Stock Code: 2395
Ennbliitg art Intelligent Planet
Advantech Co.,Ltd.
2026 Annual General Shareholders' Meeting
Meeting Handbook
May 29th, 2026
Advantech Co., Ltd.
Procedure for the 2026 General Shareholders’ Meeting
Call the Meeting to Order
Chairperson Remarks
Report Items
Acknowledgement Items
Discussion Items
Election Items
Other Business Items
Special Motions
Adjournment
Advantech Co., Ltd.
Agenda of 2026 General Shareholders’ Meeting
Method of Convening the Meeting: Hybrid (in-person and video conference) Time: 9:00 a.m. on May 29th (Friday), 2026
Place: (Neihu Headquarters) B1, No. 1, Line 20, Lane 26, Rueiguang Road, Neihu District, Taipei City
Webcast provided: https://stockservices.tdcc.com.tw
Call the Meeting to Order
Chairperson Remarks
Report Items
The 2025 Business Report
The Audit Committee’s Review Report on the 2025 Financial Statements
Report on the Distribution of 2025 Profit and Cash Dividends from Capital Reserve.
2025 Directors’ and Employees’ Remuneration Proposal
2025 Directors’ Compensation Payment Status
The Status of Endorsement and Guarantee in 2025
Acknowledgement Items
Ratification for the 2025 Business Report and Financial Statements
Ratification for the Proposal for Distribution of 2025 Profits
Discussion Items
Proposal for Issuance of Restricted Stock Awards to Employees
Election Items
Election of the 16th Board of Directors of the Company
Other Business Items
Proposal to lift the Non-Competition Restrictions on Directors and their representatives
Special Motions
Adjournment
Report Items
Report No. 1
Cause of action
Explanation
:
:
The 2025 Business Report
The 2025 Business Report is attached as Attachment I (P.14).
Report No. 2
Cause of action
:
The Audit Committee’s Review Report on the 2025 Financial Statements.
Explanation
:
The 2025 Audit Committee’s Review Report is attached as Attachment II (P19).
Report No. 3
Cause of action
:
Report on the Distribution of 2025 Profit and Cash Dividends from Capital Reserve
Explanation : 1. The Board of Directors is authorized to decide the distribution of partial or full dividends in cash, and report the decision to the shareholders meeting in
accordance with Article 20-2 of the Articles of Incorporation.
Cash dividends amount of NT$7,965,638,254 from the distributed earinigns, representing NT$9.2 per share to shareholders. Additionally, NT$1,731,660,490 from the capital reserve in excess of par value is proposed, representing NT$2.0 per share. The total cash distribution to shareholders shall be NT$11.2 per share. The distribution of cash dividend is calculated to the dollar (round up 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 or other expense of the company.
The current distribution of earnings is scheduled before the dividend benchmark date. If there is any change in the yield rate because 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.
Report No. 4
Cause of action : 2025 Directors’ and Employees’ Remuneration Proposal
Explanation : 1. Pursuant to Article 20 of the company’s Articles of Incorporation, in consideration of the company’s overall business operations and the payment standard of the
industry, it is recommended to appropriate an amount of NT$24,350,000 as remuneration to directors paid in cash from the net income of 2025.
There is no difference between the amount approved by the Board of Directors and the amount recognized as an expense in 2025.
Pursuant to Article 20 of the company’s Articles of Incorporation, in consideration of the company’s overall business operations and the industry benchmark, it is proposed to allocate an amount of NT$710,000,000 as bonus to employees paid in cash from the net income of 2025. From the total amount, 21.53% will be allocated for the junior employees which accounted for NT$152,899,749, with an estimated 1,649 eligible recipents.
The employee remuneration will be distributed fully in cash. The amount is consistent with the estimated expense recognized for the fiscal year 2025.
The proposal has passed in the Remuneration Committee meeting and Board of Director meeting.
Report No. 5
Cause of action : 2025 Directors’ Compensation Payment Status
Explanation : Policies, systems, standards, and structure of remuneration for Directors and Independent Directors, and the correlation between the remuneration and the
responsibilities, risks, and time commitment:
Pursuant to Article 20 of the Company’s Articles of Incorporation, remuneration for directors for their execution of duties shall be determined by the Board of Directors based on their level of participation and the value of their contributions, with reference to industry standards. Furthermore, in the event of profit in a given year, no more than 1% shall be allocated as director remuneration according to the Articles of Incorporation. For the 2025 fiscal year, it is proposed to allocate NT$24,350,000 as director remuneration. The Company evaluates directors’ remuneration periodically in accordance with the "Rules for Performance Evaluation of the Board of Directors." Key evaluation items and the reasonableness of performance appraisal and remuneration has been reviewed by the Remuneration Committee and approved by the Board of Directors. Based on the above assessment, primarily due to significant growth in revenue and pre-tax profit, the management performance has improved, leading to a higher evaluation result for the Board compared to last yea, which accounted for 0.23% of the net income.
