Winmate - AGM Information 2025 | FinancialReports.eu

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Stock Code ： 3416

WINMATE INC.

Handbook for the 2025

Annual General Shareholders Meeting

May 28, 2025

2025 Annual General Shareholders Meeting

I	Meeting Procedure ................................................................................. 1	Meeting Procedure ................................................................................. 1
II	Agenda	of Annual Meeting .................................................................... 2
	Report Items ............................................................................................. 3
	Acknowledgement Items .......................................................................... 5
	Discussion Items ...................................................................................... 7
	Election	Items ........................................................................................... 8
	Other Items ............................................................................................... 9
	Extemporary Motions ............................................................................... 9
III	Attachments .......................................................................................... 10
	Letter to	Shareholders ............................................................................ 10
	Audit Committee's Review Report ........................................................ 12
	Independent Auditor's Report and 2024 Financial Statements .............. 13
	Comparison Table for Articles in the`〝`Articles of Incorporation`〞`.... 34
	Comparison Table for Articles in the`“`Governing the Acquisition
	and Disposal of Assets`”`....................................................................... 36
	List of Director Candidates .................................................................... 38
	List of	Exemption of the limitation of non-competition on the
	directors .................................................................................................. 41
IV	Appendices ............................................................................................ 43
	Articles of Incorporation (Before Amendment) .................................... 43
	Rules of	Procedure for Shareholders Meetings ..................................... 48
	Procedures for Election of Directors ...................................................... 53
	Shareholding of Directors ...................................................................... 55

I. Meeting Procedure for 2024 General Shareholders’ Meeting

Call the Meeting to Order
Chairperson Remarks
Report Items
Acknowledgement Items
Discussion Items
Election Items
Other Items
Extemporary Motions

9. Adjournment

II. Agenda of Annual Meeting

Winmate Inc.

Agenda of 2025 General Shareholders’ Meeting

Meeting Time ： 9 ： 00 a.m. on May 28 (Wednesday), 2025

Meeting Place ： 2F, No. 18, Zhongxing S. St., Sanchong Dist., New Taipei City, Taiwan (R.O.C.)

Convening Method ： Physical shareholders’ meeting

1. Call the Meeting to Order

2. Chairperson Remarks

3. Report Items

(1) The 2024 Business Reports
(2) The 2024 Audit Committee’s Review Report
(3) 2024 Employees’ and Directors’ Remuneration Proposal
(4) The 2024 Distribution of Cash dividend from earnings and additional paid-in capital

4. Acknowledgement Items

(1) Adoption of the 2024 Business Report and Financial Statements
(2) Adoption of the 2024 Earnings Distribution Proposal

5. Discussion Items

(1) Amendment to the Company’s “Articles of Incorporation”
(2) Amendment to the Company’s “Regulations Governing the

Acquisition and Disposal of Assets”.

6. Election Items

(1) Re-election of all directors

7. Other Items

(1) Exemption of the limitation of non-competition on the directors of the Company.

8. Extemporary Motions

9. Adjournment

1. Report Items

Report 1

Cause of action ： The 2024 Business Reports.

Explanation ： The 2024 Business Report is attached as Attachment I. (P10~P11)

Report 2

Cause of action ： The 2024 Audit Committee’s Review Report.

Explanation ： The 2024 Audit Committee’s Review Report is attached as Attachment II. (P12)

Report 3

Cause of action ： 2024 Employees’ and Directors’ Remuneration Proposal. Explanation ： (1) The Company’s 2024 profits (i.e., pre-tax profit before employee’s and directors’ remuneration) was NT$770,492,129. Pursuant to the Company’s Articles of Incorporation, it is recommended to appropriate an amount of NT$77,049,213 as employees' bonus and NT$13,408,858 as directors' compensation, which are paid in cash.
(2) The distribution above is resolved by the Company’s Remuneration Committee and the Board of Directors.
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Report 4

Cause of action ： The 2024 Distribution of Cash dividends from earnings and additional paid-in capital.
Explanation ： (1) The Board of Directors is authorized to decide the distribution of partial or full dividends or capital surplus in cash, and report the decision to the shareholders meeting in accordance with article 23-1 of the Articles of Incorporation.
(2) The Board of Directors had resolved the earning for cash distribution amounting to NT$358,859,259 were distributed at NT$4.5 per share and additional paid-in capital NT$79,746,502 were distributed at NT$1 per share, a total of NT$5.5 per share were distributed.
(3) The distributions of cash dividend is calculated to the dollar. The total amount of the odd shares with a distribution of less than NT$1 will be booked as the other income of the Company. In this proposal, the Chairman is authorized to set baseline date and payment date for cash dividends.
(4) If there is any change in the yield rate as a result of any change in the Company’s outstanding shares, a request is to be made having the Chairman authorized to handle matters related to the changes.
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2. Acknowledgement Items

Acknowledgement 1 ： (Proposed by the Board of Directors)

Cause of action ： Adoption of the 2024 Business Report and Financial

Statements Explanation ： (1) The 2024 Business Report and Financial Statements were composed by the Board of Directors. The Company’s financial statements were audited by independent auditors, Mr. Cheng, Ching-Piao, and Mr. Fuh, Wen-Fun of Ernst & Young Accounting Firm and were reviewed by the Audit Committee along with the business report with a written audit report issued.

(2) The Company’s Business Report, Independent Auditor’s Report, and Financial Statements please refer to 、 Attachment I and Attachment III. (P10~P11 P13~P33)

Resolution ：

Acknowledgement 2 ： (Proposed by the Board of Directors)

Cause of action ： Adoption of the 2024 Earnings Distribution Proposal.

Explanation ： The distribution of earnings for the year 2024 has been approved by the Board of Directors. Please refer to 2024 earnings distribution table as follow ：

Winmate Inc

2024 Earnings Distribution Table

Items Unappropriated retained earnings - beginning Add`：`Remeasurements of defined benefit plans Add`：`Disposal of investments in equity instruments at fair value through other comprehensive income Adjusted unappropriated retained earnings Add`：`Net Income of 2024 Less`：`Legal reserve appropriated (10%) Current retained earnings available for distribution Distributable items: Cash Dividends (NT$4.5 per share) Unappropriated retained earnings - ending Number of shares Unappropriated retained earnings for 2024 Tax on unappropriated earnings(5%)	Unit: NT$ Amount 449,694,558 1,281,408 9,719,832
	460,695,798 559,452,588 (57,045,383)
	963,103,003 (358,859,259)
	604,243,744
	79,746,502 154,549,186 7,727,459

Resolution ：

3. Discussion Items

Discussion 1 ： (Proposed by the Board of Directors)

Cause of action ： Amendment to the Company's “Articles of Incorporation ”. Please proceed to discuss.

Explanation ： (1) Based on the recent amendments to the Securities and Exchange Act and the needs of business operations, the Company hereby proposes to amend the "Articles of Incorporation".

(2)Please refer to Attachment IV for comparison table for articles in the “Articles of Incorporation ”. (P34~P35) Resolution ：

Discussion 2 ： (Proposed by the Board of Directors) Cause of action ： Amendment to the Company's “Regulations Governing the Acquisition and Disposal of Assets”. Please proceed to discuss.

Explanation ： (1) Based on the needs of business operations, the Company hereby proposes to amend the “Regulations Governing the Acquisition and Disposal of Assets”. (2)Please refer to Attachment V for comparison table for articles in the “Regulations Governing the Acquisition and Disposal of Assets”. (P36~P37)

Resolution ：

4. Election Items

Proposal 1 ： (Proposed by the Board of Directors) Cause of action ： Re-election of all directors. Please Vote. Explanation ： (1) As the term of the Company’s directors is about to expire, the reelection of directors shall be held in the shareholders’ meeting this year. The Company shall elect nine directors (including three independent directors), the new director's term is three years (from May 28, 2025 to May 27, 2028. ). According to Articles of Incorporation, the Company’s directors shall be elected from the nomination list. (2) Please refer to Attachment VI for personal information of the nominees. (P38~P40) Resolution ：

5. Other Items

Proposal 1 ： (Proposed by the Board of Directors)

Cause of action ： Exemption of the limitation of non-competition on the directors of the Company..

Explanation ： (1) According to Article 209 of the Company Act, a director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval. To take good advantage of the specialties and experience of the Company’s directors, the release of the prohibition on new directors and their representatives, elected in the 2025 annual shareholders’ meeting, from participation in competitive business is proposed in the shareholders’ meeting for approval according to laws.

(2) Please refer to Attachment VII for other positions held by the newly elected Directors. (P41~P42)

Resolution ：

6. Extemporary Motions

7. Adjournment

〈 Attachment I 〉

III. Attachments

Letter to Shareholders

Dear Shareholders,

In 2024, due to the growth in customer order demand in various fields such as national defense, vehicle inspection, logistics and warehousing, and medical care, the recession in 2023 has been reversed. The annual performance exceeded NT$3 billion for the first time, showing double-digit growth. Looking forward to 2025, U.S. President Trump has implemented a reciprocal tariff policy, which is not conducive to products entering the U.S. market and creates tariff barriers. The company will integrate EDGE AI chip computing power to develop various products to resist this trade obstacle, and its performance will continue to grow.

The company's consolidated operating income in 2024 was NT$ 3,057,605 thousand, a increase of 17.67% compared to the previous year's NT$2,598,533 thousand; gross profit margin remained the same as the previous year at 39.98%; Consolidated net profit after tax was NT$ 559,453 thousand, an increase of 10.57% from NT$ 505,952 thousand in the previous year; after-tax earnings per share was NT$7.04, creates a new record in history.

In terms of R&D achievements, the Company has continued to innovate in recent years and has successfully completed R&D work in a number of key areas. Including the development of medical-grade tablet computers, display application equipment, and smart factory automation production equipment. We also focus on the fields of shipbuilding, aerospace and petrochemical explosion protection, and actively promote the application of CID2/C1D1, ATEX Zone 1&2 and IECEx certified products. In addition, new military-standard applications are also continuing to develop, including commercial military-standard UAV ground controllers. These controllers are equipped with a variety of data ports and can be seamlessly connected with various UAV wireless signal modules to meet the guidance and control needs of various UAVs.

In terms of vehicle-mounted applications, we have launched multi-functional vehicle-mounted tablet and vehicle-mounted computer installation designs for various types of vehicles, especially forklifts and trucks, aiming to reduce delivery time and human errors, thereby improving logistics operation efficiency. At the same time, the new generation of fully rugged Internet of Vehicles car factory inspection tablets has passed IP65 dustproof and waterproof tests and MIL-STD-810 anti-drop and anti-vibration test certifications. It can operate stably in extreme environments from -20°C to 60°C, and provides rich interconnection interface functions to achieve precise connections between vehicle data and data center servers, ensuring the accuracy of safety inspection data.

