Meeting Agenda: 2024

STOCK CODE: 2355

CHIN-POON INDUSTRIAL CO., LTD.

2024 ANNUAL SHAREHOLDERS' MEETING

MEETING AGENDA

(Translation)

The meeting will be held

on Tuesday, June 25, 2024 at 9:00 a.m. GMT+8,

at No.17, Lane 5, Section 2, Nanshan Road, Luzhu District, Taoyuan City 33852, Taiwan (R.O.C.)

Contents

I.		Procedures	2
II.		Agenda	3
III.		Reports	4
	1.	Business Report for 2023 & Business Plan for	5
		2024
	2.	Audit Committee's Review Report of 2023	15
	3.	Report on the Compensation of Employees and	16
		the Remuneration of Directors of 2023
IV.		Proposed Resolutions	17
	1.	To accept 2023 Business Report and Financial	18
		Statements
	2.	To approve the Proposal for Distribution of 2023	19
		Profits
V.		Deliberation Proposals	21
	1.	To amend the Articles of Incorporation of the Company	22
VI.	Special Motions	23
VII.	Appendix	25
	1.	2023 Audit Report of Independent Auditors and	26
		Financial Statements
	2.	Articles of Incorporation	48
	3.	Rules and Procedures of Shareholders' Meeting	55
	4.	Shareholdings of All Directors	59

1

Procedures

1. Call the Meeting to Order
2. Chairperson's Remarks
3. Reports
4. Proposed Resolutions
5. Deliberation Proposals
6. Special Motions
7. Adjournment

2

Agenda

Time: Tuesday, June 25, 2024 at 9:00 a.m. GMT+8

Venue: No.17, Lane 5, Section 2, Nanshan Road, Luzhu District, Taoyuan City 33852, Taiwan (R.O.C.)

Shareholders' meeting will be held by means of physical shareholders' meeting.

Agenda:

1. Call the Meeting to Order (Reports on the number of shares in attendance)
2. Chairperson's Remarks
3. Reports
4. 1. Business Report for 2023& Business Plan for 2024
   2. Audit Committee's Review Report of 2023
   3. Report on the Compensation of Employees and the Remuneration of Directors of 2023
5. Proposed Resolutions
6. 1. To accept 2023 Business Report and Financial Statements
   2. To approve the Proposal for Distribution of 2023 Profits
7. Deliberation Proposals
   5.1 To amend the Articles of Incorporation of the Company
8. Special Motions
9. Adjournment

3

Reports

4

Report 1

Business Report for 2023 & Business Plan for 2024

Dear Shareholders

We really appreciate your continuous support all these years. We are reporting the following items here so that you can understand more about what we have done, what we are planning to do and what challenges we are facing.

Our Performance in 2023

Our consolidated operating revenue in 2023 was NT$ 16,749,415 thousand and decreased by NT$ 864,913 thousand and by 4.91% from 2022. The main reason for the decrease of revenue was that the Company has been focusing on the automotive business and the global automotive supply chain was still not smooth in the first half of 2023. In early 2023, the supply of automotive components has returned to a normal state, but the production capacity of car manufacturers has not kept pace with it. It was not until the second half of the year that the global automotive supply chain was smooth from upstream to downstream. The setback in the automobile market in the first half of 2023 directly affected the Company's revenue. Our operating income in 2023 was NT$ 822,746 thousand and was increased by NT$ 550,069 thousand compared with that of 2022, a growth of 201.73%. The significant increase in operating income was mainly due to the Company's excellent cost control and the high appreciation of US dollar against Taiwan dollar and against RMB in 2023, which helped us to increase our gross profit as a manufacturer exporter, so that our gross profit in 2023 increased by NT$ 682,455 thousand compared with 2022. Even though the operating expenses in 2023 increased by NT$ 132,386 thousand compared with 2022, the net operating income still increased by NT$ 550,069 thousand, making the profit before tax increased from NT$ 742,683 thousand in 2022 to NT$ 1,151,593 thousand in 2023, an increase of 55.06%. The Company's net income in 2023 was NT$ 763,033 thousand, an increase of NT$ 266,442 thousand and 53.65% compared with 2022, resulting in earnings per share also rising from NT$ 1.25 in 2022 to NT$ 1.92 in 2023.

5

Operating Results in 2023

Unit: NT$ in thousands

Amount	2023	2022	Plus or Minus	Plus or Minus
Item	(Amount)	(%)
Operating Revenue	16,749,415	17,614,328	-864,913	-4.91%
Operating Costs	14,559,833	16,107,201	-1,547,368	-9.61%
Gross Profit	2,189,582	1,507,127	682,455	45.28%
Operating Expenses	1,366,836	1,234,450	132,386	10.72%
Operating Income	822,746	272,677	550,069	201.73%
Non-operating Income	328,847	470,006	-141,159	-30.03%
and Expenses
Profit before Tax	1,151,593	742,683	408,910	55.06%
Consolidated Profit	762,753	496,238	266,515	53.71%
Profit, attributable to
Owners of Parent	763,033	496,591	266,442	53.65%
Company

Our budget achievement of operating revenue and operating costs were 90% and 88% of the 2023 budget targets respectively. In 2023, we expected that the automotive supply chain would become smooth, so we had an optimistic forecast for the growth of our revenue. However, in the first half of 2023, the production capacity of automobile manufacturers did not keep up with the smooth supply of automotive components, causing the growth of automobile PCB to be suppressed, resulting in the Company's operating revenue to deviate from the budget by 10%. We took the market downturn as an opportunity to strengthen our cost control. In addition, US dollar continueed to maintain a high appreciation against Taiwan dollar and against RMB, which helped to improve our gross profit as a manufacturer exporter. As a result, the achievement rate of the gross profit in 2023 still reached 102%, and those of the operating income and of the pre-tax profit also reached 102% and 112%.

