the parent company only financial statements

Our objectives are to obtain reasonable assurance on whether the parent company only financial statements as a whole are free from material misstatement arising from fraud or error and to issue an independent auditors' report. Reasonable assurance is a high-level assurance but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatement may arise from frauds or errors. If the amounts of misstatements, either separately or in aggregate, could reasonably be expected to influence the economic decisions of the users of the parent company only financial statements, they are considered material.

We have utilized our professional judgment and maintained professional doubt when performing the audit work in accordance with the auditing standards generally accepted in the Republic of China. We also performed the following tasks:

Identified and assessed the risks of material misstatement arising from fraud or error within the parent company only financial statements; designed and executed countermeasures in response to said risks, and obtained sufficient and appropriate audit evidence to provide a basis for our opinion. Fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Therefore, the risk of not detecting a material misstatement resulting from fraud is higher than the one resulting from error.
Understood the internal control related to the audit in order to design appropriate audit procedures under the circumstances, while not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
Evaluated the appropriateness of accounting policies adopted and the reasonableness of accounting estimates and relevant disclosures made by the management.
Concluded on the appropriateness of the management's adoption of the going concern basis of accounting based on the audit evidence obtained and whether a material uncertainty exists for events or conditions that may cast significant doubt over the Company’s ability to continue as a going concern. If we are of the opinion that a material uncertainty exists, we shall remind users of the parent company only financial statements to pay attention to relevant disclosures in said statements within our audit report. If such disclosures are inadequate, we need to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluated the overall presentation, structure, and content of the parent company only financial statements (including relevant notes), and whether the parent company only financial statements adequately present the relevant transactions and events.
Obtained sufficient and appropriate audit evidence concerning the financial information of entities within the Company, to express an opinion on the parent company only financial statements. We were responsible for guiding, supervising, and performing the audit and forming an audit opinion on the Company.

The matters communicated between us and the governing bodies included the planned scope and times of the audit and material audit findings (including any material defects in internal control identified during the audit).

We also provided the governing bodies with a declaration that we have complied with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China regarding independence and communicated with them all relations and other matters that may possibly be regarded as detrimental to our independence (including relevant protective measures).

From the matters communicated with the governing bodies, we determined the key audit matters for the audit of the Company’s parent company only financial statements for the year ended December 31, 2023. We have clearly indicated such matters in the auditors' report. Unless legal regulations prohibit the public disclosure of specific matters, or in extremely rare cases, where we decided not to communicate over specific items in the auditors' report for it could be reasonably anticipated that the negative effects of such disclosure would be greater than the public interest it brings forth.

The engagement partners on the audits resulting in this independent auditors’ report are Cheng-Chih, Lin and Pan-fa, Wang.

Deloitte & Touche Taipei, Taiwan Republic of China

February 26, 2024

Parent Company Only Balance Sheet December 31, 2023 and 2022

Weltrend Semiconductor Incorporated

Unit: NT$ thousand

Code 1100 1110 1120 1150 1170 1180 1190 1200 1220 130X 1410 11XX 1535 1550 1600 1755 1760 1780 1920 15XX 1XXX	Assets Current assets Cash and cash equivalents (Notes 4, 6 and 30) Financial assets at fair value through profit or loss - current (Notes 4, 7, 30, and 32) Financial assets at fair value through other comprehensive income - current (Notes 4, 8 and 30) Notes receivable (Notes 4, 10 and 30) Accounts receivable (Notes 4, 10, 25 and 30) Accounts receivable - related party (Notes 4, 30, and 31) Other accounts receivable - related party (Notes 4, 30, 31, and 33) Other receivables (Notes 4, 10 and 30) Current tax assets (Notes 4 and 27) Inventory (Notes 4 and 11) Prepayments (Note 17) Total current assets Non-current assets Financial assets at fair value through profit or loss - non-current (Notes 4, 7 and 30) Financial assets at amortized cost - non-current (Notes 4, 9, 30, and 32) Investments using the equity method (Notes 4 and 12) Property, plant and equipment (Notes 4, 13 and 32) Right-of-use assets (Notes 4 and 15) Investment property (Notes 4 and 14) Intangible assets (Notes 4 and 16) Guarantee deposits paid (Note 30) Total non-current assets Total assets		December 31,2023 Amount % $ 629,083 12 268,362 5 295,080 6 12,426 - 798,416 16 29,584 1 95 - 1,921 - 7,674 - 687,877 14 25,765 - 2,756,283 54 80,212 2 100 - 1,914,679 38 206,074 4 41,842 1 50,208 1 18,365 - 5,590 - 2,317,070 46 $ 5,073,353 100	December 31,2023 Amount % $ 629,083 12 268,362 5 295,080 6 12,426 - 798,416 16 29,584 1 95 - 1,921 - 7,674 - 687,877 14 25,765 - 2,756,283 54 80,212 2 100 - 1,914,679 38 206,074 4 41,842 1 50,208 1 18,365 - 5,590 - 2,317,070 46 $ 5,073,353 100		December 31,2022 Amount % $ 169,047 3 268,698 5 306,807 6 23,778 1 683,865 14 10,514 - 1,226 - 13,732 - - - 1,390,584 27 29,172 1 2,897,423 57 71,098 1 100 - 1,826,335 36 284,813 6 19,433 - - - 18,198 - 5,565 - 2,225,542 43 $ 5,122,965 100	December 31,2022 Amount % $ 169,047 3 268,698 5 306,807 6 23,778 1 683,865 14 10,514 - 1,226 - 13,732 - - - 1,390,584 27 29,172 1 2,897,423 57 71,098 1 100 - 1,826,335 36 284,813 6 19,433 - - - 18,198 - 5,565 - 2,225,542 43 $ 5,122,965 100	Code 2100 2120 2150 2170 2206 2209 2230 2250 2280 2300 21XX 2530 2570 2580 2640 2600 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 3500 3XXX	Liabilities and equity Current liabilities Short-term borrowings (Notes 4, 18, 30 and 32) Financial liabilities at fair value through profit or loss - current (Notes 7, 19, and 30) Notes payable (Notes 4, 20 and 30) Accounts payable (Notes 4, 20 and 30) Remuneration payable to employees and directors and supervisors (Note 26) Other payables (Notes 4, 21 and 30) Current tax liabilities (Notes 4 and 27) Liabilities - current (Notes 4 and 22) Lease liabilities - current (Notes 4, 15 and 30) Other current liabilities (Notes 4, 21 and 25) Total current liabilities Non-current liabilities Corporate bonds payable (Notes 19 and 30) Deferred tax liabilities (Note 4 and 27) Lease liabilities - non-current (Notes 4, 15 and 30) Net defined benefit liability - non-current (Notes 4 and 23) Other non-current liabilities (Notes 21 and 30) Total non-current liabilities Total liabilities Equity (Notes 4, 24, and 30) Common stock Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury stock Total equity Total liabilities and equity		December 31,2023 Amount % $ 150,000 3 110 - 629 - 191,980 4 41,661 1 54,877 1 - - 10,360 - 11,853 - 5,639 - 467,109 9 1,041,009 20 1,741 - 30,453 1 51,379 1 440 - 1,125,022 22 1,592,131 31 1,780,116 35 266,965 5 640,592 13 167,949 3 733,853 15 1,542,394 31 24,853) - 83,400) ( 2) 3,481,222 69 $ 5,073,353 100	December 31,2023 Amount % $ 150,000 3 110 - 629 - 191,980 4 41,661 1 54,877 1 - - 10,360 - 11,853 - 5,639 - 467,109 9 1,041,009 20 1,741 - 30,453 1 51,379 1 440 - 1,125,022 22 1,592,131 31 1,780,116 35 266,965 5 640,592 13 167,949 3 733,853 15 1,542,394 31 24,853) - 83,400) ( 2) 3,481,222 69 $ 5,073,353 100		December 31,2022	December 31,2022	December 31,2022
			Amount $ 629,083 268,362 295,080 12,426 798,416 29,584 95 1,921 7,674 687,877 25,765 2,756,283 80,212 100 1,914,679 206,074 41,842 50,208 18,365 5,590 2,317,070 $ 5,073,353			Amount $ 169,047 268,698 306,807 23,778 683,865 10,514 1,226 13,732 - 1,390,584 29,172 2,897,423 71,098 100 1,826,335 284,813 19,433 - 18,198 5,565 2,225,542 $ 5,122,965					Amount $ 150,000 110 629 191,980 41,661 54,877 - 10,360 11,853 5,639 467,109 1,041,009 1,741 30,453 51,379 440 1,125,022 1,592,131 1,780,116 266,965 640,592 167,949 733,853 1,542,394 24,853) 83,400) 3,481,222 $ 5,073,353			Amount $ 1,537,680 - 1,279 220,622 34,665 48,829 42,576 6,283 6,574 4,226 1,902,734 - - 12,995 53,873 - 66,868 1,969,602 1,780,100 69,026 633,441 32,053 909,856 1,575,350 167,949) 103,164) 3,153,363 $ 5,122,965		%
										( (		(	( (		( (	30 - - 4 1 1 1 - - - 37 - - - 1 - 1 38 35 1 12 1 18 31 3) 2) 62 100