In the field of military ships, our newly developed 4K-UHD ship display fully adopts capacitive touch panels and complies with electronic chart specifications, providing a more efficient visual experience for ship operations. In addition, the new generation of rugged laptop series has added new models that can be installed with independent graphics cards based on the original flip-type design, and samples have been sent to many customers. We plan to offer a full product line portfolio in the future and achieve vertical integration to meet the needs of various niche markets in our target markets.

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In addition, the company will continue to develop a complete AI product line and focus on the application development of EDGE AI and rugged tablets. In addition to the original GPU-equipped chassis computers and LCD computers, a series of products based on EDGE AI technology of Nvidia Jetson processors are launched, aiming to accelerate data processing and improve the standardization level of terminal equipment, and are suitable for various industrial, transportation, medical and military applications. At the same time, rugged tablets equipped with Nvidia Jetson can meet the applications of high-end demands and extreme environment requirements, further expanding the application of smart hardware in more vertical fields, especially in automation, driverless driving, smart cities and other fields.

In terms of management process systems, the company has changed its business operation strategy at the end of 2024, adopting an operating model of separation of factories and offices, adjusting and synchronously optimizing the operating procedures of each functional department, and ensuring the effective operation of various management process systems, including ISO 9001 quality management system, ISO 14001 environmental management system, IECQ QC080000 hazardous substance process management system, 27001 information safety management system, ISO 45001 occupational safety and health management system, ISO 14064-1 Greenhouse Gas Verification, etc., and operating a sustainable and excellent management system to ensure that the products and services provided meet customer satisfaction.

The company's products and services are positioned as industrial computer system application integration. It belongs to the downstream of the technology industry and has relatively low operational risks. Despite this, the company still responds to changes in technology or the industrial environment at any time, making appropriate adjustments to business strategies and avoiding risks. In addition, because the products developed and produced by the company are mainly sold in developed countries such as Europe and North America, the formulation of laws and major policies are more stable than in other regions., so it is expected that the company's business operations will not be significantly adversely affected by important domestic and foreign policy and legal changes this year.

Looking forward to 2025, in the face of changes in the global economic situation and challenges from competitors, the company will still adhere to the business philosophy of "sustainable management, create value, balance interests and co-creating with Altruism", market and serve customers, and hopes to become "the leader of industrial smart terminal technology" By". Facing the impact and challenges of the rapidly changing global economic and technological environment, we sincerely hope that all shareholders, ladies and gentlemen, will continue to provide support and guidance. The management will continue to work hard and actively operate, so that the company's technology research and development, production and sales business will grow steadily and create better revenue and profits, and share operating results with shareholders, customers and employees.

Sincerely yours,

Chairman ： Ken Lu

President ： Allan Lin

Chief Accountant ： Eddie Liu

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〈 Attachment II 〉

Audit Committee’s Review Report

The Board of Directors has prepared the Company’s 2024 business report, financial statements and proposal for earnings distribution. The financial statements have been audited by Certified Public Accountants, Mr. Cheng, Ching-Piao and Mr. Fuh, Wen-Fun of Ernst & Young Accounting Firm and the Auditors’ Report was issued accordingly. The above business report, financial statements and earnings distribution proposal have been examined and determined to be correct and accurate by the Audit Committee of Winmate Inc. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Law, we hereby submit this report.

Winmate Inc.

Chairman of the Audit Committee: Mr. Hung, Ming-Chou

February 25, 2025

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〈 Attachment III 〉

INDEPENDENT AUDITORS’ REPORT

To The Board of Directors of Winmate Inc.:

Opinion

We have audited the accompanying parent-company-only balance sheets of Winmate Inc. (the “Company”) as of December 31, 2024 and 2023, and the related parent-company-only statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2024 and 2023, and notes to the parent-company-only financial statements, including the summary of material accounting policies (together referred as “the parent-company-only financial statements”).

Basis for Opinion

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

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Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of the most significance in our audit of 2024 parent-company-only financial statements. These matters were addressed in the context of our audit of the parent-company-only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Revenue Recognition

We determine that revenue recognition is one of the key audit matters. The Company’s revenue amounting to NT$2,814,770 thousand for the year ended December 31, 2024 is a significant account to the Company’s financial statements. The Company has conducted these sale activities in multi-marketplace, including Taiwan, China, Americas, Europe, etc. Furthermore, the timing of fulfilling performance obligation needs to be determined based on varieties of sale terms and conditions enacted in the main sale contracts or sale orders. We therefore conclude that there are significant risks with respect to the topic of revenue recognition.

Our audit procedures therefore include, but not limit to, evaluating the properness of accounting policy for revenue recognition, assessing and testing the effectiveness of relevant internal controls related to revenue recognition, sampling-test of details, including obtaining major sale orders or agreements to inspect the terms and conditions, checking the consistency of the fulfillment timing, performing analytical review procedures on monthly sale revenues, and executing sale cut-off tests for a period time before and after the balance sheet date. We have also evaluated the appropriateness of the related disclosure in Note 4 and 6 to the financial statements.

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Other Matter – Making Reference to the Audits of Other Auditors

We did not audit the financial statements of Maxkit Technology Co., Ltd., an invested associate accounted for under the equity method. The financial statements of Maxkit Technology Co., Ltd. as of December 31, 2024 and 2023 and for the years then ended were audited by other auditors, whose reports thereon have been furnished to us. Our audit, insofar as it related to the investment in the associate accounted for under the equity method amounted to NT$12,436 thousand and NT$14,302 thousand as of December 31, 2024 and 2023, representing 0.27% and 0.37% of the Company’s total assets, the related shares of income before tax from the associate under the equity method for the years then ended amounted to NT$(1,866) thousand and NT$(1,261) thousand, representing (0.27)% and (0.20)% of the Company’s income before tax, and both the related shares of other comprehensive income from the associate under the equity method for the years then ended amounted to NT$0, representing 0% of the other comprehensive income, are based solely on the audit reports of other auditors.

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

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

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

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

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

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

As part of an audit in accordance with 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 parent-company-only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Company. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent-company-only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the parent-company-only financial statements, including the accompanying notes, and whether the parent-company-only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent-company-only financial statements. We are responsible for the direction, supervision and performance of the company audit. We remain solely responsible for our audit opinion.

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

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

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

Cheng, Ching-Piao

Fuh, Wen-Fun

Ernst & Young Taiwan, R.O.C. February 25, 2025

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- - English Translation of Parent Company Only Financial Statements Originally Issued in Chinese Winmate Inc.

Parent-Company-Only Balance Sheets As of December 31, 2024 and 2023

(Amounts Expressed In Thousands of New Taiwan Dollars)

Assets	Assets	Assets		As of December 31,2024	As of December 31,2024	As of December 31,2024		As of December 31,2023	As of December 31,2023	As of December 31,2023
Code	Accounts	Notes		Amount		％		Amount		％
1100 1110 1120 1136 1150 1170 1180 1200 1210 130x 1470 11xx 1517 1535 1550 1600 1755 1780 1840 1915 1920 15xx 1xxx	Current assets Cash and cash equivalents Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets measured at amortized cost Notes receivable, net Accounts receivable, net Accounts receivable - related parties, net Other receivables Other receivables - related parties, net Inventories, net Other current assets Total current assets Non-current assets Financial assets at fair value through other comprehensive income Financial assets measured at amortized cost Investment accounted for under equity method Property, plant and equipment, net Right-of-use assets, net Intangible assets, net Deferred tax assets Prepayment for acquiring machinery Refundable deposits Total non-current assets Total Assets	4,6(1) 4,6(2) 4,6(3) 4,6(4) 4,6(5) 4,6(6) 4,6(6),7 7 4,6(7) 4,6(3) 4,6(4) 4,6(8) 4,6(9) 4,6(19) 4,6(10) 4,6(23)		$460,270 25,583 284,061 611,885 307 363,141 328,498 23,741 - 542,464 32,900 2,672,850 40,000 104,213 172,891 1,636,560 3,301 4,176 25,496 2,155 3,348 1,992,140 $4,664,990		10 - 6 13 - 8 7 - - 12 1 57 1 2 4 35 - - 1 - - 43 100		$588,338 29 242,914 325,722 12,356 275,391 200,541 78,601 35 425,242 54,357 2,203,526 10,000 102,196 124,323 916,044 7,945 4,148 27,646 451,744 3,825 1,647,871 $3,851,397		15 - 6 9 - 7 5 2 - 11 2 57 - 3 3 24 - - 1 12 - 43 100

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

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- - English Translation of Parent Company Only Financial Statements Originally Issued in Chinese Winmate Inc.

Parent-Company-Only Balance Sheets (Continued) As of December 31, 2024 and 2023

(Amounts Expressed In Thousands of New Taiwan Dollars)

Liabilities and Equity	Liabilities and Equity	Liabilities and Equity	As of December 31,2024	As of December 31,2024	As of December 31,2023	As of December 31,2023
Code	Accounts	Notes	Amount	％	Amount	％
2130 2150 2170 2180 2200 2220 2230 2250 2280 2321 2399 21xx 2530 2570 2580 2640 25xx 2xxx 31xx 3100 3110 3130 3200 3300 3310 3350 3400 3xxx	Current liabilities Contract liabilities Notes payable Accounts payable Accounts payable - related parties Other payables Other payables - related parties Current tax liabilities Provisions Lease liabilities Current portion of bonds payable Other current liabilities Total current liabilities Non-current liabilities Bonds payable Deferred tax liabilities Lease liabilities Net defined benefit liabilities Total non-current liabilities Total liabilities Equity attributable to shareholders of the parent Capital Common stock Certificate of entitlement to new shares form convertible bond Capital surplus Retained earnings Legal reserve Unappropriated retained earnings Other equity interest Total equity Total liabilities and equity	4,6(17) 7 6(11) 7 4,6(23) 4,6(14) 4,6(19) 4,6(12) 4,6(12) 4,6(23) 4,6(19) 4,6(13) 6(15) 6(15) 6(15)	$58,020 - 356,073 1,078 310,777 5,513 90,462 1,895 2,060 - 4,455 830,333 478,259 1,656 1,391 634 481,940 1,312,273 797,465 - 1,038,043 445,778 1,020,149 51,282 3,352,717 $4,664,990	1 - 8 - 7 - 2 - - - - 18 10 - - - 10 28 17 - 22 10 22 1 72 100	$41,295 180 252,516 2,546 238,290 1,936 136,010 - 4,405 97,021 5,040 779,239 - - 3,691 2,443 6,134 785,373 782,048 1,171 1,001,700 394,356 830,069 56,680 3,066,024 $3,851,397	1 - 7 - 6 - 4 - - 2 - 20 - - - - - 20 20 - 26 10 22 2 80 100

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

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- - English Translation of Parent Company Only Financial Statements Originally Issued in Chinese Winmate Inc.

