Guang Qun Lei: Board of Directors Resolves to Conduct Private Placement of Common Shares for Cash Capital Increase

1. Date of Board of Directors' Resolution: 2026/04/09
2. Type of Privately Placed Securities: Common shares
3. Private Placement Counterparties and Their Relationship with the Company:
The private placement of common shares will be limited to specific persons who comply with Article 43-6 of the Securities and Exchange Act and relevant rulings issued by the competent authority.
The Company currently has no specific counterparties identified. Matters related to identifying specific counterparties will be submitted to the shareholders' meeting for authorization to the Board of Directors for full discretion.
4. Number of Privately Placed Shares: The Company plans to conduct a private placement of common shares within a limit not exceeding 30,000 thousand shares.
5. Authorized Private Placement Amount: A private placement of common shares not exceeding 30,000 thousand shares, with a par value of NT$10 per share, to be conducted in installments within one year from the date of the shareholders' meeting resolution.
6. Basis and Rationality for Determining the Private Placement Price:
(1) The pricing of this private placement of common shares shall not be lower than 80% of the higher of the following two benchmark prices (reference prices):
A. The simple arithmetic average of the closing prices of common shares calculated by selecting one of the trading days immediately preceding the pricing date (one, three, or five trading days), after deducting ex-rights for bonus shares and ex-dividends, and adding back ex-rights for capital reduction.
B. The simple arithmetic average of the closing prices of common shares for the thirty trading days immediately preceding the pricing date, after deducting ex-rights for bonus shares and ex-dividends, and adding back ex-rights for capital reduction.
(2) The actual pricing date and actual private placement price, within the range not lower than the percentage resolved by the shareholders' meeting, shall be authorized to the Board of Directors to determine based on the aforementioned pricing basis, considering the situation of identifying specific counterparties and market conditions in the future.
(3) If, due to market factors, the price per share of the privately placed common shares may need to be issued below par value in the future, the determination of its price, having been conducted in accordance with the pricing basis stipulated by law and reflecting market price conditions, should be deemed necessary and reasonable. If this private placement of common shares results in a private placement price below par value due to the aforementioned pricing method, causing the company to incur accumulated losses, the company will address this in the future by means of capital reduction, retained earnings, or capital surplus to cover losses, depending on the company's operations and market conditions.
7. Purpose of Funds from This Private Placement: The funds raised will be used to replenish working capital and repay loans to meet future business growth needs and reduce the company's financial operating risks.
8. Reasons for Not Adopting Public Offering: Considering the timeliness, convenience, and issuance costs of capital raising, as well as equity stability, the company adopts a private placement method for this cash capital increase and new share issuance.
9. Independent Directors' Dissenting or Reserved Opinions: None.
10. Actual Pricing Date: Not yet issued.
11. Reference Price: Not yet issued.
12. Actual Private Placement Price, Conversion or Subscription Price: Not yet issued.
13. Rights and Obligations of New Shares from This Private Placement:
The rights and obligations of the common shares from this private placement are the same as the company's already issued common shares. However, in accordance with the Securities and Exchange Act, these privately placed common shares may not be resold to other parties within three years from the delivery date, except for transfer recipients stipulated in Article 43-8 of the Securities and Exchange Act. The shareholders' meeting is requested to authorize the Board of Directors, after three years from the delivery date of these privately placed common shares, to apply to the competent authority for supplementary public offering procedures and listing for trading in accordance with the Securities and Exchange Act and relevant laws and regulations.
14. For those with conversion, exchange, or subscription rights, the share conversion record date: Not applicable.
15. For those with conversion, exchange, or subscription rights, the potential dilution of equity: Not applicable.
16. For those with conversion or subscription rights, the potential impact on the ratio of listed common shares after the delivery of privately placed corporate bonds and assuming full conversion or subscription of common shares (number of listed common shares A, A/total issued common shares): Not applicable.
17. If the estimated number of listed common shares in the preceding item is less than 60 million shares and less than 25%, please explain the measures to address low equity liquidity: Not applicable.
18. Other Matters to Be Stated:
(1) The main contents of this private placement plan, excluding the private placement pricing percentage, including the actual issuance price, number of shares, issuance conditions, project items, fundraising amount, estimated progress, and estimated potential benefits, as well as all other matters related to the issuance plan, are proposed to be authorized to the Board of Directors by the shareholders' meeting to adjust, determine, and handle based on market conditions. In the future, if corrections are required by the competent authority or changes are needed due to operational evaluation or objective environmental changes, the shareholders' meeting is also requested to authorize the Board of Directors to handle all related matters.
(2) In addition to the scope of authorization mentioned above, the shareholders' meeting is requested to authorize the Chairman, or a person designated by the Chairman, to represent the company in signing, negotiating, and amending all contracts and documents related to the private placement of common shares, and to handle all matters necessary for the company to issue privately placed common shares.