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

Weltrend Semiconductor Incorporated

Parent Company Only Statement of Comprehensive Income

For the Years Ended December 31, 2023 and 2022

Unit: Thousands of NTD; except for earnings per share in NTD

Code 4000 Operating revenue, net (Notes 4, 25 and 31) 5000 Operating costs (Notes 4, 11 and 26) 5900 Operating gross margins Operating expenses (Note 26) 6100 Selling expenses 6200 Administrative expenses 6300 Research and Development expenses 6450 Expected credit reversal gain (Note 10) 6000 Total operating expenses 6900 Net operating profits Non-operating income and expenses 7100 Interest income (Notes 4 and 26) 7010 Other income (Notes 4, 26 and 31) 7020 Other profits and losses (Note 26) 7050 Financial costs (Note 26) 7070 Share of profit on subsidiaries using the equity method (Notes 4 and 12) 7000 Non-operating income and expenses, net		2023

(Continued on next page)

(Continued from previous page)

Code 7900 Net profit before taxation 7950 Income tax expense (Notes 4 and 27) 8200 Net income for the year Other comprehensive income 8310 Items not reclassified to profit or loss: 8311 Remeasurement of defined benefit plans 8316 Unrealized gains or losses on investment in equity instruments at fair value through other comprehensive income 8330 Share of other comprehensive income of subsidiaries using the equity method 8360 Items that may subsequently be reclassified to profit or loss: 8361 Exchange differences on the translation of financial statements of foreign operations 8300 Other comprehensive income for the year 8500 Total comprehensive income for the year Earnings per share (Note 28) 9750 Basic 9850 Diluted		2023		% 10 1 9 - 3 2 - 5 14		2022
								%
							7 2 5 1 ( 6 ) ( 2 ) - ( 7) ( 2)

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

Weltrend Semiconductor Incorporated

Parent Company Only Statement of Changes in Equity

For the Years Ended December 31, 2023 and 2022

Unit: NT$ thousand

Common stock Number of shares (in thousands) Amount 178,010 $ 1,780,100 - - - - - - - - - - - - - - - - 178,010 1,780,100 - - - - - - - - - - - - - - - - 1 16 - - 178,011 $ 1,780,116		Retained earnings		Other equity Exchange differences on the translation of financial statements of foreign operations Unrealized gain or loss on measured at fair value through other comprehensive income ( $ 1,943 ) ( $ 30,110 ) - - - - - - - - 372 ( 222,711) 372 ( 222,711) - - - 86,443 ( 1,571 ) ( 166,378 ) - - - - - - - - - - ( 411) 114,297 ( 411) 114,297 - - - - - 29,210 ($ 1,982) ($ 22,871)	Other equity Exchange differences on the translation of financial statements of foreign operations Unrealized gain or loss on measured at fair value through other comprehensive income ( $ 1,943 ) ( $ 30,110 ) - - - - - - - - 372 ( 222,711) 372 ( 222,711) - - - 86,443 ( 1,571 ) ( 166,378 ) - - - - - - - - - - ( 411) 114,297 ( 411) 114,297 - - - - - 29,210 ($ 1,982) ($ 22,871)			Total equity
				Exchange differences on the translation of financial statements of foreign operations ( $ 1,943 ) - - - - 372 372 - - ( 1,571 ) - - - - - ( 411) ( 411) - - - ($ 1,982)
Number of shares (in thousands) 178,010 - - - - - - - - 178,010 - - - - - - - - 1 - 178,011	Legal reserve $ 547,112 86,329 - - - - - - - 633,441 7,151 - - - - - - - - - $ 640,592	Special reserve $ 10,883 - 21,170 - - - - - - 32,053 - 135,896 - - - - - - - - $ 167,949
			( ( ( ( ( ( ( ( (	( ( ( ( (	( ( ( ( (	( ( (	( ( ( (	$ 3,659,693 - - 529,530 ) 146,771 211,156) 64,385) 87,585 - 3,153,363 - - 212,399 ) 193,693 209,240 113,299 322,539 23,932 94 - $ 3,481,222

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

Weltrend Semiconductor Incorporated

Parent Company Only Statement of Cash Flows

For the Years Ended December 31, 2023 and 2022

Unit: NT$ thousand

Code Cash flows from operating activities A10000 Net income before tax for 2023 A20010 Income and expense items that do not affect cash flow: A20100 Depreciation expenses A20200 Amortization expenses A20300 Expected credit reversal gain A20400 Net loss (gain) on financial assets at fair value through profit or loss A20900 Financial costs A21200 Interest income A21300 Dividend income A21900 Cost of remuneration for employee stock options A22400 Share of loss (profit) on subsidiaries using the equity method A22500 Gain on disposal of property, plant and equipment A23700 Losses for market price decline and obsolete inventory A24100 Foreign exchange gains (losses), net A30000 Net changes in operating assets and liabilities A31130 Notes receivable A31150 Accounts receivable A31160 Accounts receivable - related party A31170 Other receivables A31180 Other receivable - related party A31200 Inventory A31230 Prepayments A32130 Notes payable A32150 Accounts payable A32990 Remuneration payable to employees and directors and supervisors A32180 Other payables A32200 Provisions A32230 Other current liabilities A32240 Net defined benefit liability A33000 Cash inflow (outflow) from operations A33100 Interest received A33300 Interests paid A33500 Income tax paid AAAA Net cash inflow (outflow) from operating activities	2023 $ 236,077 61,173 24,563 - ( 51,253 ) 25,125 ( 7,983 ) ( 35,474 ) 4,085 ( 92,059 ) - 112,689 8,600 11,352 ( 116,314 ) ( 19,351 ) 7,779 1,131 590,018 3,407 ( 650 ) ( 29,136 ) 6,996 ( 3,183 ) 4,077 1,413 ( 3,068) 740,014 7,983 ( 18,651 ) ( 75,346) 654,000	2022
		$ 196,434 64,286 18,034 ( 301 ) 210,928 11,169 ( 1,219 ) ( 108,181 ) 28,722 112,899 ( 95 ) 27,456 ( 93,316 ) 1,500 539,036 8,005 6,415 ( 1,226 ) ( 665,714 ) ( 5,679 ) 559 ( 381,337 ) ( 119,922 ) 11,894 ( 300 ) 106 ( 8,973) ( 148,820 ) 1,219 ( 11,169 ) ( 101,793) ( 260,563)