Parent-Company-Only Statements of Comprehensive Income

For the Years Ended December 31, 2024 and 2023

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

Code	Items	Notes	2024		2023
			Amount	%	Amount	%
4000 5000 5900 5920 5950 6000 6100 6200 6300 6450 6900 7000 7100 7010 7020 7050 7070 7900 7950 8200 8300 8310 8311 8316 8349 8360 8371 8399 8500 9750 9850	Operating revenue Operating costs Gross profit Realized (Unrealized) sales profit Gross profit from operations Operating expenses Sales and marketing General and administrative Research and development Expected credit gains (losses) Total operating expenses Operating income Non-operating income and expenses Interest income Other income Other gains or losses Finance costs Share of profit or loss of associates and joint ventures Total non-operating incomes and expenses Income before income tax Income tax Net income Other comprehensive income (loss) Item that will not be reclassified subsequently to profit or loss Actuarial gain (loss) defined benefit plans Unrealized gain (loss) on equity instrument investment measured at fair value through other comprehensive income (loss) Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Items that may be reclassified subsequently to profit or loss Share of other comprehensive income of associates and joint ventures accounted for under the equity method Income tax related to items that may be reclassified subsequently to profit or loss Total other comprehensive income, net of tax Total comprehensive income Earnings per share (in NTD) Earnings per share basic (in NTD) Earnings per share diluted (in NTD)	4,6(17),7 7 7 4,6(18) 6(21) 6(21) 6(21) 6(21) 4,6(8) 4,6(23) 6(22) 6(24)	$2,814,770 (1,743,168) 1,071,602 7,821 1,079,423 (156,004) (72,877) (219,704) 3,899 (444,686) 634,737 19,403 23,347 26,372 (10,138) (14,147) 44,837 679,574 (120,121) 559,453 1,602 (3,302) (321) 9,530 (1,906) 5,603 $565,056 $7.04 $7.03	100 (62) 38 - 38 (5) (3) (8) - (16) 22 1 1 1 - (1) 2 24 (4) 20 - - - - - - 20	$2,480,324 (1,529,822) 950,502 3,508 954,010 (137,989) (57,763) (192,207) (1,983) (389,942) 564,068 21,191 27,243 4,882 (3,421) 3,581 53,476 617,544 (111,592) 505,952 (698) 27,061 140 1,047 (210) 27,340 $533,292 $6.62 $6.33	100 (62) 38 - 38 (5) (2) (8) - (15) 23 1 1 - - - 2 25 (5) 20 - 2 - - - 2 22

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

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

Winmate Inc.

Parent-Company-Only Statements of Changes in Equity

For the Years Ended December 31, 2024 and 2023

(Amounts Expressed In Thousands of New Taiwan Dollars)

					Equity Attributa	ble to Shareholders of the Parent	ble to Shareholders of the Parent
		Capital		Capital Surplus		Retained Earnings		Othe	r EquityItem
		Capital	Certificate of entitlement to new shares form convertible bond		Legal Reserve	Special reserve	Unappropriated Earnings	Exchange differences arising on translation of foreign operations	Unrealized gains or losses on financial assets at fair value through other comprehensive income
Code	Items	3100	3130	3200	3310	3320	3350	3410	3420
A1 B1 B5 B17 C5 C15 D1 D3 D5 I1 Q1 T1 Z1 B1 B5 C5 C15 D1 D3 D5 I1 Q1 T1 Z1	Balance as of January 1, 2023 Appropriation and distribution of 2022 earnings Legal reserve appropriated Cash dividends common shares Reversal of special reserve Equity component of convertible bonds issued by the Company Capital surplus transfer to dividends Net income for the year ended December 31, 2023 Other comprehensive income (loss), net of tax, for 2023 Total comprehensive income Conversion of convertible bonds Disposal of investments in equity instruments measured at fair value through other comprehensive income Other - Issuance of Employee Stock Options Balance as of December 31, 2023 Appropriation and distribution of 2023 earnings Legal reserve appropriated Cash dividends common shares Equity component of convertible bonds issued by the Company Capital surplus transfer to dividends Net income for the year ended December 31, 2024 Other comprehensive income (loss), net of tax, for 2024 Total comprehensive income (loss) Conversion of convertible bonds Disposal of investments in equity instruments measured at fair value through other comprehensive income Other - Issuance of Employee Stock Options Balance as of December 31, 2024	$726,175 - 55,873 782,048 - 15,417 $797,465	$5,868 - (4,697) 1,171 - (1,171) $-	$766,622 (10,001) (73,204) - 315,469 2,814 1,001,700 21,756 (78,322) - 85,702 7,207 $1,038,043	$348,238 46,118 - 394,356 51,422 - $445,778	$34,791 (34,791) - - - $-	$619,991 (46,118) (292,817) 34,791 505,952 (558) 505,394 8,828 830,069 (51,422) (328,952) 559,453 1,281 560,734 9,720 $1,020,149	$(9,672) 837 837 (8,835) 7,624 7,624 $(1,211)	$47,282 27,061 27,061 (8,828) 65,515 (3,302) (3,302) (9,720) $52,493

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

21 -

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

Winmate Inc.

Parent-Company-Only Statements of Cash Flows

For the Years Ended December 31, 2024 and 2023

(Amounts Expressed In Thousands of New Taiwan Dollars)

Code	Items	2024	2023	Code	Items	2024	2023
AAAA A10000 A20000 A20010 A20100 A20200 A20300 A20400 A20900 A21200 A21300 A21900 A22400 A22500 A23100 A23700 A23700 A23900 A29900 A30000 A31115 A31130 A31150 A31160 A31180 A31190 A31200 A31240 A32125 A32130 A32150 A32160 A32180 A32190 A32220 A32230 A32240 A33000 A33100 A33200 A33300 A33500 AAAA	Cash flows from operating activities: Income before income tax Adjustments: Profit or loss not effecting cash flows: Depreciation (including right-of-use assets) Amortization Expected credit losses (gain) Net loss (gain) of financial assets (liabilities) at fair value through profit or loss Interest expense Interest income Dividend income Cost of share based payment Share of profit or loss of subsidiaries, associates and joint ventures Loss (gain) on disposal of property, plant and equipment Loss (gain) on disposal of investments Allowance (reversal) for inventory valuation and obsolescence loss Impairment loss (gain) on non-financial assets Unrealized (realized) sales profit Profit from lease modification Changes in operating assets and liabilities: Financial assets at fair value through profit or loss Notes receivable Accounts receivable Accounts receivable - related parties Other receivables Other Receivables - Related Parties Inventories Other current assets Contract liabilities Notes Payable Accounts payable Accounts payable - related parties Other payables Other payables - related parties Provisions Other current liabilities Net defined benefit liability Cash generated from operations Interest received Dividend received Interest paid Income tax paid Cash flows from operating activities	$679,574 35,164 3,962 (3,899) (2,230) 10,138 (19,403) (13,129) 7,207 14,147 - 8,096 6,874 3,600 (7,821) (10) (24,143) 12,049 (84,388) (127,420) 54,993 35 (124,096) 21,457 16,725 (180) 103,557 (1,468) 72,487 3,577 1,895 (585) (207) 646,558 19,270 13,129 (3) (164,090) 514,864	$617,544 30,385 3,625 1,983 (24) 3,421 (21,191) (15,797) 2,814 (3,581) (124) (134) 4,993 - (3,508) - 20,134 (12,356) 13,081 32,070 (61,857) (35) 127,523 (8,385) (2,337) 180 (94,433) (499) 29,355 (357) (1,517) 2,404 (179) 663,198 20,896 15,797 (9) (101,924) 597,958	BBBB B00010 B00020 B00040 B00050 B01800 B02700 B02800 B03700 B04500 B07100 BBBB CCCC C01200 C04020 C04500 CCCC EEEE E00100 E00200	Cash flows from investing activities: Acquisition of financial assets at fair value through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of financial assets measured at amortized cost Proceeds from disposal of financial assets measured at amortized cost Acquisition of equity-method investments Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment (Increase) decrease in refundable deposits Acquisition of intangible assets Increase in prepayments for acquiring machinery Cash flows from investing activities Cash flows from financing activities: Issuance of corporate bonds Cash payments for the principal portion of the lease liabilities Cash dividends Cash flows from financing activities Increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	(97,706) 23,257 (1,173,702) 885,522 (58,191) (105,730) - 477 (3,990) (196,065) (726,128) 495,019 (4,549) (407,274) 83,196 (128,068) 588,338 $460,270	(29,905) 18,144 (503,737) 709,739 - (20,714) 1,238 (3,146) (2,137) (232,243) (62,761) - (3,952) (366,021) (369,973) 165,224 423,114 $588,338

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

22 -

MANAGEMENT REPRESENTATION LETTER

The entities that are required to be included in the combined financial statements of Winmate Inc. as of December 31, 2024 and for the year then ended under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standard No. 10, “Consolidated Financial Statements.” In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, Winmate Inc. and Subsidiaries do not prepare a separate set of combined financial statements.

Very truly yours,

Winmate Inc.

Ken Lu

Chairman February 25, 2025

23 -

REPORT OF INDEPENDENT AUDITORS

To The Board of Directors of Winmate Inc.:

Opinion

We have audited the accompanying consolidated balance sheets of Winmate Inc. (the “ Company”) and its subsidiaries as of December 31, 2024 and 2023, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2024 and 2023, and notes to the consolidated financial statements, including the summary of material accounting policies (together referred as “the consolidated financial statements”).

In our opinion, based on our audits and the reports of the other auditors (please refer to the Other Matter-Making Reference to the Audit of Other Auditors section of our report), the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company and its subsidiaries as of December 31, 2024 and 2023, and their consolidated financial performance and cash flows for the years ended December 31, 2024 and 2023, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed and became effective by 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 the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company and its subsidiaries in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the “Norm”), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of the other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

24 -

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of the most significance in our audit of 2024 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Revenue Recognition

We determine that revenue recognition is one of the key audit matters. The Company’s consolidated revenue amounting to NT$3,057,605 thousand for the year ended December 31, 2024 is a significant account to the Company’s consolidated financial statements. The Company and its subsidiaries has conducted these sale activities in multi-marketplace, including Taiwan, China, America and Europe, etc. Furthermore, the timing of fulfilling performance obligation needs to be determined based on varieties of sale terms and conditions enacted in the main sale contracts or sale orders. We therefore conclude that there are significant risks with respect to the topic of revenue recognition.

Our audit procedures therefore include, but not limit to, evaluating the appropriateness of accounting policy for revenue recognition, assessing and testing the effectiveness of relevant internal controls related to revenue recognition, sampling-test of details, including obtaining major sale orders or agreements to inspect the terms and conditions, checking the consistency of the fulfillment timing, performing analytical review procedures on monthly sale revenues, and executing sale cut-off tests for a period time before and after the balance sheet date. We have also evaluated the appropriateness of the related disclosure in Note 4 and 6 to the financial statements.