6

Budget Achievement in 2023

Unit: NT$ in thousands

Amount	Actual Amount	Budget Amount	Achievement
Item	Rate (%)
Operating Revenue	16,749,415	18,651,735	90%
Operating Costs	14,559,833	16,507,456	88%
Gross Profit	2,189,582	2,144,279	102%
Operating Expenses	1,366,836	1,338,929	102%
Operating Income	822,746	805,350	102%
Non-operating
Income and	328,847	218,750	150%
Expenses
Profit before Tax	1,151,593	1,024,100	112%

And our long-term and short-term financial position remained healthy. The debt-to- asset ratio in 2023 was 29%, which improved compared to 30% in 2022. The current ratio and quick ratio in 2023 were 251% and 195%, which was still better than 245% and 175% in 2022. The Company's debt-to-assets ratio, current ratio and quick ratio indicate that the Company has strong financial strength and operational management capabilities.

We have been dedicating significant efforts on R&D for our development in the future. We manage to keep ahead of our competitors in development of new products and new technology. The following was our results of R&D in 2023.

Results of R&D in 2023

1. Development of modified copper inlay process for cost reduction
2. Middle/High current carrying PCB - Heavy copper
3. Partial thermal management PCB - Inlay + blind vias
4. Partial thermal management PCB - Square inlay
5. Partial thermal management PCB - Convex
6. Development of advanced cavity PCB
7. Development of radio frequency PCB
8. Development of high layer count PCB - Telecommunication PCB
9. Development of high-voltage PCB
10. Development of advanced HDI
11. Assisting overseas factories to upgrade the capabilities of MLB & HDI

7

L. Others

Our Plan for 2024

I. Operating Strategies:

We have been focusing on the niche market of printed circuit board (PCB) for automobiles and of PCB of medium volume, which are hugely demanding on more flexible production capability. We also have been facing the challenges of how to deal with the micro-profit era and the fast changes of global economy. We have set the following operating strategies to cope with those challenges and to respond to the changes in the markets and in the environments.

1. The Executives Committee plays a key role of integrating all departments, realigning resources and converging all efforts to fulfill our visions and strategies.
2. Dynamically target the potential products and niche markets to respond to global competitions and rapidly changing markets.
3. Realign all our resources to develop creativity of R&D, to build excellent production capability and to setup effective cost control systems in order to provide value-added products, services and total solutions with innovativeness and cost-competitiveness.
4. Build a cluster of Asian production and service bases which has a center in Taiwan and supporting bases in Mainland China and Thailand.
5. Provide Taiwan's resources of technology, marketing, and administration to our bases in Mainland China and Thailand in order for them to rapidly upgrade their operating capabilities and to grasp the opportunities in the local markets of Mainland China, Southeast Asia and South Asia.
6. Integrate production processes and managerial resources to strengthen the supportive systems for production and to promote specialization center and sophisticated technical capabilities.
7. Enhance automation and smart production to raise production efficiency, to improve quality and to reduce costs.
8. Implement total quality control and utilize the Six Sigma methodology to build an edge in competitiveness of stable quality.
9. Continue to upgrade the capabilities of ERP (Enterprise Resource Planning), CIM (Computer integrated manufacturing) and Industrial 4.0, and to participate in government-subsidized Technology Development Programs in order to strengthen our abilities and efficiency of operation and administration

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and to complete the planning and its implementation of Smart Factory.

1. 10. Build a learning organization and knowledge management system to store, accumulate and share management wisdom among all employees in the Company. Activate a cost control system and an incentive plan to guide resources of knowledge into increasing high value-added activities, reducing activities of low efficiency and of low value, and strengthen our core competitiveness. The cultivation of talents is centered on this knowledge management structure and learning organization in order to reserve enough talents for future challenges.

2. Operational Goals:

Volume of Single-sided:	911,173 M2 (square meter)
Volume of Double-sided & Multilayer:	3,339,952 M2 (square meter)

III. Strategies for Marketing and Production:

1. Production Strategies

Grasp the trends of technology and products and continue to improve our costs, quality, speed, flexibility and services.

1. Enhance the quality systems of ISO-9002、ISO-14001、QS-9000、 TL9000、TS 16949 and AS 9100 Aerospace Quality Management System which was acquired in 2020, and utilize the six sigma methodology to achieve the targets of our quality policy.
2. Upgrade our capabilities of fine line, high density and micro via.
3. Strengthen our capabilities of HDI (High Density Interconnect) and other high value-added technology.
4. Continues to expand niche products such as aluminum PCB, Middle/High current carrying PCB, heavy copper board, etc.
5. Upgrade automation, enhance our analytic ability for big data of production and enhance smart production. Our vision is to build smart factories.
6. Build a cluster of Asian production and service bases. Especially, strengthen the manufacturing site in Thailand and capitalize on its double edges on low cost structure and nearness to the biggest automobiles manufacturing site in Southeast Asia.

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