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(Continued from previous page) Code Cash flows from investing activities B00010 Acquisition of financial assets measured at fair value through other comprehensive income B00020 Sale of financial assets at fair value through other comprehensive income B00100 Acquisition of financial assets at fair value through profit or loss B00200 Sale of financial assets at fair value through profit or loss B02200 Acquisition of subsidiaries B02700 Purchase of property, plant, and equipment B02800 Proceeds from disposal of property, plant and equipment B03700 Increase in refundable deposits B04500 Acquisition of intangible assets B07600 Other dividends received B09900 Dividends from subsidiaries received BBBB Net cash inflow (outflow) from investing activities Cash flows from financing activities C00100 Increase (decrease) in short-term borrowings C01200 Convertible corporate bonds issued C03000 Increase in guarantee deposits received C04200 Principal repayment of lease liabilities C04500 Cash dividends paid C04900 Purchase of treasury shares C05000 Price of disposal of treasury shares CCCC Net cash inflow (outflow) from financing activities DDDD Impact of changes in exchange rate on cash and cash equivalents EEEE Net (decrease) increase in cash and cash equivalents for 2023 E00100 Opening balance of cash and cash equivalents E00200 Ending balance of cash and cash equivalents	2023 ( $ 335,647 ) 436,879 ( 120,798 ) 163,053 - ( 18,334 ) - ( 25 ) ( 24,730 ) 35,529 41,375 177,302 ( 1,387,680 ) 1,228,652 440 ( 13,978 ) ( 212,399 ) - 19,764 ( 365,201) ( 6,065) 460,036 169,047 $ 629,083	2022
		( $ 711,230 ) 612,465 ( 366,974 ) 566,097 ( 1,117,120 ) ( 33,322 ) 95 ( 183 ) ( 21,198 ) 108,195 16,208 ( 946,967) 1,002,680 - - ( 13,993 ) ( 529,530 ) ( 36,735 ) 58,114 480,536 29,892 ( 697,102 ) 866,149 $ 169,047

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

Independent Auditor’s Report

To Weltrend Semiconductor, Inc. and Its Subsidiaries,

Audit opinion

We have reviewed the accompanying consolidated balance sheets of Weltrend Semiconductor, Inc. (the “Company”) and its subsidiaries (collectively, the “Group”) for the years ended December 31, 2023 and 2022 and the relevant consolidated statements of comprehensive income, changes in equity, and cash flows for the years then ended, and relevant notes, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2023 and 2022 and for the years then ended, and its consolidated financial performance and its consolidated cash flows for the years then ended in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China, based on our audit results and the audit reports of other certified public accountants (CPAs) (refer to the section of “Other matters”).

Basis of audit opinion

We conducted our audits in accordance with the Regulations Governing the Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the “Auditor's responsibilities for the audit of the consolidated financial statements” paragraph of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We are convinced that we have acquired enough and appropriate audit evidence to serve as the basis of audit opinion.

Key audit matters

Key audit matters refer to the most vital matters in our audit of the Group’s consolidated financial statements for the year ended December 31, 2023 based on our professional judgment. These matters were addressed in our audit of the consolidated financial statements as a whole, and in forming our audit opinion. We do not express a separate opinion on these matters.

Key audit matters of the Group’s consolidated financial statements for the year ended December 31, 2023, are stated as follows

Sales revenue recognition

The Group’s consolidated operating revenue for 2023 amounted to NT$2,885,560 thousand. Please Notes 4 and 26 to the consolidated financial statements for accounting policies and information on revenue recognition. The Group’s operating revenue mainly includes research, development, production, and sales of integrated circuits and sales of foreign brands’ integrated circuits as an agent. Due to the large number of sales clients located at home and abroad, we listed the sales revenue which grew compared with the last year and that from specific counterparties as one of the key audit matters.

The main audit procedures we performed for the above matters are as follows

Learned about and tested the effectiveness of the main internal control design and implementation for sales revenue.
Sampled and checked the receipts and invoices related to sales revenue and the payment status, checked if transaction counterparties existed to verify if the sales really happened, and checked if there is any anomaly in the sales clients and the payment recipients.

Other matters

The Company has also prepared the parent company-only financial statements for the years ended December 31, 2023 and 2022, for which we have issued an audit report, along with an unqualified opinion, for reference.

Responsibilities of the management and the governing bodies for the consolidated financial statements

The management’s responsibilities are to prepare the consolidated financial statements with fair presentation in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively referred to as “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China and to maintain necessary internal control associated with the preparation in order to ensure that the consolidated financial statements are free from material misstatement arising from fraud or error.

In preparing the consolidated financial statements, the management is responsible for assessing the ability of the Group in continuing as a going concern, disclosing relevant matters, and adopting the going concern basis of accounting unless the management intends to liquidate the Group or cease the operations without other viable alternatives.

The Group’s governing bodies (including the Audit Committee) are responsible for supervising the financial reporting process.

Auditor's responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance on whether the consolidated financial statements as a whole are free from material misstatement arising from fraud or error and to issue an independent auditors' report. Reasonable assurance is a high-level assurance but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatement may arise from frauds or errors. If the amounts of misstatements, either separately or in aggregate, could reasonably be expected to influence the economic decisions of the users of the consolidated financial statements, they are considered material.

Identified and assessed the risks of material misstatement arising from fraud or error within the consolidated financial statements; designed and executed countermeasures in response to said risks, and obtained sufficient and appropriate audit evidence to provide a basis for our opinion. Fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Therefore, the risk of not detecting a material misstatement resulting from fraud is higher than the one resulting from error.
Understood the internal control related to the audit in order to design appropriate audit procedures under the circumstances, while not for expressing an opinion on the effectiveness of the Group's internal control.
Evaluated the appropriateness of accounting policies adopted and the reasonableness of accounting estimates and relevant disclosures made by the management.
Concluded on the appropriateness of the management's adoption of the going concern basis of accounting based on the audit evidence obtained and whether a material uncertainty exists for events or conditions that may cast significant doubt over the Group’s ability to continue as a going concern. If we are of the opinion that a material uncertainty exists, we shall remind users of the consolidated financial statements to pay attention to relevant disclosures in said statements within our audit report. If such disclosures are inadequate, we need to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluated the overall presentation, structure, and content of the consolidated financial statements (including relevant notes), and whether the consolidated financial statements adequately present the relevant transactions and events.
Obtained sufficient and appropriate audit evidence concerning the financial information of entities within the Group, to express an opinion on the consolidated financial statements. We were responsible for guiding, supervising, and performing the audit and forming an audit opinion on the Group.

We also provided the governing bodies with a declaration that we have complied with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China regarding

independence and communicated with them all relations and other matters that may possibly be regarded as detrimental to our independence (including relevant protective measures).

From the matters communicated with the governing bodies, we determined the key audit matters for the audit of the Group’s consolidated financial statements for the year ended December 31, 2023. We have clearly indicated such matters in the auditors' report. Unless legal regulations prohibit the public disclosure of specific matters, or in extremely rare cases, where we decided not to communicate over specific items in the auditors' report for it could be reasonably anticipated that the negative effects of such disclosure would be greater than the public interest it brings forth.

The engagement partners on the audits resulting in this independent auditors’ report are Cheng-Chih, Lin and Pan-fa, Wang.