Other Matter – Making Reference to the Audits of Other Auditors

We did not audit the financial statements of Maxkit Technology Co., Ltd., an invested associate accounted for under the equity method. The financial statements of Maxkit Technology Co., Ltd. as of December 31, 2024 and 2023 and for the years then ended were audited by other auditors, whose reports thereon have been furnished to us. Our audit, insofar as it related to the investment in the associate accounted for under the equity method amounting to NT$12,436 thousand and NT$14,302 thousand as of December 31, 2024 and 2023, representing 0.26% and 0.37% of the Company’s consolidated total assets, the related shares of income before tax from the associate under the equity method for the years then ended amounting to NT$(1,866) thousand and NT$(1,261) thousand, representing (0.28)% and (0.20)% of the Company’s consolidated income before tax, and the related shares of other comprehensive income from the associate under the equity method for the years then ended amounting to NT$0 thousand

25 -

and NT$0 thousand, representing 0% and 0% of the consolidated other comprehensive income, are based solely on the audit reports of other auditors.

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

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

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

Those charged with governance, including audit committee, is responsible for overseeing the financial reporting process of the Company and its subsidiaries.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

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 ：

26 -
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company and its subsidiaries.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Company and its subsidiaries. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company and its subsidiaries to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the accompanying notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company and its subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

27 -

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

We have audited and expressed an unqualified opinion including an other matter paragraph on the parent-company-only financial statements of the Company as of and for the years then ended December 31, 2024 and 2023.

Cheng, Ching-Piao

Fuh, Wen-Fun

Ernst & Young, Taiwan, R.O.C February 25, 2025

28 -

English Translation of Consolidated Financial Statements Originally Issued in Chinese

Winmate Inc. and Subsidiaries

Consolidated Balance Sheets

As of December 31, 2024 and 2023

(Amounts Expressed In Thousands of New Taiwan Dollars)

Assets	Assets	Assets		As of December 31,2024	As of December 31,2024	As of December 31,2024		As of December 31,2023	As of December 31,2023	As of December 31,2023
Code	Accounts	Notes		Amount		％		Amount		％
1100 1110 1120 1136 1150 1170 1180 1200 130x 1470 11XX 1517 1535 1550 1600 1755 1780 1840 1915 1920 15XX 1XXX	Current assets Cash and cash equivalents Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets measured at amortized cost Notes receivable, net Accounts receivable, net Accounts receivable - related parties, net Other receivables Inventories, net Other current assets Total current assets Non-current assets Financial assets at fair value through other comprehensive income Financial assets measured at amortized cost Investment accounted for under equity method Property, plant and equipment, net Right-of-use assets, net Intangible assets, net Deferred tax assets Prepayment for acquiring machinery Refundable deposits Total non-current assets Total Assets	4,6(1) 4,6(2) 4,6(3) 4,6(4) 4,6(5) 4,6(6) 4,6(6),7 4,6(7) 4,6(3) 4,6(4) 4,6(8) 4,6(9) 4,6(20) 4,6(10) 4,6(24)		$719,244 25,583 284,061 611,885 307 469,365 292 30,608 594,709 36,161 2,772,215 40,000 148,603 12,436 1,675,876 5,394 34,110 25,496 2,155 4,004 1,948,074 $4,720,289		15 1 6 13 - 10 - 1 12 1 59 1 3 - 35 - 1 1 - - 41 100		$707,020 29 242,914 327,074 12,356 348,184 38,220 78,730 482,657 57,320 2,294,504 10,000 113,589 15,986 945,874 11,576 5,554 27,646 451,744 4,097 1,586,066 $3,880,570		18 - 6 9 - 9 1 2 13 1 59 - 3 1 24 - - 1 12 - 41 100

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

29 -

English Translation of Consolidated Financial Statements Originally Issued in Chinese

Winmate Inc. and Subsidiaries

Consolidated Balance Sheets (Continued)

As of December 31, 2024 and 2023

(Amounts Expressed In Thousands of New Taiwan Dollars)

Liabilities and Equity	Liabilities and Equity	Liabilities and Equity	As of December 31,2024	As of December 31,2024	As of December 31,2023	As of December 31,2023
Code	Accounts	Notes	Amount	％	Amount	％
2130 2150 2170 2180 2200 2230 2250 2280 2321 2322 2399 21XX 2530 2540 2570 2580 2640 25XX 2XXX 31XX 3100 3110 3130 3200 3300 3310 3350 3400 36XX 3XXX 3X2X	Current liabilities Contract liabilities Notes payable Accounts payable Accounts payable - related parties Other payables Current tax liabilities Provisions Lease liabilities Current portion of bonds payable Current portion of long-term loans Other current liabilities Total current liabilities Non-current liabilities Bonds payable Non-current portion of long-term loans Deferred tax liabilities Lease liabilities Net defined benefit liabilities Total non-current liabilities Total liabilities Equity attributable to shareholders of the parent Capital Common stock Certificate of entitlement to new shares form convertible bond Capital surplus Retained earnings Legal reserve Unappropriated retained earnings Other equity interest Non-controlling interests Total equity Total liabilities and equity	4,6(18) 7 6(11) 4,6(24) 4,6(15) 4,6(20) 4,6(12) 4,6(13) 4,6(12) 4,6(13) 4,6(24) 4,6(20) 4,6(14) 6(16) 6(16) 6(16)	$60,822 - 357,993 1,078 331,310 89,127 1,895 3,612 - 1,987 19,462 867,286 478,259 15,070 1,656 2,177 634 497,796 1,365,082 797,465 - 1,038,043 445,778 1,020,149 51,282 2,490 3,355,207 $4,720,289	1 - 8 - 7 2 - - - - 1 19 10 - - - - 10 29 17 - 22 9 22 1 - 71 100	$42,689 180 253,745 2,546 244,362 137,711 - 5,766 97,021 108 11,266 795,394 - 10,641 - 6,068 2,443 19,152 814,546 782,048 1,171 1,001,700 394,356 830,069 56,680 - 3,066,024 $3,880,570	1 - 7 - 6 4 - - 3 - - 21 - - - - - - 21 20 - 26 10 22 1 - 79 100

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

30 -

English Translation of Consolidated Financial Statements Originally Issued in Chinese

Winmate Inc. and Subsidiaries

Consolidated Statements of Comprehensive Incomes For the year ended December 31, 2024 and 2023 (Amounts Expressed in Thousands of New Taiwan Dollars, Except for Earnings per Share)

Code	Items	Notes	For theyear ended December 31,	For theyear ended December 31,	For theyear ended December 31,
			2024		2023
			Amount	%	Amount	%
4000 5000 5900 5910 5950 6100 6200 6300 6450 6000 6900 7100 7010 7020 7050 7060 7000 7900 7950 8200 8310 8311 8316 8349 8360 8361 8371 8399 8300 8500 8600 8610 8620 8700 8710 8720 9750 9850	Operating revenue Operating costs Gross profit Realized (Unrealized) sales profit Gross profit from operations Operating expenses Sales and marketing General and administrative Research and development Expected credit losses Total operating expenses Operating income Non-operating income and expenses Interest income Other income Other gains or losses Finance costs Share of profit or loss of associates and joint ventures Total non-operating incomes and expenses Income from before income tax Income tax Net income Other comprehensive income (loss) Item that not be reclassified subsequently to profit or loss Actuarial gain (loss) from defined benefit plans Unrealized loss on equity instrument investment measured at fair value through other comprehensive income (loss) Income tax related to components of other comprehensive income that will not be reclasified to profit or loss Items that may be reclassified subsequently to profit or loss Exchange differences on translation of foreign operations Exchange differences arising from exchanging the foreign currency financial statements of associates and joint ventures Income tax related to items that may be reclassified subsequently to profit or loss Total other comprehensive income, net of tax Total comprehensive income Net income attributable to: Shareholders of the parent Non-controlling interests Comprehensive income (loss) attributable to: Shareholders of the parent Non-controlling interests Earnings per share (in NTD) Earnings per share basic (in NTD) Earnings per share diluted (in NTD)	4,6(18),7 7 7 4,6(19) 6(22) 6(22) 6(22) 6(22) 4,6(24) 6(23) 6(25)	$3,057,605 (1,835,050) 1,222,555 - 1,222,555 (136,401) (257,414) (219,704) (3,004) (616,523) 606,032 19,981 33,106 27,565 (12,301) (1,866) 66,485 672,517 (120,518) 551,999 1,602 (3,302) (321) 5,676 - (1,906) 1,749 $553,748 $559,453 (7,454) $551,999 $565,056 (11,308) $553,748 $7.04 $7.03	100 (60) 40 - 40 (5) (8) (7) - (20) 20 1 1 1 (1) - 2 22 (4) 18 - - - - - - - 18 18 - 18 18 - 18	$2,598,533 (1,559,529) 1,039,004 (125) 1,038,879 (128,240) (138,447) (192,207) (2,009) (460,903) 577,976 22,182 27,355 6,061 (3,644) (10,678) 41,276 619,252 (113,300) 505,952 (698) 27,061 140 912 135 (210) 27,340 $533,292 $505,952 - $505,952 $533,292 - $533,292 $6.62 $6.33	100 (60) 40 - 40 (5) (5) (8) - (18) 22 1 1 - - - 2 24 (4) 20 - 1 - - - - 1 21 19 - 19 21 - 21

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

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English Translation of Consolidated Financial Statements Originally Issued in Chinese

Winmate Inc. and Subsidiaries

Consolidated Statements of Changes in Equity

For the year ended December 31, 2024 and 2023

(Amounts Expressed In Thousands of New Taiwan Dollars)

				Equity Attributa	Equity Attributa	ble to Shareholders of the Parent	ble to Shareholders of the Parent			Non-controlling interests	Total Equity
			Capital	Capital Surplus		Retained Earnings		Othe	r EquityItem
		Capital	Certificate of entitlement to new shares form convertible bond		Legal Reserve	Special reserve	Unappropriated Earnings	Exchange differences arising on translation of foreign operations	Unrealized gains or losses on financial assets at fair value through other comprehensive income
Code	Items	3100	3130	3200	3310	3320	3350	3410	3420	36XX	3xxx
A1 B1 B5 B17 C5 C15 D1 D3 D5 I1 Q1 T1 Z1 B1 B5 C5 C15 D1 D3 D5 I1 Q1 T1 O1 Z1	Balance as of January 1, 2023 Appropriation and distribution of 2022 earnings Legal reserve appropriated Cash dividends common shares Reversal of special reserve Equity component of convertible bonds Capital surplus transfer to dividends Net income for the year ended December 31, 2023 Other comprehensive income (loss), net of tax, for 2023 Total comprehensive income (loss) Conversion of convertible bonds Disposal of investments in equity instruments measured at fair value through other comprehensive income Others - issuance of employee stock options Balance as of December 31, 2023 Appropriation and distribution of 2023 earnings Legal reserve appropriated Cash dividends common shares Equity component of convertible bonds Capital surplus transfer to dividends Net income for the year ended December 31, 2024 Other comprehensive income (loss), net of tax, for 2024 Total comprehensive income (loss) Conversion of convertible bonds Disposal of investments in equity instruments measured at fair value through other comprehensive income Others - issuance of employee stock options Non-controlling interests increase(decrease) Balance as of December 31, 2024	$726,175 - 55,873 782,048 - 15,417 $797,465	$5,868 - (4,697) 1,171 - (1,171) $-	$766,622 (10,001) (73,204) - 315,469 2,814 1,001,700 21,756 (78,322) - 85,702 7,207 $1,038,043	$348,238 46,118 - 394,356 51,422 - $445,778	$34,791 (34,791) - - - $-	$619,991 (46,118) (292,817) 34,791 505,952 (558) 505,394 8,828 830,069 (51,422) (328,952) 559,453 1,281 560,734 9,720 $1,020,149	$(9,672) 837 837 (8,835) 7,624 7,624 $(1,211)	$47,282 27,061 27,061 (8,828) 65,515 (3,302) (3,302) (9,720) $52,493	$- - - (7,454) (3,854) (11,308) 13,798 $2,490	$2,539,295 - (292,817) - (10,001) (73,204) 505,952 27,340 533,292 366,645 - 2,814 3,066,024 - (328,952) 21,756 (78,322) 551,999 1,749 553,748 99,948 - 7,207 13,798 $3,355,207

