MiTAC Announces Subsidiary Foshan Shunde MSL's Corporate Split and Establishment of New Entity MTSL

1. Type of Merger or Acquisition (e.g., merger, spin-off, acquisition, or share transfer): Spin-off

2. Effective Date: 115/6/25

3. Names of Companies Involved in the Merger or Acquisition (e.g., the other party in a merger, the newly established company in a spin-off, or the target company in an acquisition or share transfer): Split Company: Foshan Shunde MSL Co., Ltd. (hereinafter referred to as "MSL") Newly Established Company: Foshan Shunde MTSL Technology Co., Ltd. (provisional name) (hereinafter referred to as "MTSL")

4. Counterparty (e.g., the other party in a merger, the company receiving assets in a spin-off, or the counterparty in an acquisition or share transfer): Foshan Shunde MTSL Technology Co., Ltd. (provisional name)

5. Is the counterparty a related party?: Yes

6. Relationship between the counterparty and the company (the company holds XX% investment in the investee), and explanation of the rationale for selecting a related enterprise or related party as the acquirer or transferee of shares, and whether it affects shareholders' equity: Both the split company MSL and the newly established company MTSL are 100% subsidiaries of MiTAC Star Service Ltd. (hereinafter referred to as "MSS"), an investee of the company. Therefore, this transaction does not affect shareholders' equity.

7. Purpose and terms of the merger or acquisition, including rationale, consideration terms, and payment timing (Note 7): To respond to operational development in mainland China and strengthen resource utilization and specialized division of labor. Rationale for acquisition: Not applicable Consideration terms: Not applicable Payment timing: Not applicable

8. Expected benefits after the merger or acquisition: This spin-off involves organizational restructuring to support specialized division of labor and operational development.

9. Impact of the merger or acquisition on net asset value per share and earnings per share: This spin-off is an internal group restructuring and therefore has no impact on the company's net asset value per share or earnings per share.

10. Type of consideration and source of funds for the merger or acquisition: Not applicable

11. Share exchange ratio and its calculation basis: (1) Share exchange ratio: The net asset value of MSL to be transferred to MTSL is HKD 114,550 thousand, with MSS, the shareholder of MSL, holding 100% of MTSL's equity. (2) Calculation basis: Based on the book value of the business and net assets to be split from MSL, estimated amounts up to the provisional split base date were determined, and a reasonableness opinion was issued by an independent expert.

12. Has the auditor, lawyer, or securities underwriter issued a non-reasonable opinion on this transaction?: No

13. Name of the auditor, law firm, or securities underwriting company: Yang Chi United Certified Public Accountants

14. Name of the auditor or lawyer: Chung Yao-Sheng

15. Certificate number of the auditor or lawyer: Taipei City CPA Certificate No. 3717

16. Content of the independent expert's opinion on the reasonableness of the share exchange ratio and cash or other property distributed to shareholders in this merger or acquisition (i. Methods, principles, or calculation methods used to determine the public acquisition price, and comparison with internationally accepted market price method, cost method, and discounted cash flow method. ii. Comparison of financial status, profitability, and P/E ratio between the acquired company and listed or OTC peers. iii. If the public acquisition price refers to an appraisal report from an appraisal agency, explain the content and conclusion of the report. iv. If the acquirer's financing repayment plan uses the assets or shares of the acquired company or the surviving company after merger as collateral, assess the impact on the financial and operational soundness of the acquired or surviving company) (Note 7): This case is an organizational restructuring. The share exchange consideration is calculated based on the book value of the assets and liabilities to be split. According to the relevant provisions of the Accounting Research and Development Foundation and International Financial Reporting Standards, the share exchange price in the spin-off is considered reasonable.

17. Scheduled completion timeline (Note 7): The split base date is tentatively set for August 31, 115 (Gregorian calendar: August 31, 2026).

18. Matters concerning the new or existing company assuming the rights and obligations of the dissolved (or split) company (Note 2): MTSL will separately assume the rights and obligations corresponding to certain assets, liabilities, and operations of MSL.

19. Basic information of companies participating in the merger (Note 3): Not applicable

20. Matters related to the split (including the estimated valuation of the business and assets to be transferred to the existing or newly established company; the total number, type, and quantity of shares obtained by the split company or its shareholders; matters related to capital reduction when the split company reduces capital) (Note: Not applicable if not a split announcement): (1) Estimated net assets to be split and transferred: The net asset amount of MTSL is HKD 114,550 thousand. (2) Shares obtained by the split company's shareholders: MSS, the original shareholder, will obtain 100% of the equity in the newly established company MTSL. (3) Estimated capital reduction of the split company: Capital reduction of HKD 114,550 thousand will be carried out, resulting in a post-reduction capital of HKD 361,847 thousand.

21. Conditions and restrictions on future transfer of acquired shares: Not applicable

22. Plans after completion of the merger or acquisition (i. Intent and plan for continuing business operations. ii. Whether dissolution, delisting, major changes in organization, capital, business plan, finance, production, arrangements or utilization of key personnel and assets, or any other significant matters affecting shareholders' equity will occur): Not applicable

23. Other important agreed matters: None

24. Other significant matters related to the merger or acquisition: None

25. Did any directors object to this transaction?: No

26. Information on directors with conflicts of interest in the merger or acquisition transaction (name of natural person director or name of legal person director and its representative, important content of their conflict of interest (including but not limited to actual or expected investment methods in other participating merger or acquisition companies, shareholding ratio, transaction price, participation in the management of the merger or acquisition company, and other investment conditions), reasons for recusal or non-recusal, recusal situation, and reasons for supporting or opposing the merger or acquisition resolution) (Note 7): Not applicable

27. Does it involve a change in business model?: No

28. Explanation of business model change (Note 4): Not applicable

29. Transaction status with the counterparty in the past year and expected in the next year (Note 5): Not applicable

30. Source of funds (Note 5): Not applicable

31. Other explanatory matters (Note 6): This case involves investment in mainland China and must be approved by the Investment Commission before implementation.