Deloitte & Touche Taipei, Taiwan Republic of China

February 26, 2024

Weltrend Semiconductor, Inc. and Its Subsidiaries Consolidated Balance Sheet

December 31, 2023 and 2022

Code 1100 1110 1120 1136 1150 1170 1200 1220 130X 1410 11XX 1510 1517 1535 1600 1755 1760 1780 1805 1840 1920 1990 15XX 1XXX	Assets Current assets Cash and cash equivalents (Notes 4, 6 and 33) Financial assets at fair value through profit or loss - current (Notes 4, 7, 33, and 35) Financial assets at fair value through other comprehensive income - current (Notes 4, 8 and 33) Financial assets at amortized cost - current (Notes 9 and 33) Notes receivable (Notes 4, 10 and 33) Accounts receivable, net (Notes 4, 10, 26 and 33) Other receivables (Notes 4, 10 and 33) Current tax assets (Note 28) Inventory (Notes 4 and 11) Prepayments (Note 18) Total current assets Non-current assets Financial assets at fair value through profit or loss - non-current (Notes 4, 7 and 33) Financial assets at fair value through other comprehensive income - non-current (Notes 4, 8 and 33) Financial assets at amortized cost - non-current (Notes 4, 9, 33, and 35) Property, plant and equipment (Notes 4, 13 and 35) Right-of-use assets (Notes 4 and 15) Investment property (Notes 4 and 14) Intangible assets (Notes 4, 17 and 31) Goodwill (Notes 4, 5, 16 and 31) Deferred tax assets (Notes 4 and 28) Guarantee deposits paid (Note 33) Other non-current assets Total non-current assets Total assets		December 31,2023 Amount % $ 1,242,075 21 509,433 9 468,486 8 277,133 5 13,574 - 923,254 16 6,806 - 11,619 - 789,659 13 34,003 1 4,276,042 73 80,663 1 68,074 1 10,401 - 213,906 4 48,314 1 50,208 1 641,476 11 447,603 8 3,718 - 6,565 - 4,993 - 1,575,921 27 $ 5,851,963 100	December 31,2023 Amount % $ 1,242,075 21 509,433 9 468,486 8 277,133 5 13,574 - 923,254 16 6,806 - 11,619 - 789,659 13 34,003 1 4,276,042 73 80,663 1 68,074 1 10,401 - 213,906 4 48,314 1 50,208 1 641,476 11 447,603 8 3,718 - 6,565 - 4,993 - 1,575,921 27 $ 5,851,963 100		December 31,2022 Amount % $ 708,313 12 581,616 10 442,809 7 167,472 3 25,510 - 758,045 13 17,936 - - - 1,590,085 26 36,302 1 4,328,088 72 71,098 1 62,528 1 15,397 - 295,660 5 29,442 1 - - 718,743 12 447,603 8 7,449 - 6,542 - 9,065 - 1,663,527 28 $ 5,991,615 100	December 31,2022 Amount % $ 708,313 12 581,616 10 442,809 7 167,472 3 25,510 - 758,045 13 17,936 - - - 1,590,085 26 36,302 1 4,328,088 72 71,098 1 62,528 1 15,397 - 295,660 5 29,442 1 - - 718,743 12 447,603 8 7,449 - 6,542 - 9,065 - 1,663,527 28 $ 5,991,615 100	Code 2100 2120 2150 2170 2206 2209 2230 2250 2280 2300 21XX 2530 2570 2580 2640 2670 25XX 2XXX 3110 3200 3310 3320 3350 3300 3400 3500 31XX 36XX 3XXX	Liabilities and equity Current liabilities Short-term borrowings (Notes 4, 19, 33 and 35) Financial liabilities at fair value through profit or loss - current (Notes 7, 20, and 33) Notes payable (Notes 4, 21 and 33) Accounts payable (Notes 4, 21 and 33) Remuneration payable to employees and directors and supervisors (Note 27) Other payables (Notes 4, 22 and 33) Current tax liabilities (Notes 4 and 28) Liabilities - current (Notes 4 and 23) Lease liabilities - current (Notes 4, 15 and 33) Other current liabilities (Notes 4, 22 and 26) Total current liabilities Non-current liabilities Corporate bonds payable (Notes 20 and 33) Deferred tax liabilities (Note 4 and 28) Lease liabilities - non-current (Notes 4, 15 and 33) Net defined benefit liability - non-current (Notes 4 and 24) Other non-current liabilities (Notes 22 and 33) Total non-current liabilities Total liabilities Equity attributable to owners of the Company (Notes 4, 20, 25, 29 and 30) Common stock Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury stock Total equity attributable to owners of the Parent Non-controlling interests (Notes 4 and 25) Total equity Total liabilities and equity		Unit: Unit: NT$ thousand, except for earnings per share that is in NT$ December 31,2023 December 31,2022 Amount % Amount % $ 150,000 3 $ 1,537,680 26 110 - - - 629 - 1,279 - 232,687 4 240,640 4 51,086 1 49,264 1 75,064 1 96,113 1 844 - 58,513 1 12,207 - 8,756 - 17,341 - 12,100 - 6,897 - 6,843 - 546,865 9 2,011,188 33 1,041,009 18 - - 126,466 2 143,352 3 31,519 1 17,525 - 52,285 1 54,895 1 440 - - - 1,251,719 22 215,772 4 1,798,584 31 2,226,960 37 1,780,116 30 1,780,100 30 266,965 4 69,026 1 640,592 11 633,441 11 167,949 3 32,053 1 733,853 12 909,856 15 1,542,394 26 1,575,350 27 24,853) - ( 167,949) ( 3) 83,400) ( 1) ( 103,164) ( 2) 3,481,222 59 3,153,363 53 572,157 10 611,292 10 4,053,379 69 3,764,655 63 $ 5,851,963 100 $ 5,991,615 100	Unit: Unit: NT$ thousand, except for earnings per share that is in NT$ December 31,2023 December 31,2022 Amount % Amount % $ 150,000 3 $ 1,537,680 26 110 - - - 629 - 1,279 - 232,687 4 240,640 4 51,086 1 49,264 1 75,064 1 96,113 1 844 - 58,513 1 12,207 - 8,756 - 17,341 - 12,100 - 6,897 - 6,843 - 546,865 9 2,011,188 33 1,041,009 18 - - 126,466 2 143,352 3 31,519 1 17,525 - 52,285 1 54,895 1 440 - - - 1,251,719 22 215,772 4 1,798,584 31 2,226,960 37 1,780,116 30 1,780,100 30 266,965 4 69,026 1 640,592 11 633,441 11 167,949 3 32,053 1 733,853 12 909,856 15 1,542,394 26 1,575,350 27 24,853) - ( 167,949) ( 3) 83,400) ( 1) ( 103,164) ( 2) 3,481,222 59 3,153,363 53 572,157 10 611,292 10 4,053,379 69 3,764,655 63 $ 5,851,963 100 $ 5,991,615 100
			Amount $ 1,242,075 509,433 468,486 277,133 13,574 923,254 6,806 11,619 789,659 34,003 4,276,042 80,663 68,074 10,401 213,906 48,314 50,208 641,476 447,603 3,718 6,565 4,993 1,575,921 $ 5,851,963			Amount $ 708,313 581,616 442,809 167,472 25,510 758,045 17,936 - 1,590,085 36,302 4,328,088 71,098 62,528 15,397 295,660 29,442 - 718,743 447,603 7,449 6,542 9,065 1,663,527 $ 5,991,615					Amount $ 150,000 110 629 232,687 51,086 75,064 844 12,207 17,341 6,897 546,865 1,041,009 126,466 31,519 52,285 440 1,251,719 1,798,584 1,780,116 266,965 640,592 167,949 733,853 1,542,394 24,853) 83,400) 3,481,222 572,157 4,053,379 $ 5,851,963
										( (		(