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

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English Translation of Consolidated Financial Statements Originally Issued in Chinese Winmate Inc. and Subsidiaries

Consolidated Statements of Cash Flows

For the year ended December 31, 2024 and 2023

(Amounts Expressed In Thousands of New Taiwan Dollars)

Code	Items	For theyear end	ed December 31,	Code	Items	For theyear end	ed December 31,
		2024	2023			2024	2023
AAAA A10000 A20000 A20010 A20100 A20200 A20300 A20400 A20900 A21200 A21300 A21900 A22300 A22500 A23100 A23700 A23700 A23900 A30000 A31115 A31130 A31150 A31160 A31180 A31200 A31240 A32125 A32130 A32150 A32160 A32180 A32190 A32220 A32230 A32240 A33000 A33100 A33200 A33300 A33500 AAAA	Cash flows from operating activities: Income before income tax Adjustments: Profit or loss not effecting cash flows: Depreciation (including right-of-use assets) Amortization Expected credit losses (gain) Net loss (gain) of financial assets (liabilities) at fair value through profit or loss Interest expense Interest income Dividend income Cost of share based payment Share of profit or loss of associates and joint ventures Loss (gain) on disposal of property, plant and equipment Loss (gain) on disposal of investments Loss on inventory valuation Impairment loss on non-financial assets Unrealized gain (loss) from sale Changes in operating assets and liabilities: Financial assets at fair value through profit or loss Notes receivable Accounts receivable Accounts receivable - related parties Other receivables Inventories Other current assets Contract liabilities Notes payable Accounts payable Accounts payable - related parties Other payables Other payables - related parties Provision Other current liabilities Net defined benefit liability Cash generated from operations Interest received Dividend received Interest paid Income tax paid Cash flows from operating activities:	$672,517 39,822 9,171 3,004 (2,230) 12,301 (19,981) (13,129) 7,207 1,866 - 8,096 6,874 3,600 - (24,143) 12,049 (88,268) 38,465 60,017 (90,341) 22,348 18,133 (180) 48,237 (1,468) 69,500 - 1,895 8,196 (207) 803,351 19,848 13,129 (2,064) (169,423) 664,841	$619,252 31,186 3,642 2,009 (24) 3,644 (22,182) (15,797) 2,814 10,678 (124) (134) 4,993 - 125 20,134 (12,356) 66,633 (5,000) (61,871) 147,951 (7,326) (3,072) 180 (99,492) (488) 31,701 (277) (1,517) 1,773 (179) 716,876 21,887 15,797 (176) (109,703) 644,681	BBBB B00010 B00020 B00040 B00050 B01900 B02200 B02700 B02800 B03800 B04500 B07100 BBBB CCCC C00200 C01200 C01700 C04020 C04500 CCCC DDDD EEEE E00100 E00200	Cash flows from investing activities: Acquisition of financial assets at fair value through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of financial assets measured at amortized cost Proceeds from disposal of financial assets measured at amortized cost Disposal of investments accounted for using the equity method Net cash flow from acquisition of subsidiaries (excluding cash acquired) Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment (Increase) decrease in refundable deposits Acquisition of intangible assets Increase in prepayments for acquiring machinery Cash flows from investing activities: Cash flows from financing activities: Decrease in short-term loans Issuance of corporate bonds Repayments of long-term loans Cash payments for the principal portion of the lease liabilities Cash dividends Cash flows from financing activities: Effect of exchange rate changes Increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	(97,706) 23,257 (1,206,720) 886,942 (2,692) (6,888) (110,338) - 93 (6,054) (196,065) (716,171) (21,844) 495,019 (116) (6,053) (407,274) 59,732 3,822 12,224 707,020 $719,244	(29,905) 18,144 (514,894) 709,739 - - (22,608) 1,238 (3,132) (2,137) (232,243) (75,798) - - (104) (4,533) (366,021) (370,658) 706 198,931 508,089 $707,020

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

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〈 Attachment IV 〉

Winmate Inc.

Comparison Table for Articles in the “Articles of Incorporation”

After amendment	Before amendment	Remark
Article 2： The Company’s business operation is as follows: 1. CC01080 Electronic Components Manufacturing 2. CC01060 Wire communications machinery and equipment manufacturing 3. CC01070 Wireless communications machinery and equipment manufacturing 4. E605010 Computer equipment installation industry 5. F113070 Telecommunications equipment wholesale 6. I301030 Electronic information supply services 7. F401010 International trade 8. CC01101 RF controlled telecommunications equipment manufacturing 9. F401021 RF controlled telecommunications equipment importing 10. CD01010 Ship and its parts manufacturing 11. F114060 Ship and parts wholesale 12. CF01011 Medical Devices Manufacturing 13. F108031 Wholesale of Medical Devices 14. F208031 Retail Sale of Medical Apparatus 15. ZZ99999 In addition to the licensed businesses, may conduct other businesses that arenot prohibited or restricted.	Article2： The Company’s business operation is as follows: 1. CC01080 Electronic Components Manufacturing 2. CC01060 Wire communications machinery and equipment manufacturing 3. CC01070 Wireless communications machinery and equipment manufacturing 4. E605010 Computer equipment installation industry 5. F113070 Telecommunications equipment wholesale 6. I301030 Electronic information supply services 7. F401010 International trade 8. CC01101 RF controlled telecommunications equipment manufacturing 9. F401021 RF controlled telecommunications equipment importing 10. CD01010 Ship and its parts manufacturing 11. F114060 Ship and parts wholesale 12. ZZ99999 In addition to the licensed businesses, may conduct other businesses that are not prohibited or restricted..	According to the actual practice.
Article 7： The Company’s total capital is NT$1.5billion, divided into150million common shares with a par value of NT$10 per share. The Board of Directors is authorized to issue the shares in different times. It reserves the 3.6 million shares with a par value of NT$10 under the employee stock option scheme. At the time when the company's shares may be legally purchased by the company, the authorized the board of Directors shall handle inaccordance withthe provisions ofthelaw.	Article 7： The Company’s total capital is NT$1billion, divided into100million common shares with a par value of NT$10 per share. The Board of Directors is authorized to issue the shares in different times. It reserves the 3.6 million shares with a par value of NT$10 under the employee stock option scheme. At the time when the company's shares may be legally purchased by the company, the authorized the board of Directors shall handle inaccordance withthe provisions ofthelaw.	According to the actual practice.
Article 23： If the company makes a profit for the year, it should set aside 5% to 15% as employee remunerationandnomore than 2% as director	Article 23： If the Company makes a profit in a year, it shall set aside 5% to 15% as employee remuneration, whichshallbe distributedinthe	According to the governing law and regulations

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remuneration. However, if the company still form of stock or cash by resolution of the Board has accumulated losses, it should reserve the of Directors. The recipients of the distribution amount in advance to make up for it. shall include employees of the controlling or Of the above employee remuneration, no less subordinate companies who meet certain than 20% should be allocated to grassroots conditions. The Company may set aside no employees. more than 2% of the above profit amount as Employee remuneration is distributed in the director remuneration by resolution of the form of stock or cash by resolution of the board Board of Directors. Proposals for employee of directors, and the recipients include remuneration and directors' remuneration employees of controlled or affiliated companies distribution should be submitted to the who meet certain conditions. shareholders' meeting. Proposals for employee remuneration and directors' remuneration distribution should be submitted to the shareholders' meeting. Article 25： Article 25： Update the The 26th amendment of the Corporate Charter The 26th amendment of the Corporate Charter date of the (Article of Incorporation) was made on May (Article of Incorporation) was made on May amendment 27, 2022. 27, 2022. The 27th amendment of the Corporate Charter (Article of Incorporation) was made on May 28, 2025.

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〈 Attachment V 〉

Comparison Table for Articles in the “Governing the Acquisition and Disposal of Assets”

After amendment	After amendment	Before amendment	Remark
Article 5： Investment quota for non-business real estate and securities 1. The total amount of real estate and its right-of-use assets held by the Company or its subsidiaries for non-business purposes shall not exceed 20% of the net worth of the Company’s most recent financial statements. 2. The total amount of securities investment by		Article5： T Investment quota for non-business real estate and securities The amount of the above assets acquired by the Company or its subsidiaries is set as follows: 1. For real estate not used for business purposes, the total investment amount shall not exceed 10% of the net worth. 2. The total amount of investment in long-term and short-term securities shall not exceed 50% of the net worth. 3. The amount of investment in individual securities shall not exceed 10% of the net worth.	According to the actual practice.
	the Company or its subsidiaries may not exceed 150% of the net worth of the Company’s most recent financial statements, and the investment amount of any individual security may not exceed 80%
	of the aforementioned net worth.
Article 9： Procedures for Acquisition or Disposal of Securities 1. Evaluation and Operational Procedures The purchase and sale of the Company's long-term and short-term securities are handled in accordance with the investment cycle of the internal control system. II. Transaction conditions and authorization amount (1) Securities transactions on the TWSE or TPEx shall be determined based on market conditions. Transactions of NT$50million or less shall be approved by the Chairman and reported to the most recent Board of Directors meeting thereafter, along with an analysis report on unrealized profits or losses. Transactions of amounts exceeding NT$50million shall be approved in advance by the Board of Directors. (2) For securities transactions not on TWSE or TPEx, the most recent financial statements of the target company audited by a CPA should be obtained as a reference for the transaction price, and the book value per share, profitability and future development potential should be considered. Transactions ofNT$50millionor less shallbe approved		Article 9： Procedures for Acquisition or Disposal of Securities 1. Evaluation and Operational Procedures The purchase and sale of the Company's long-term and short-term securities are handled in accordance with the investment cycle of the internal control system. II. Transaction conditions and authorization amount (1) Securities transactions on the TWSE or TPEx shall be determined based on market conditions. Transactions of NT$10million or less shall be approved by the Chairman and reported to the most recent Board of Directors meeting thereafter, along with an analysis report on unrealized profits or losses. Transactions of amounts exceeding NT$10million shall be approved in advance by the Board of Directors. (2) For securities transactions not on TWSE or TPEx, the most recent financial statements of the target company audited by a CPA should be obtained as a reference for the transaction price, and the book value per share, profitability and future development potential should be considered. Transactions ofNT$10millionor less shallbe approved	According to the actual practice.

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by the Chairman and reported to the most recent Board of Directors meeting thereafter, along with an analysis report on unrealized profits or losses. Transactions of amounts exceeding NT$50million shall be approved in advance by the Board of Directors. (3) Investments in fixed-income money market funds must be approved by the Chief Financial Officer. (Thefollowingis omitted)	by the Chairman and reported to the most recent Board of Directors meeting thereafter, along with an analysis report on unrealized profits or losses. Transactions of amounts exceeding NT$10million shall be approved in advance by the Board of Directors. (3) Investments in fixed-income money market funds must be approved by the Chief Financial Officer. (Thefollowingis omitted)

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〈 Attachment VI 〉

List of Director Candidates

Title	Name	Gender	Education and Experience	Current Job	Number of Shares
Director	Premier Touch Corporation Representative: Lu, Ku-Ching	Male	MBA, The University of Melbourne, Australia Department of Business Administration, National Taiwan University Product department manager of Inventec Corporation	Chairman and R&D Head of Winmate Inc. Director of WinMate Automation Technology (SuZhou) Co., Ltd.. Chairman of TTX Canada Inc. Chairman of WinMate Communication US, Inc. Director of TL Electronic GmbH	3,159,000
Director	Yeh, Ching-Fa	Male	Master of Computer Science, State University of New York, USA. Department of Information Science, Tunghai University Deputy business manager of ASTRA COMMUNICATION CORP	Vice President of Winmate Inc.	1,950,085
Director	Onyx Healthcare Inc. Representative: Chuang, Yung-Shun	Male	Honorary Doctor of Engineering, National Taiwan University of Science and Technology Chairman of AAEON Technology Inc. Chairman of ONYX Healthcare Inc. EMBA, National Taiwan University Master of Business Administration,Tulane University, USA.	Chairman of AAEON Technology Inc. Chairman of ONYX Healthcare Inc. Chairman of EverFocus Electronics Corp. Chairman of ATECH OEM Inc. Chairman of JetWay Information Co. Ltd. Director of IBASE Technology Inc. Director of AAEON Electronics Inc. Director of AAEON Technology (Europe) B.V. Director of AAEON Technology GMBH Director of AAEON Technology Singapore Pte. Ltd. Chairman of AAEON Technology (Suzhou) Inc. Chairman of AAEON Investment Co., Ltd. Chairman of YAN SIN Investment Co., Ltd. Director of AAEON Foundation FU LI Investment Co., Ltd. Director of Mcfees Group Inc. Director of Allied Biotech Corp. Director of King Core Electronics Inc. Chairman of QQE Technology Co., Ltd. Director of Qiye Dian zi (Dongguan) You Xian Gong Director of Outstanding Electronics Manufacturer (Danyang) Co., Ltd. Director of MACHVISION Inc. Director of Top Union Electronics (Suzhou) Corp. Director of Top Union Electronics Corp. Director of Allied Oriental International Ltd. Director of Litemax Electronics Inc. Director of Litemax Technology, Inc.	10,244,000

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				Chairman of ONYX Healthcare (Shanghai) Ltd. Director of ONYX Healthcare Europe B.V Director of ONYX Healthcare USA, Inc. Chairman of iHELPER Inc Director of XAC Automation Corporation Director of CHC Healthcare Group Director of New Future Capital Independent Director of TAIFLEX Scientific Co., Ltd. Director of China University of Technology Director of ProtectLife International Biomedical Inc. Chairman of Jet Way Computer Corp. Chairman of Jet Way Computer B.V. Chairman of Jet Way (Far East) Information Company Limited Chairman of Top Novel Enterprise Corp. Chairman of Scoretime Investment Limited Chairman of Candid International Corp.
Director	Jui Hai Investment Co., Ltd. Representative: Chuang, Fu-Chun	Male	Department of Electrical Engineering , Cornell University Master of Engineering Management, University of Southern California Master's Program in Electrical Engineering, Northwestern University General Manager of ONYX Healthcare (America) Inc. General Manager of EverFocus Electronics (America) Corp. General Manager of ONYX Healthcare (Europe)Inc.	General Manager of ONYX Healthcare Inc. General Manager of ONYX Healthcare (America) Inc. General Manager of ONYX Healthcare (Europe) Inc. Director of AAEON Technology Inc. Director of FU LI Investment Co., Ltd. Director of Jui Hai Investment Co., Ltd Chairman of YAN SIN Investment Co., Ltd. Director of ProtectLife International Biomedical Inc.	4,300,000
Director	Advantech Co., Ltd. Representative: Liu, Wei-Chih	Male	Johns Hopkins University GMBA Department of Physics, National Dong Hwa University	Chairman of Tran-Chih Investment Co., Ltd. Director of Advantech Co., Ltd. Director of K and M Investment Co., Ltd. Director of Tran-Ting Investment Co., Ltd. Director of Tran‐Fei Development Co., Ltd Director of AIC Taiwan Holding Corp. Director of Shanghai Advantech Intelligent Service Co., Ltd`、` Director of Shanghai Yanle Co., Ltd. Director of Advantech Australia Pty Ltd. Director of Advantech Co. Malaysia Sdn.Bhd Director of PT Advantech International Director of Advantech Industrial Computing India Pvt. Ltd. Director of Advantech Electronics, S.De R.L.De C. Director of Advantech IOT Israel Ltd. Director of Advantech Raiser India Private Limited	12,000,000

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				Director of Advantech Turkey Technology A.S Director of Advantech Technology DMCC Director of Human Resource division in Advantech Co., Ltd. Supervisor of Hsiung-Yang Investment Co., Ltd.
Director	Wang, Wei-Sheng	Male	Department of Business Administration, Tamsui Institute of Business Administration	President of Bonnar Industrial Co., Ltd.	1,069,051
Independent Director	Hung, Ming-Chou	Male	Doctor of Business Administration, University of Illinois, USA Professor of Business Administration Department, National Taiwan University	Independent Director of Dadi Early-Childhood Education Group Ltd. Professor of Chinese Culture University	0
Independent Director	Hu, Tung-Lai	Male	Doctor of Commerce, National Taiwan University Institute of Business Studies Master of Industrial Management Institute, National Taiwan University of Science and Technology Department of Mechanical Engineering, National Taipei University of Technology Independent Director of ESON Precision Engineering Co. Ltd. Director of Taiwan Cogeneration Corp. Member of Audit Committee of HwaCom Systems Inc Independent Director of Entery Industrial Co., Ltd. Professor of the Department of Business Administration, National Taipei University of Technology Professor of City University of Macau Professor of Peking University’s Guanghua School of Management Professor of Sun Yat-sen University,	Independent Director of TIGA Gaming Inc. Specialist & Visiting Professor of Singyes solar Singyes College Academic of Chaoyang University of Technology	0
Independent Director	Chu, Wen-Yi	Female	Vice Provost, National Taiwan University Director of the Institute of Business Studies, National Taiwan University Head of the Department of Business Administration, National Taiwan University Independent Director of United Microelectronics Corp. Doctor of London Business School	Independent Director of Giga-Byte Technology Co., Ltd. Independent Director of LeRain Technology Co., Ltd Professor of Business Administration Department, National Taiwan University	0

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`〈` Attachment VII `〉`

List of Exemption of the limitation of . non-competition on the directors

Title	Name	CurrentlyPositions in Other Companies
Director	Onyx Healthcare Inc.	Director of ONYX Healthcare USA, Inc. Director of ONYX Healthcare Europe B.V Chairman of ONYX Healthcare (Shanghai) Inc. Director of iHELPER Inc.
Onyx Healthcare Inc. Representative	Chuang, Yung-Shun	Chairman of AAEON Technology Inc. Chairman of ONYX Healthcare Inc. Chairman of EverFocus Electronics Corp. Chairman of ATECH OEM Inc. Chairman of JetWay Information Co. Ltd. Director of IBASE Technology Inc. Director of AAEON Electronics Inc. Director of AAEON Technology (Europe) B.V. Director of AAEON Technology GMBH Director of AAEON Technology Singapore Pte. Ltd. Chairman of AAEON Technology (Suzhou) Inc. Director of Mcfees Group Inc. Director of Allied Biotech Corp. Director of King Core Electronics Inc. Chairman of QQE Technology Co., Ltd. Director of Qi ye Dian zi (Dongguan) You Xian Gong Director of Outstanding Electronics Manufacturer (Danyang) Co., Ltd. Director of Machvision Inc. Director of Top Union Electronics (Suzhou) Corp. Director of Top Union Electronics Corp. Director of Allied Oriental International Ltd. Director of Litemax Electronics Inc. Director of Litemax Technology, Inc. Chairman of ONYX Healthcare (Shanghai) Ltd. Director of ONYX Healthcare Europe B.V Director of ONYX Healthcare USA, Inc. Chairman of iHELPER Inc Director of XAC Automation Corporation Director of CHC Healthcare Group Independent Director of Taiflex Scientific Co., Ltd. Director of ProtectLife International Biomedical Inc. Chairman of Jet Way Computer Corp. Chairman of Jet Way Computer B.V. Chairman of Jet Way (Far East) Information Company Limited Chairman of Top Novel Enterprise Corp. Chairman of Scoretime Investment Limited Chairman of Candid International Corp.
Director	Jui Hai Investment Co., Ltd.	Chairman of AAEON Technology Inc. Chairman of ONYX Healthcare Inc. Director of AtechOEM Director of EverFocus Electronics Corp.
Jui Hai Investment Co., Ltd.	Chuang, Fu-Chun	General Manager of ONYX Healthcare Inc. General Manager of ONYX Healthcare (America) Inc. General Manager of ONYX Healthcare (Europe) Inc. Director of AAEON Technology Inc.