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

Weltrend Semiconductor, Inc. and Its Subsidiaries

Consolidated Statements of Comprehensive Income

For the Years Ended December 31, 2023 and 2022

Unit: Thousands of NTD; except for earnings per share in NTD

Code 4000 Operating revenue, net (Notes 4 and 26) 5000 Operating costs (Notes 4, 11, 24, and 27) 5900 Operating gross margins Operating expenses (Notes 24 and 27) 6100 Selling expenses 6200 Administrative expenses 6300 Research and Development expenses 6450 Expected credit impairment losses (gain on reversal) (Note 10) 6000 Total operating expenses 6900 Net operating profits Non-operating income and expenses 7100 Interest income (Notes 4 and 27) 7010 Other income (Notes 4 and 27) 7020 Other profits and losses (Notes 4 and 27) 7050 Financial costs (Note 27) 7000 Total non-operating income and expenses 7900 Net profit before taxation 7950 Income tax expense (Notes 4 and 28) 8200 Net income for the year		2023		% 100 73 27 6 4 15 - 25 2 1 2 4 1) 6 8 1 7		2022
		Amount $ 2,885,560 2,103,785 781,775 186,078 109,498 444,189 180 739,945 41,830 46,260 54,286 109,414 25,304) 184,656 226,486 19,400 207,086						%
	(		(				100 71 29 5 3 12 - 20 9 - 5 ( 8 ) ( 1) ( 4) 5 1 4

(Continued on next page)

(Continued from previous page)

Code Other comprehensive income 8310 Items not reclassified to profit or loss: 8311 Remeasurement of defined benefit plans 8316 Unrealized gains or losses on investment in equity instruments at fair value through other comprehensive income 8349 Income tax related to items not reclassified 8360 Items that may subsequently be reclassified to profit or loss: 8361 Exchange differences on the translation of financial statements of foreign operations 8300 Other comprehensive income for the year 8500 Total comprehensive income for the year Net profits (losses) attributable to: 8610 Owners of the parent 8620 Non-controlling interests 8600 Comprehensive income attributable to: 8710 Owners of the parent 8720 Non-controlling interests 8700 Earnings per share (Note 29) 9750 Basic 9850 Diluted	2023		% - 4 - - 4 11 7 - 7 11 - 11	2022
	Amount ( $ 604 ) 114,721 6 ( 411) 113,712 $ 320,798 $ 209,240 ( 2,154) $ 207,086 $ 322,539 ( 1,741) $ 320,798 $ 1.18 $ 1.17			Amount $ 11,692 ( 223,648 ) ( 172 ) 372 ( 211,756) ($ 103,886) $ 146,771 ( 38,901) $ 107,870 ( $ 64,385 ) ( 39,501) ($ 103,886) $ 0.83 $ 0.83	%
					- ( 8 ) - - ( 8) ( 4) 5 ( 1) 4 ( 2 ) ( 2) ( 4)

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

Unit: NT$ thousand

Weltrend Semiconductor, Inc. and Its Subsidiaries Consolidated Statements of Changes in Equity For the Years Ended December 31, 2023 and 2022

			Equityattributable to	Equityattributable to	ow	ners of the Parent								Total equity
Common stock Number of shares (in thousands) Amount 178,010 $ 1,780,100 - - - - - - - - - - - - - - - - - - - - - - 178,010 1,780,100 - - - - - - - - - - - - - - - - 1 16 - - - - - - 178,011 $ 1,780,116	Capital surplus $ 39,555 - - - - - - 29,471 - - - - 69,026 - - - 193,693 - - - 4,168 78 - - - $ 266,965		Retained earnings			Unappropriated earnings $ 1,475,374 86,329 ) 21,170 ) 529,530 ) 146,771 11,183 157,954 - - - - 86,443) 909,856 7,151 ) 135,896 ) 212,399 ) - 209,240 587) 208,653 - - - - 29,210) $ 733,853	Other equity Exchange differences on the translation of financial statements of foreign operations Unrealized gain or loss on financial assets measured at fair value through other comprehensive income ( $ 1,943 ) ( $ 30,110 ) - - - - - - - - 372 ( 222,711) 372 ( 222,711) - - - - - - - - - 86,443 ( 1,571 ) ( 166,378 ) - - - - - - - - - - ( 411) 114,297 ( 411) 114,297 - - - - - - - - - 29,210 ($ 1,982) ($ 22,871)			Treasurystock $ 161,278 ) - - - - - - 58,114 - - - - 103,164 ) - - - - - - - 19,764 - - - - $ 83,400)
							Exchange differences on the translation of financial statements of foreign operations ( $ 1,943 ) - - - - 372 372 - - - - - ( 1,571 ) - - - - - ( 411) ( 411) - - - - - ($ 1,982)
Number of shares (in thousands) 178,010 - - - - - - - - - - - 178,010 - - - - - - - - 1 - - - 178,011		Legal reserve $ 547,112 86,329 - - - - - - - - - - 633,441 7,151 - - - - - - - - - - - $ 640,592		Special reserve $ 10,883 - 21,170 - - - - - - - - - 32,053 - 135,896 - - - - - - - - - - $ 167,949
					( ( ( ( ( ( ( ( (		( ( ( ( (	( ( ( ( (	( ( (		( ( ( (	( ( ( ( ( ( (	( ( ( ( ( (	$ 3,666,107 - - 529,530 ) 107,870 211,756) 103,886) 87,598 283 ) 642,824 1,825 - 3,764,655 - - 212,399 ) 193,693 207,086 113,712 320,798 23,934 94 39,140 ) 1,744 - $ 4,053,379

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

Weltrend Semiconductor, Inc. and Its Subsidiaries

Consolidated Statements of Cash Flows

For the Years Ended December 31, 2023 and 2022

Unit: NT$ thousand

Code Cash flows from operating activities A10000 Net income before tax for 2023 A20010 Income and expense items that do not affect cash flow: A20100 Depreciation expenses A20200 Amortization expenses A20300 Expected credit impairment losses (gains on reversal) A20400 Net loss (gain) on financial assets at fair value through profit or loss A20900 Financial costs A21200 Interest income A21300 Dividend income A21900 Cost of remuneration for employee stock options A22500 Gain on disposal of property, plant and equipment A23700 Losses for market price decline and obsolete inventory A24100 Foreign exchange losses (gains) – net A30000 Net changes in operating assets and liabilities A31130 Notes receivable A31150 Accounts receivable A31180 Other receivables A31200 Inventory A31230 Prepayments A32130 Notes payable A32150 Accounts payable A32990 Remuneration payable to employees and directors and supervisors A32180 Other payables A32200 Provisions A32230 Other current liabilities A32240 Net defined benefit liability A33000 Cash inflow (outflow) from operations A33100 Interest received A33300 Interests paid A33500 Income tax paid AAAA Net cash inflow (outflow) from operating activities	2023 $ 226,486 71,001 112,581 180 ( 110,449 ) 25,304 ( 46,260 ) ( 51,958 ) 5,914 - 93,252 10,996 11,939 ( 168,368 ) 5,736 707,174 6,371 ( 650 ) ( 8,226 ) 1,822 ( 3,882 ) 3,451 54 ( 3,220) 889,248 44,652 ( 18,830 ) ( 101,842) 813,228	2022
		$ 139,556 68,046 46,575 ( 646 ) 290,568 12,864 ( 5,992 ) ( 136,950 ) 31,309 ( 85 ) 49,367 ( 99,197 ) 1,059 619,848 9,553 ( 652,019 ) ( 1,996 ) ( 1,141 ) ( 415,719 ) ( 123,825 ) 14,406 ( 448 ) 2,182 ( 9,195) ( 161,880 ) 6,374 ( 12,867 ) ( 116,991) ( 285,364)

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Code Cash flows from investing activities B00010 Acquisition of financial assets measured at fair value through other comprehensive income B00020 Sale of financial assets at fair value through other comprehensive income B00040 Acquisition of financial assets at amortized cost B00050 Disposal of financial assets at amortized cost B00100 Acquisition of financial assets at fair value through profit or loss B00200 Sale of financial assets at fair value through profit or loss B02200 Acquisition of subsidiary (net of cash acquired) B02700 Purchase of property, plant, and equipment B02800 Proceeds from disposal of property, plant and equipment B03700 Increase in refundable deposits B04500 Acquisition of intangible assets B07600 Dividend received BBBB Net cash inflow (outflow) from investing activities Cash flows from financing activities C00100 Increase (decrease) in short-term borrowings C01200 Convertible corporate bonds issued C03000 Increase in guarantee deposits received C04200 Principal repayment of lease liabilities C04500 Cash dividends paid C04900 Purchase of treasury shares C05000 Price of disposal of treasury shares C05800 Cash dividends paid to non-controlling interests CCCC Net cash inflow (outflow) from financing activities DDDD Impact of changes in exchange rate on cash and cash equivalents EEEE Net (decrease) increase in cash and cash equivalents for 2023 E00100 Opening balance of cash and cash equivalents E00200 Ending balance of cash and cash equivalents	2023 ( $ 463,153 ) 559,860 ( 457,379 ) 352,714 ( 332,688 ) 481,572 - ( 18,678 ) - ( 23 ) ( 35,314 ) 52,527 139,438 ( 1,387,680 ) 1,228,652 440 ( 20,360 ) ( 212,399 ) - 19,764 ( 39,140) ( 410,723) ( 8,181) 533,762 708,313 $ 1,242,075	2022
		( $ 988,781 ) 913,993 ( 126,161 ) 191,385 ( 899,886 ) 1,165,690 ( 900,390 ) ( 34,137 ) 95 ( 191 ) ( 21,354 ) 136,387 ( 563,350) 972,375 - - ( 16,055 ) ( 529,530 ) ( 36,735 ) 58,114 ( 283) 447,886 31,539 ( 369,289 ) 1,077,602 $ 708,313

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

Ratification 2 Proposed by the Board of Directors

Agenda: 2023 Earnings Distribution Proposal.

Explanation: 1. The 2023 Earnings Distribution Proposal was passed in the Company's board meeting on February 26, 2024. The Board of Directors resolved to distribute cash dividends of NT$1.2 per share in accordance with the Articles of Incorporation. Please refer to P.31 for the Earnings Distribution Table.
Cash dividends shall be calculated to the nearest NTD, with amounts of less than one NTD rounded down. Fractions of less than one NTD shall be recognized as the Company's other income.
Where the number of the Company's outstanding shares increases or decreases due to the repurchase, de-registration, transfer of the Company's shares, or other factors that affect the number of shares, and causes a change in the cash dividend distribution ratio, the Company requests the shareholders' meeting to authorize the Chairman of the board to adjust the shareholder dividend distribution rate based on the total cash dividends set in the resolution for the earnings appropriation proposal and the number of actual shares outstanding on the ex-dividend date.
After the proposal is approved by the shareholders' meeting, the Chairman of the board shall be authorized to set the ex-dividend date and other relevant matters.
Please ratify.

Resolution:

Voting for Ratifications:

Weltrend Semiconductor, Inc.

Earnings Distribution Table

2023

Unit: NTD

Items	Amount	Notes
Undistributed earnings at the beginningof theperiod	554,410,563
Plus: After-tax netprofit of 2023	209,239,715
Minus: Remeasurement of defined benefit plan converted into retained earnings
	(586,599)

Minus: Disposal of investments in equity instruments measured at fair value through other comprehensive gain and loss with accumulated profit or loss transferred directly to retained earnings
	(29,209,799)

The net profit after tax of this period plus items other than the net profit of this period are included in the undistributed earnings of the currentyear
	179,443,317

Minus: Appropriation for legal reserve	(17,944,332)
Plus: Reversal of statutoryspecial earnings reserve	143,094,721
Distributable earnings	859,004,269
Minus: Distribution items for theyear
Allocated shareholder dividends - cash	(212,527,913)	Cash dividends of NT$1.2per share. Note 1 to 2.
Undistributed earnings at the end of theperiod	646,476,356
Note 1: The Company's earnings distribution principle is to distribute the 2023 earnings available for distribution first. If there is any shortfall, the earnings accumulated in the previous years shall be distributed on a first-in-first-out basis based on the year the earnings were generated. Note 2: The number of shares for the distribution of cash dividends for shareholders is the 178,011,594 outstanding shares as of February 26, 2024 - treasurystock of 905,000 shares = 177,106,594 shares.

Accounting Supervisor:

Manager:

Appendix 1:

Weltrend Semiconductor, Inc.

Rules of Procedure for Shareholders Meetings

Article 1 Unless otherwise specified by law or the Articles of Incorporation, the shareholders' meetings of the Company shall be implemented in accordance with these Rules.
Changes to how the Company convenes its shareholders' meeting shall be resolved by the Board of Directors, and shall be made no later than mailing of the shareholders' meeting notice.
Article 2 The Company shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in.
Article 3 Attendance and voting at shareholders' meetings 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.
Article 4 The venue for a shareholders' meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders' meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m.
Article 4-1 The restrictions on the place of the meeting in Article 4 shall not apply when the Company convenes a virtual-only shareholders' meeting.
For virtual shareholders' meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed as having attended the shareholders' meeting in person.

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

The Company shall upload the meeting agenda book, 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.

If the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply.

For a meeting to be postponed or resumed as described in the preceding paragraph, shareholders who have not registered to participate in the affected shareholders' meeting online shall not attend the postponed or resumed session.

Article 5 If a shareholders' meeting is convened by the Board of Directors, the meeting shall be chaired by the Chairman of the Board of Directors. When the Chairman is on leave or for any reason unable to exercise the powers of the Chairman, the Chairman shall designate a Director to act as the chair. If the Chairman fails to designate a Director, the Directors shall select from among themselves one person to serve as chair.
If the shareholders' meeting is convened by a person entitled to do so other than the Chairman, that person shall act as the Chairman.
Article 6 The Company may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders' meeting in a non-voting capacity.

Staff handling administrative affairs of a shareholders' meeting shall wear identification cards or armbands.

Article 7 The shareholders' meeting shall be documented by audio and shall be retained for at least one year.
Article 8 The chair shall announce the commencement of the meeting as soon as the appointed time arrives. However, if those in attendance represent less than half of the company's outstanding shares, the chair may announce to postpone the meeting up to two times, for a period totaling no more than one hour. 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. In the event of a virtual shareholders' meeting, the Company shall also declare the meeting adjourned on 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 shareholders' meeting shall be convened within one month. In the event of a virtual shareholders' meeting, shareholders intending to attend the meeting online shall re-register to the Company in accordance with Article 4-1.

When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders' meeting pursuant to Article 174 of the Company Act.

Article 9 If the shareholders' meeting is convened by the Board of Directors, the Board of Directors shall determine the meeting proceedings. The proceedings shall not be changed unless resolved during the shareholders' meeting.

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

The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders' meeting.

After the adjournment of the meeting, the shareholders may not elect a chair to resume the meeting at the original location or at another venue. However, if the chair declares the meeting adjourned in violation of the rules of procedure, one person may be elected chair with the consent of one half of the votes represented by shareholders present to resume the meeting.

Article 10 Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair.

A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail.

When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation.

Article 11 Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes.

If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.

Where a virtual shareholders' meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The regulations in Article 10 and Article 11 do not apply.
Article 12 When a juristic person is appointed to attend as a proxy, it may designate only one person to represent it in the meeting.
When a juristic person shareholder appoints two or more representatives to attend a shareholders' meeting, only one of the representatives so appointed may speak on the same proposal.
Article 13 After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.
Article 14 When the chair at a board meeting is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed and call a vote.
Article 15 Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company. The results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.
In the event of a virtual shareholders' meeting, the Company shall disclose real-time results of votes and election immediately after the end of the voting session on the virtual meeting platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chair has announced the meeting adjourned.
Article 16 When a meeting is in progress, the chair may announce a break based on time considerations.
Article 17 Except as otherwise provided in the Company Act and in the Company's Articles of Incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders.