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Representative		Director of Fu Li Investment Co., Ltd. Director of Jui Hai Investment Co., Ltd Director of Yan sin Investment Co., Ltd. Director of ProtectLife International Biomedical Inc.
Director	Advantech Co., Ltd.	Chairman of Advantech Corporate Investment Co., Ltd. Chairman of Advantech Intelligent City Services Co.,Ltd.`、` Chairman of Advanixs Corporation.`、` Chairman of Huan Yan Water Solution Co., Ltd. Director of Axiomtek Co., Ltd. Director of LNC Technology Co., Ltd.
Advantech Co., Ltd. Representative	Liu, Wei-Chih	Director of Advantech Co., Ltd. Director of Shanghai Advantech Intelligent Service Co., Ltd`、` Director of Shanghai Yanle Co., Ltd. Director of Advantech Australia Pty Ltd. Director of Advantech Co. Malaysia Sdn.Bhd Director of PT Advantech International Director of Advantech Industrial Computing India Pvt. Ltd. Director of Advantech Electronics, S.De R.L.De C. Director of Advantech IOT Israel Ltd. Director of Advantech Raiser India Private Limited Director of Advantech Turkey Technology A.S Director of Advantech Technology DMCC
Director	Wang, Wei-Sheng	President of Bonnar Industrial Co., Ltd.
Independent Director	Hung, Ming-Chou	Independent Director of Dadi Early-Childhood Education Group Ltd.
Independent Director	Hu, Tung-Lai	Independent Director of TIGA Gaming Inc.
Independent Director	Chu, Wen-Yi	Independent Director of Giga-Byte Technology Co., Ltd. Independent Director of LeRain Technology Co., Ltd

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〈 Appendix I 〉

IV. Appendices

Winmate Inc.

Articles of Incorporation (Before Amendment)

Chapter 1 General Rules

Article 1 ： The Company was organized in accordance with the provisions of the Company Law and was known as WINMATE INC..
Article 2 ： The Company’s business operation is as follows:
1.CC01080 Electronic Components Manufacturing
2.CC01060 Wire communications machinery and equipment manufacturing
CC01070 Wireless communications machinery and equipment manufacturing
E605010 Computer equipment installation industry
F113070 Telecommunications equipment wholesale
I301030 Electronic information supply services
F401010 International trade
CC01101 RF controlled telecommunications equipment manufacturing
F401021 RF controlled telecommunications equipment importing
CD01010 Ship and its parts manufacturing
F114060 Ship and parts wholesale
ZZ99999 In addition to the licensed businesses, may conduct other businesses that are not prohibited or restricted.
Article 3 ： The Company’s headquarters is in New Taipei City and may setup offshore branches with the resolution of the board of directors.
Article 4 ： The Company’s reinvestment is not subject to the limit of 40% of its paid-in capital of the Company Act and with the board of directors authorized to execute it.
Article 5 ： The Company may provide guarantee as necessary for the business.
Article 6 ： The Company may have announcements made in accordance with Article 28 of the Company Law.
Article 6-1 ： If the company intends to dismiss its public listing status, it must submit the resolutions of the shareholders' meeting.

Chapter 2 Shares

Article 7 ： The Company’s total capital is NT$ 1 billion, divided into 100 million common shares with a par value of NT$10 per share. The Board of Directors is authorized to issue the shares in different times. It reserves the 3.6 million shares with a par value of NT$10 under the employee stock option scheme.
At the time when the company's shares may be legally purchased by the company, the authorized the board of Directors shall handle in accordance with the provisions of the law.
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Article 7-1 ： The Company has stock shares transferred to employees at a price below the average repurchase price; also, the transaction prior to the transfer of shares should 。
be presented in the most recent shareholders’ meeting (The law began to be implemented on January 1, 2008)
Article 7-2 ： When the Company issuing employee stock warrants at a price below the Company’s common stock marketing price (net value per share), the transaction of 。
share issuance should be presented in the shareholders’ meeting (The law began to be implemented on January 1, 2008)
Article 8 ： The Company is exempted from having the stock shares printed out; however, the Company should contact the securities depository and clearing institution for registration.
The Company’s share affairs shall be handled in accordance with the “Regulations Governing the Administration of Shareholder Services of Public Companies” issued by the competent authority.
Article 9 ： The shareholders' register shall be closed during 60 days prior to the date of an ordinary shareholders' meeting, 30 days prior to the date of an extraordinary shareholders' meeting, or five days period prior to the record dates for distribution of dividends, bonuses or other benefits of the Company.

Chapter 3 Shareholders’ meeting

Article 10 ： Shareholders’ meeting includes general shareholders’ meeting and extraordinary shareholders’ meeting. General shareholders’ meeting is held annually and it is convened by the board of directors lawfully six months after the fiscal year. Extraordinary shareholders’ meeting is convened when it is necessary.
The company may convene a shareholders' meeting by video conference or other announcements made by the competent authority.
Article 11 ： Shareholders who are unable to attend the shareholders’ meeting in person may have a representative appointed to attend the meeting by issuing the proxy that is printed by the Company with the scope of authorization specified and then signed or sealed. The proxy referred to above is regulated in accordance with Article 177 of the Company Law and the “Regulations for the Use of Proxies for Shareholders’ Meeting of Public Companies.”
Article 12 ： It is one voting right per share for the shareholders of the Company, except for those subject to restrictions or those who have no voting right according to Article 179 Paragraph 2 of the Company Law.
Article 13 ： The resolution reached in the shareholders’ meeting, unless otherwise provided by the Company Law, can be enforced after being presented in the shareholders’ meeting that is attended by a majority of shareholders and approved by the attending shareholders with a majority shareholding.
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Chapter 4 Directors and Audit Committee

Article 14 ： The Company has 7~9 directors who are candidates by nomination elected for a 3-year term in the shareholders’ meeting and can be elected for a second term. The nomination standards and operation procedure will be disclosed in detail at the MOPS during the election of directors and supervisors.
The number of directors referred to above shall include at least three independent directors that is not less than one-fifths of the board of directors. The nomination means of directors is to be processed in accordance with Article 192-1 of the Company Law. The professional qualifications of the independent directors, shareholding, part-time restriction, nomination and election means, and other matters to be complied with are to be processed in accordance with the relevant provisions of the competent authorities.
Total registered shares owned by the directors of the Company shall not be less than a specified percentage of the Rules published by the competent authorities. The Company may purchase insurance for the directors and senior managers to cover their statutory liabilities in connection with their performance of duties.
Article 15 ： The Board of Directors is formed by the directors. The Chairman is elected by a majority of the attending directors at the board meeting that is attended by two-thirds of the directors.
Article 16 ： When the Chairman is unable to exercise powers due to a leave or for other reasons, the matter regarding the deputy of the Chairman should be handled in accordance with Article 208 of the Company Law.
Article 17 ： The director who is unable to attend board meetings in person may authorize another director to attend the board meetings by issuing the proxy with the scope of authorization detailed to have one and only deputy delegated.
Article 18 ： The Board of Directors shall be convened by the Chairman of the board of directors every three months. The resolutions of the board of directors, unless otherwise provided by the Company Law, shall be exercised with the consent of a majority of the attending directors at the board meeting that is attended by a majority of the directors.
The reasons for calling a board of directors meeting shall be notified to each director at least seven days in advance. If the board meeting needs to be convened due to emergency, it may be convened at any time. In order to convene the board meeting, notice may be made by written notice, fax or e-mail.
Article 19 ： The Board of Directors may set up a Remuneration Committee, an Audit Committee or other functional committees due to the needs of business operations. The Company has established an Audit Committee in accordance with Article 14-4 of the Securities and Exchange Act, which is composed of all independent directors. The functions and powers of the Audit Committee and its members shall be exercised in accordance with the regulations of the competent authority.
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Article 20 ： The remuneration and transportation expenses of the directors based on the Company profit situation and referring to the remuneration normal standard in the domestic industry.

Chapter 5 Managers

Article 21 ： The Company may have several managers appointed; also, the appointment, dismissal, and remuneration should be processed in accordance with Article 29 of the Company Law.

Chapter 6 Accountant

Article 22 ： The Company’s fiscal year is from January 1[st] to December 31[st] . The Company’s board of directors shall at the end of each fiscal year have the following composed (1) Business Report (2) Financial Reports (3) Profit Distribution Proposals for acknowledgement in the shareholders’ meeting.
Article 23 ： The Company may, by a resolution adopted by the Board of Directors, have the profit value 5%~15% of total Company’s surplus(is any) distributable as employees’ compensation distributed in the form of shares or in cash. The entitles transferees who receive the compensation include the employees of parents or subsidiaries of the company meeting certain specific requirements. The remunerations for directors with maximum value as 2% of the above-mentioned Company’s surplus may be distributable by a resolution adopted by the Board of Directors. The proposed bonus to employees and remuneration to directors should be presented in the shareholders’ meeting for a resolution.
Article 23-1：The Company shall, after all taxes dues have been paid and its losses have been covered and at the time of allocating surplus profits, first set aside 10% of such profits as a legal reserve. However when the legal reserve amount has reached the one of the paid-in capital of the Company, this is not apply. In addition, the Company may appropriate or reverse the special reserve as required for the operation and subject to the laws. The Board of Directors shall draft the proposal for surplus distribution. Such surplus is distributable by a resolution adopted by the shareholders' meeting if adopt distribution approach in the form of shares , and a resolution adopted by the Board of Directors if adopting the approach in cash. In accordance with the provisions of Paragraph 5 of Article 240 of the Company Law, when the company distributes dividends and bonuses or statutory surplus reserves and capital reserves in cash, the board of directors shall be authorized to make a resolution (two-thirds or more of the directors are present, and a majority of the consent) and report to the shareholders meeting.
The Company's dividend policy is formed under the consideration of its future sales and operation status and funding demands planning and profits as well as the cash flow demands of shareholders to distribute at least 20%(include) of available profits for revenue allocation as dividends to shareholders annually; and among them, the distribution of cash dividends shall not be less than 10%(include) of the total
46 -

dividend distribution amount of that particular year. However, the actual distribution ratio depends on the actual profitability and operating conditions of the year..

Chapter 7 Annexes

Article 24 ： The matters that are not addressed in the Articles of Incorporation should be processed in accordance with the Company Law and the related regulations.
Article 25 ： The Article of Incorporation was established on January 15, 1996 (the first time ~ Twentieth are omitted).
The 21[st] amendment of the Corporate Charter (Article of Incorporation) was made on May 18, 2011.

The 22[nd] amendment of the Corporate Charter (Article of Incorporation) was made on May 25, 2012.

The 23[rd] amendment of the Corporate Charter (Article of Incorporation) was made on May 27, 2016.

The 24[th] amendment of the Corporate Charter (Article of Incorporation) was made on May 26, 2017.

The 25[th] amendment of the Corporate Charter (Article of Incorporation) was made on May 26, 2020.

The 26[th] amendment of the Corporate Charter (Article of Incorporation) was made on May 27, 2022.
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〈 Appendix II 〉

Winmate Inc. Rules of Procedure for Shareholders Meetings

Article 1 ： To make the shareholders' meeting convene smoothly; to achieve the effect of all shareholders exercising their rights.

Article 2 ： Scope of application

The Company's regular shareholders meeting and special shareholders meeting
Article 3 ： Noun definition

The Shareholders means Shareholders and their proxies.