At the time of a vote, the chair may choose to ask the attending shareholders if there are any objections. If no objection is raised, the motion is considered to have been adopted with the same validity as a vote by ballots.

Article 18 When there is an amendment or an alternative to a proposal, the chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote.
When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.
Article 19 The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear arm badges bearing the word “Proctor.”
Article 20 These Rules shall take effect after having been submitted to and approved by a shareholders' meeting. Subsequent amendments thereto shall be effected in the same manner.

Appendix 2 `：`

Weltrend Semiconductor Incorporated Articles of Incorporation

Chapter 1 General Principles

Article 1 The Company shall be incorporated, as a company limited by shares, under the Company Act of the Republic of China, and its name shall be Weltrend Semiconductor Incorporated.
Article 2
The business scope of the Company:
Research, development, production, tests, and sales of the following products:
- (1) Mixed analog/digital ASICs for computers and communication products
- (2) Digital ICs
- (3) Analog ICs
Import and export business related to the Company's business.

Article 2-1 The Company may provide guarantees for external parties based on business requirements.

Article 2-2 The Company shall be exempt from the restrictions on total investment amount for not exceeding 40% of the paid-in capital.
Article 3 The Company's head office is established in Hsinchu Science Park. Where necessary, the Company may establish branch companies or offices domestically or overseas subject to the resolution by its Board of Directors and the approval of the competent authority.
Article 4 Public announcements of the Company shall be made in accordance with Article 28 of the Company Act.
```
 - Chapter 2 Shares
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Article 5 The total capital stock of the Company shall be in the amount of NT$3.3 billion, divided into 330 million shares at NT$10 per value and issued in separate installments. The Board of Directors is authorized to issue the unissued shares based on actual requirements.
The Company may issue employee stock warrants and retains 33 million shares in the total amount specified in the preceding paragraph for the issuance of employee stock warrants.

Article 5-1 The Company may issue employee stock warrants with a subscription price lower than the closing price of the Company's regular shares on the date of issuance. This shall require a resolution by at least two-thirds of all voting rights in attendance in a shareholders' meeting attended by at least half of all voting rights of the outstanding shares. Sales of shares to employees at prices below the Company's average repurchase price are to be approved by a resolution of the most recent shareholders' meeting. This shall require a resolution by at least two-thirds of all voting rights in attendance in a shareholders' meeting attended by at least half of all voting rights of the outstanding shares.
Article 5-2 When the Company carries out the following tasks, the recipients may include employees of parents or subsidiaries of the Company who meet certain requirements:
Transfer of treasury stock to employees.
Employee stock warrant.
Employee cash capital increase subscription.
New restricted employee shares. The Board of Directors is authorized to set the requirements.
Article 6 When the Company issues shares and prints share certificates, the shares shall be registered and signed or sealed by the Director representing the Company. Such share certificates shall be numbered and issued by the competent authority or its authorized registration institution. Stocks issued by the Company are not required to be printed. The Company, however, shall contact the centralized securities depository institution for registration of the share certificates.
Article 7 Where a share certificate is transferred, lost, or destroyed, it shall be processed in accordance with the Company Act and related regulations.

Chapter 3 Shareholders' Meeting

Article 8 The Company holds general and special shareholders' meetings. A general meeting is called once a year by the Board of Directors in accordance with the law within six months after the end of the fiscal year. Special meetings may be convened according to the law when necessary.
Article 8-1 The shareholders' meeting of the Company may be held with a virtual shareholders' meeting or other methods announced by the competent authority.

Article 9 A shareholder may designate another person to represent it by submitting a proxy printed by the Company, specifying the scope of authorization. The use of proxies shall be processed in accordance with the Company Act and the "Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies" promulgated by the competent authority.
Article 10 Each shareholder of the Company shall have one vote per share, unless otherwise provided by Article 157, Paragraph 3 of the Company Act. No voting power shall be granted, however, to company shares specified in Article 179 of the Company Act.
Article 11 Resolutions at a shareholders' meeting shall, unless otherwise provided for in the Company Act, be adopted by a majority vote of the shareholders present, who represent more than one-half of the total number of voting shares.
- Chapter 4 Directors and the Audit Committee
Article 12 The Company shall have seven to twelve directors, who shall be elected by the shareholders' meeting from persons of adequate capacity to serve a term of three years. Their terms of service may be renewed if they are re-elected in the following election.
The Company's Directors shall be elected through a candidate nomination system, and the shareholders shall elect the Directors from among the nominees listed in the roster of director candidates. The related implementation items shall be processed in accordance with the Company Act, Securities and Exchange Act, and related regulations. The number of Independent Directors shall not be less than three persons in the number of Directors specified in Paragraph 1, and shall not be less than one fifth of the Directors. The professional qualifications, shareholdings, limits on concurrent service, independence, nomination and election of Independent Directors and other compliance matters shall be processed in accordance with the relevant regulations of the competent authority of securities. The Independent Directors and non-independent Directors shall be elected at the same time and the number of Directors elected shall be calculated separately.
Article 12-1 The Company may purchase liability insurance that covers the term of service of Directors and managers against liabilities they incur over the course of service. The Board of Directors is authorized to process the actual contents of the insurance at its sole discretion.

Article 13 The Board of Directors is organized by the Directors. The Directors shall elect from among themselves a Chairman of the Board of Directors, by a majority in a meeting attended by over two-thirds of the Directors. The Chairman of the Board of Directors represents the Company externally. Where necessary, the Board of Directors may elect a Vice Chairman.
Article 13-1 Directors shall be notified of the Company's board meetings seven days prior to the meeting. However, in the event of an emergency, the meeting may be convened at any time.
Notifications of meetings in the preceding paragraph may be made in writing or via e-mail or fax.
If a Director is unable to attend a meeting, he/she may appoint another Director as proxy to attend the meeting by completing a proxy form. A Director may only serve as a proxy for one other Director.
Article 14 If a shareholders' meeting is convened by the Board of Directors, the chair shall be appointed in accordance with Article 208, Paragraph 3 of the Company Act. Where a shareholders' meeting is convened by a party with power to convene other than the Board of Directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall select a chair from among themselves.
Article 15 The Board of Directors is authorized to determine the remuneration of all Directors based on prevailing rates in the industry.
Article 16 The duties of the Board of Directors are as follows:
Review and discuss business strategies and long and short-term development plans.
Review and monitor the implementation of the annual business plan.
Review and approval of the budget and final accounts.
Formulation of proposals for capital increase or decrease.
Formulation of plans for earnings distribution or make up for losses.
Formulation of proposals for the dissolution of the Company or a merger or demerger with another company.
Review and approval of the acquisition and disposal of material properties of the Company.
Formulation of the Articles of Incorporation.
Approval of investments in other businesses.
Review and approval of material capital expenditures.
Appointment and dismissal of managers.
Organization of shareholders' meetings and business reports.
Other powers vested by laws and the shareholders' meeting.

Article 17 The Company established the Audit Committee, which is composed of all Independent Directors. The number of members of the Audit Committee, term of office, powers, and rules of procedure for meetings shall be processed in accordance with the Regulations Governing the Exercise of Powers by Audit Committees of Public Companies and specified in the Audit Committee Charter.

Chapter 5 Manager

Article 18 The Company may have managers. Their appointment, dismissal, and remuneration shall be processed in accordance with Article 29 of the Company Act.

Chapter 6 Accounting

Article 19 The Board of Directors of the Company shall formulate the following account books at the end of each accounting year:
Business Report.
Financial statements.
Proposals for the distribution of surplus earnings or make up of losses.

The documents shall be submitted to the annual shareholders' meeting for ratification.

Article 20 The Company shall allocate 11% to 15% of the Company's pre-tax profit of the current period before deducting the employees' remuneration and Directors' remuneration of the year as employees' remuneration and no more than 4% as Directors' remuneration. However, if the Company has accumulated losses (including adjustment on non-distributed earnings), the Company shall set aside a part of the profit first to make up for the losses.
The employees' remuneration specified in the preceding paragraph may be paid in stocks or cash, and may be paid to employees of parents or subsidiaries of the Company who meet the requirements stipulated by the Board of Directors. The Directors' remuneration specified in the preceding paragraph shall only be distributed in cash.
The procedures in the two preceding paragraphs must be approved by the Board of Directors and reported to the shareholders' meeting.
Article 21-1 In case there are profits after tax at the closing account of the current year, the Company shall first make up the accumulated deficit (including adjustments of undistributed earnings) and retain 10% as statutory surplus reserve in accordance with the law; However, when the statutory surplus reserve exceeds the registered capital of the Company, such restrictions shall not apply. In addition, a special reserve shall be set aside or reversed pursuant to the laws or regulations

of the competent authority. The Board of Directors shall draft an earnings distribution proposal regarding the remainder of the earnings as well as accumulated undistributed earnings at the beginning of the period (including adjustments of undistributed earnings) for approval at the shareholders' meeting to distribute dividends and bonuses to shareholders.

The Company’s dividend policy is as follows:

The Company must consider the soundness and stability of its financial structure for the distribution of dividends. It shall also determine the ratio of the cash dividends and stock dividends distributed in the current year based on requirements for the Company's growth. The ratio of cash dividends shall not be lower than ten percent (10%) of the total dividends.

Chapter 7 Supplementary Provisions

Article 21 When the Company organizes a cash capital increase, it shall set aside 10% of the shares for prioritized subscription by employees of the Company.
Article 22 The Directors and managers of the Company and personnel they hire may not disclose or leak to third parties the Company's confidential documents or confidential technical, market, or product information they obtained due to their participation in the Company's operations.
Article 23 Any matter not covered herein shall be processed in accordance with the Company Act.
Article 24 The Articles of Incorporation were established on June 15, 1989. The Articles of Incorporation shall take effect after having been submitted to and approved by a shareholders' meeting. Subsequent amendments thereto shall be effected in the same manner. First amendment: December 10, 1990. Second amendment: June 13, 1992. Third amendment: May 6, 1994. Fourth amendment: March 6, 1995. Fifth amendment: April 9, 1996. Sixth amendment: April 29, 1998. Seventh amendment: May 23, 2000. Eighth amendment: May 25, 2001. Ninth amendment: June 25, 2002. Tenth amendment: June 6, 2003. Eleventh amendment: June 15, 2004. Twelfth amendment: June 10, 2005. Thirteenth amendment: June 15, 2006. Fourteenth amendment: June 13, 2008.

Fifteenth amendment: June 15, 2010. Sixteenth amendment: June 10, 2011. Seventeenth amendment: June 11, 2013. Eighteenth amendment: June 3, 2015. Nineteenth amendment: June 8, 2016. Twentieth amendment: June 5, 2019. Twenty-first amendment: June 3, 2021. Twenty-second Amendment: June 23, 2022. Twenty-third amendment: June 2, 2023

Appendix 3 `：`

Shareholding of Directors

				March 31,2024	March 31,2024	March 31,2024	March 31,2024
Title	Name	Date Elected	Term	Number of Shares Held When Elected		Number of Shares Held as Recorded in the Shareholder Register on the Book Closure Date
				Number of shares	Shareholding Ratio	Number of shares	Shareholding Ratio
Chairman	Sam Lin	2022.6.23	3 years	4,514,000	2.54%	4,409,000	2.48%
Director	James Chou	2022.6.23	3 years	2,433,829	1.37%	2,433,829	1.37%
Director	Paul Liao	2022.6.23	3 years	1,056,998	0.59%	1,078,468	0.61%
Director	JC Liu	2022.6.23	3 years	1,808,013	1.02%	1,808,013	1.02%
Director	Cindy Guo	2022.6.23	3 years	1,260,200	0.71%	1,270,200	0.71%
Director	Tony Lin	2022.6.23	3 years	1,021,000	0.57%	1,031,000	0.58%
Director	Jeff Tsai	2022.6.23	3 years	1,018,362	0.57%	1,018,362	0.57%
Independent Director	Gerald Kuo	2022.6.23	3 years	0	0%	0	0%
Independent Director	Wei-Kun Yeh	2022.6.23	3 years	0	0%	0	0%
Independent Director	Wen-Tsung Hsu	2022.6.23	3 years	0	0%	0	0%

The Company has issued a total of 178,011,594 shares and the paid-in capital is NT$1,780,115,940.
According to Article 26 of the Securities and Exchange Act and Article 2 of the "Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies", the total shares held by the entire body of Directors shall not be less than 10,680,695 shares.
The Shareholder Register showed that all Directors held 13,048,872 shares as of the book closure date for the 2024 annual shareholders' meeting.

AI assistant

Weltrend — AGM Information 2024

52083_rns_2024-06-05_9d690236-ecb4-4bf5-9dd2-e5e1d4789f20.pdf

Weltrend Semiconductor, Inc.

2024 Annual Meeting of Shareholders Handbook

Table of Contents

Weltrend Semiconductor Incorporated 2024 Annual Meeting of Shareholders Agenda

Management Presentation

Management Presentation 3 Proposed by the Board of Directors

Management Presentation 4 Proposed by the Board of Directors

Weltrend Semiconductor, Inc. Business Report

I. 2023 Business Performance Analysis

II. 2024 Business Plan Summary

III. Evaluation of the Company's Future Development Strategy and External Competition

Audit Committee's Audit Report

2024 Annual Meeting of Shareholders

The issuance status of the first unsecured convertible corporate bonds in the domestic market

Ratifications

Ratification 1 Proposed by the Board of Directors

Independent Auditor’s Report

Audit opinion

Basis of audit opinion

Key audit matters

Sales revenue recognition

Responsibilities of the management and the governing bodies for the parent company only financial statements

Auditor's responsibilities for the audit of the parent company only financial statements

Weltrend Semiconductor Incorporated

Weltrend Semiconductor Incorporated

Weltrend Semiconductor Incorporated

Weltrend Semiconductor Incorporated

Independent Auditor’s Report

Audit opinion

Basis of audit opinion

Key audit matters

Sales revenue recognition

Other matters

Responsibilities of the management and the governing bodies for the consolidated financial statements

Auditor's responsibilities for the audit of the consolidated financial statements

Weltrend Semiconductor, Inc. and Its Subsidiaries Consolidated Balance Sheet

Weltrend Semiconductor, Inc. and Its Subsidiaries

Consolidated Statements of Comprehensive Income

(Continued from previous page)

Weltrend Semiconductor, Inc. and Its Subsidiaries Consolidated Statements of Changes in Equity For the Years Ended December 31, 2023 and 2022

Weltrend Semiconductor, Inc. and Its Subsidiaries

Consolidated Statements of Cash Flows

For the Years Ended December 31, 2023 and 2022

(Continued from previous page)

Ratification 2 Proposed by the Board of Directors

Weltrend Semiconductor, Inc.

Earnings Distribution Table

2023

Unit: NTD

Appendix 1:

Weltrend Semiconductor, Inc.

Rules of Procedure for Shareholders Meetings

Appendix 2 ：

Weltrend Semiconductor Incorporated Articles of Incorporation

Chapter 1 General Principles

Chapter 3 Shareholders' Meeting

Chapter 5 Manager

Chapter 7 Supplementary Provisions

Appendix 3 ：

Shareholding of Directors

More from Weltrend

Weltrend AGM Information 2024

Appendix 2 `：`

Appendix 3 `：`