Article 4 ： Operating procedures

Shareholders and their proxies shall attend shareholders' meetings based on attendance cards, sign-in cards, or other certificates of attendance. Solicitors soliciting proxy forms shall also bring identification documents for verification, alternatively, shareholders may present their attendance cards to signify their presence.
Attendance at shareholders meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the sign-in cards handed in plus the number of shares whose voting rights are exercised by correspondence or electronically.
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.
The Company shall specify in its shareholders meeting notices the time during which shareholder attendance registrations 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 prior to the time 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. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.
If a shareholders' meeting is convened by the Board of Directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the
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chairperson, or, where the chairperson does not make such a designation, the directors shall select from among themselves one person to serve as chair.

If the shareholders’ meeting is convened by any authorized party other than the Board of Directors, the convener will act as the meeting chairman. If there are two or more conveners, they shall appoint one among themselves to chair the meeting.

When a director or conveners serves as chair, as referred to in the preceding paragraph, shall be one who has held that position for six months or more and who understands the financial and business conditions of the company.

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 arm bands.
The Company, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures. The recorded materials of the preceding paragraph shall be retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.
The chair shall call the meeting to order at the appointed meeting time. 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 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.
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.
If the shareholders’ meeting is convened by the Board of Directors, its agenda is set by the Board of Directors. The meeting is conducted in accordance with the agenda and it may not be changed without the resolutions reached in the shareholders’ meeting. The provision referred to above is applicable even when
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the shareholders’ meeting is convened other than by the board of directors. The Chairman may not announce the meeting is adjourned until a resolution is reached for the two procedures (including motions) referred to above. After close of the said meeting, shareholders shall not elect another chairman to hold another meeting at the same place or at any other place. If the Chairman has announced the meeting adjourned in violation of the procedures, the other board directors shall promptly assist the shareholders presented with a majority of balloting rights to elect a chairman to continue the meeting in accordance with the legal procedures.

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.

10.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.
11.When a juristic person is appointed to attend as 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.
12.After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.
13.When the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting.
14.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.

Vote counting for shareholders meeting proposals or elections shall be conducted in public at the place of the shareholders meeting. Immediately after

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vote counting has been completed, 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.

15.When a meeting is in progress, the chair may announce a break based on time considerations.
16.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 an identification card or armband bearing the word "Proctor."
17.Unless otherwise specifically provided for in the Company Law or the Articles of Incorporation of the Company, resolutions shall be adopted by a majority vote at a meeting attended by the shareholders. If there is no objection raised when the Chairman consulted the attending shareholders, it is deemed as approved and the effect is same as voting.
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.
19.The shares held by shareholders having no voting right shall not be counted in the total number of issued shares while adopting a resolution at a meeting of shareholders. In passing a resolution at a shareholders' meeting, shares for which voting right cannot be exercised as provided shall not be counted in the number of votes of shareholders present at the meeting.
20.A shareholder shall be entitled to one vote for each share held, except when the shares are restricted shares or are deemed non-voting shares under Article 179, paragraph 2 of the Company Act.
21.With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed three percent of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.
22.When a shareholder is an interested party in relation to an agenda item, and there is the likelihood that such a relationship would prejudice the interests of the Company, that shareholder may not vote on that item, and may not exercise voting rights as proxy for any other shareholder.
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23.When a meeting is in progress, if a force majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed.
- If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders meeting may adopt a resolution to resume the meeting at another venue.
The election of directors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the names of unsuccessful directors and the number of votes they have received.
Article 5 ： The resolutions reached in the shareholders’ meeting must be documented in the minutes of meeting for the signature or seal of the Chairman. The minutes of meeting must be distributed to the shareholders in 20 days. The Company's minutes of shareholders’ meeting referred to above can be distributed by posting it on the MOPS. The minutes must detail the date and venue of the meeting, the meeting chairman's name, the method of resolution, and the summary and results of meeting agendas. These minutes must be retained indefinitely.
Article 6 ： The shareholders meeting could not be convened at the time of the notice for some reason, or may announce to have the meeting suspended due to force majeure. A resolution may be adopted at a shareholders meeting to defer or resume the meeting within 5 days in accordance with Article 182 of the Company Act. The postponement or continuation of the assembly in the preceding paragraph does not apply to the provisions of Article 172 of the Company Law on the procedure for convening the assembly.
Article 7 ： Any matter not provided in these Rules shall be handled in accordance with the Company Act and Securities and Exchange Act other relevant laws and regulations.
Article 8 ： 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.
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〈 Appendix III 〉

Winmate Inc. Procedures for Election of Directors

Article 1 ： The Rules Governing are hereby formulated in accordance with the provisions of the Company Act and the Articles of Incorporation of the Company, and the election of directors of the Company shall be governed in accordance with the Rules Governing.
Article 2 ： The directors of the company shall be elected by the shareholders' meeting from the list of candidates for directors for a term of three years and may be re-elected.
Article 3 ： In the election of directors of the Company, each share has the same voting rights as the number of directors to be elected, and the votes may be voted for one person or several people separately.
Article 4 ： According to the number of directors stipulated in the Articles of Incorporation of the Company, those with the most voting rights shall be elected as directors in order. If two or more people have the same amount of rights and exceed the quota stipulated in the Company's Articles of Incorporation, the decision shall be made by drawing lots. Those who do not attend will be drawn by the chairperson.
In the election of directors, independent directors and non-independent directors shall be elected together, and the elected quota shall be calculated separate
Article 5 ： There shall be more than half of the directors, who shall not have a relationship within the spouse or second degree of kinship.
Article 6 ： Election ballots are produced and issued by the company, and the number of the attendance certificate and the number of voting rights shall be clearly listed, and the company seal shall be affixed.
Article 7 ： At the beginning of the election, the scrutineers and tellers shall be designated by the chairman to perform relevant duties, and the scrutineers shall have the identity of shareholders.
Article 8 ： Ballot boxes shall be prepared by the Company and shall be opened by scrutineers before voting.
Article 9 ： The elector shall fill in the name or account of the electee in the "Electee" column of the ballot. However, when the government or legal person shareholder is the electee, the electee on the ballot shall fill in the name of the government or legal person, and may also fill in the name of its representative; if there are several
representatives, the name of the representative shall be filled in separately.
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Article 10 ： Ballots with the following circumstances are invalid:

The ballots used are not prepared by the convener.
The ballot paper used is blank.
The handwriting is illegible or has been altered.
The candidates filled in are inconsistent with the list of candidates for directors.
In addition to filling in the name of the electee, other words are included.
Two or more electees are listed on the same ballot.
Article 11 ： After the voting is completed, the votes shall be counted on the spot, and the results shall be announced by the chairman on the spot
Article 12 ： Matters not stipulated in the Procedures shall be handled in accordance with the Company Act and other laws and regulations.
Article 13 ： The Procedures shall be implemented after the approval of the shareholders' meeting, and the same shall apply to amendments.
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〈 Appendix IV 〉

Winmate Inc. Shareholding of Directors

The Company has paid-up capital of NT$797,465,020, issued in 79,746,502 shares.
According to "Article 26 of Securities and Exchange Act" and "Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies," directors of the Company are required to maintain an aggregate holding of at least 6,379,720 shares. The Company has elected at least two independent directors, therefore required shareholding of non-independent directors is reduced to 80%.
Directors of the Company held a total of 32,722,136 shares as of March 30, 2025, the book closure date of the current annual general meeting. Shareholding of individual directors is shown below:

Position	Name	Shares	Shareholding ratio
Chairman	Premier Touch Corporation Representative: Ken Lu	3,159,000	3.96
Director	Kevin Yeh	1,950,085	2.45
Director	Onyx Healthcare Inc Representative: Yung-Shun, Chuang	10,244,000	12.85
Director	Jui Hai Investment Co., Ltd. Representative: Fu-Chieh, Chuang	4,300,000	5.39
Director	Advantech Co., Ltd. Representative: Wesley Liu	12,000,000	15.05
Director	Wei-Sheng, Wang,	1,069,051	1.34
Independent Director	Hung-Lai, Hu	0	0.00
Independent Director	Min-Chow, Hong	0	0.00
Independent Director	Wen-Yi, Chu	0	0.00
Total Directors		32,722,136	41.04

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AI assistant

Winmate — AGM Information 2025

52323_rns_2025-08-21_2173e748-ee1f-41be-a410-f470a263121c.pdf

WINMATE INC.

Handbook for the 2025

Annual General Shareholders Meeting

2025 Annual General Shareholders Meeting

Table of Contents

I. Meeting Procedure for 2024 General Shareholders’ Meeting

9. Adjournment

II. Agenda of Annual Meeting

Winmate Inc.

1. Call the Meeting to Order

2. Chairperson Remarks

3. Report Items

4. Acknowledgement Items

5. Discussion Items

6. Election Items

7. Other Items

8. Extemporary Motions

9. Adjournment

1. Report Items

Report 1

Report 2

Report 3

Report 4

2. Acknowledgement Items

Winmate Inc

2024 Earnings Distribution Table

3. Discussion Items

4. Election Items

5. Other Items

6. Extemporary Motions

7. Adjournment

III. Attachments

Letter to Shareholders

Dear Shareholders,

Audit Committee’s Review Report

Winmate Inc.

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Revenue Recognition

Other Matter – Making Reference to the Audits of Other Auditors

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

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

- - English Translation of Parent Company Only Financial Statements Originally Issued in Chinese Winmate Inc.

Parent-Company-Only Balance Sheets As of December 31, 2024 and 2023

- - English Translation of Parent Company Only Financial Statements Originally Issued in Chinese Winmate Inc.

Parent-Company-Only Balance Sheets (Continued) As of December 31, 2024 and 2023

- - English Translation of Parent Company Only Financial Statements Originally Issued in Chinese Winmate Inc.

Parent-Company-Only Statements of Comprehensive Income

For the Years Ended December 31, 2024 and 2023

Winmate Inc.

For the Years Ended December 31, 2024 and 2023

MANAGEMENT REPRESENTATION LETTER

REPORT OF INDEPENDENT AUDITORS

Opinion

Basis for Opinion

Key Audit Matters

Revenue Recognition

Other Matter – Making Reference to the Audits of Other Auditors

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

English Translation of Consolidated Financial Statements Originally Issued in Chinese

Winmate Inc. and Subsidiaries

Consolidated Balance Sheets

As of December 31, 2024 and 2023

English Translation of Consolidated Financial Statements Originally Issued in Chinese

Winmate Inc. and Subsidiaries

Consolidated Balance Sheets (Continued)

As of December 31, 2024 and 2023

English Translation of Consolidated Financial Statements Originally Issued in Chinese

For the year ended December 31, 2024 and 2023

Consolidated Statements of Cash Flows

For the year ended December 31, 2024 and 2023

Winmate Inc.

Comparison Table for Articles in the “Articles of Incorporation”

Comparison Table for Articles in the “Governing the Acquisition and Disposal of Assets”

Winmate AGM Information 2025

`〈` Attachment VII `〉`