Please refer to Appendix III (P.20~22) for information regarding directors’ remuneration, including the remuneration policy, as well as individual remuneration details and amounts.
Report No. 6
Cause of action : The Status of Endorsement and Guarantee in 2025.
Explanation : 1. In compliance with the company’s “Procedure for Making of Endorsements and Guarantees”.
The company issued a letter of guarantee to endorse and guarantee the subsidiaries’ purchase of materials and short-term bank loan in response to the subsidiary’s business operation. The balance of endorsement and guarantee amounted to NT$526,680 thousand as of December 31, 2025.
Please review the statement of endorsement and guaranteed amount enclosed.
Guarantor (Company)
Guaranteed Subsidiary
Endorsement/Guarantee Limit (NT$ thousands)
Amount Utilized (NT$ thousands)
Single Transaction Limit (10% of Net Worth) (NT$ thousands)
Advantech (ACL)
Yan Xu Green Electricity Co.,Ltd.
NTD $526,680
$99,200
$5,494,748
The amount of limit is calculated in accordance with the company’s Rules for Making of Endorsements and Guarantees:
Maximum endorsement and guarantee amounted to NT$16,484,244thousand.
Maximum endorsement and guarantee for one single enterprise amounted to NT$5,494,748 thousand.
The amount of limit referred to above is calculated in accordance with the net value NT$54,947,481 thousand stated in the 2025 audited financial statements.
Acknowledgement Items
Acknowlegement 1: (Proposed by the Board of Directors)
Cause of action : Ratification for the 2025 Business Report and Financial Statements Explanation : 1. The 2025 business report and standalone financial statements.
(including consolidated financial statements) were composed by the
Board of Directors. The company’s financial statements were audited by independent auditors, Hua-Ling Liang and Pei-Hua Tsai of PricewaterhouseCoopers Taiwan and were reviewed by the supervisor along with the business report with a written audit report issued.
The Business Report, independent auditor’s report, and Financial Statements are enclosed as Attachment I and Attachment IV (P.23~P.46).
Resolution :
Acknowledgement 2 (Proposed by the Board of Directors)
Cause of action : Ratification for the Proposal for Distribution of 2025 Profits Explanation : 1. Please refer to the 2025 profit distribution table in Attachment V (P.47).
The Company’s net income after tax of FY2025 was NT$10,592,507,942 (EPS of NT$12.25) and resulted from adding NT$11,243,323,482 of undistributed earnings at the beginning of the period, deducting NT$337,358,999 of retained earnings from investments accounted for using equity method, deducting NT$134,823 of re-measured amount of the benefit plan recognized in retained earnings , and adding NT$36,435,919 of disposing the investments in equity instruments measured at fair value through other comprehensive income,the cumulative profit and losses directly transferred to retained earnings. After appropriating the legal reserve of NT$1,029,145,004 and reversing special reserves of NT$0, the available surplus for distribution is NT$20,505,628,517. The proposed distribution is as follows:
The amounts of NT$7,965,638,254(cash dividends) out of the 2025 earnings are appropriated for distribution as cash dividends to shareholders. The dividend will be calculated based on the total number of outstanding common shares issued as of December 31, 2025, which is 865,830,245 shares. The proposed cash dividend to be distributed to shareholders is NT$9.2 per share.
The distribution of cash dividend is calculated to the dollar (round up 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 or other expense of the company.
The current distribution of earnings is scheduled before the dividend benchmark date. If there is any change in the yield rate because 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.
Resolution :
Discussion Items
Discussion 1: (Proposed by the Board of Directors)
Cause of action
:
Proposal for Issuance of Restricted Stock Awards to Employees
Explanation
:
1. The Company proposes to establish the Rules for the Issuance of Restricted Stock Awards in accordance with Article 267 of the Company Act and the "Regulations Governing the Offering and Issuance of Securities by Securities Issuers" issued by the Financial Supervisory
Commission.
The total number of units to be issued shall not exceed 4,000 units, with each unit entitled to subscribe to 1,000 shares, for a total of 4,000,000 shares. Please refer to Attachment VI (P.48), as explained below:
Common shares will be issued at NT$0 per share, granted to employees for free without cash consideration. To consider recruitment, retention, and incentive effects while balancing shareholder interests, the shares may be vested in installments according to the proportions set for the restricted stock awards upon meeting the vesting conditions within two years from the date of issuance.
Targets of issuance: Restricted to full-time regular employees of the Company and its domestic or overseas controlled or subordinate companies.
Qualifications of employees and the number of shares granted: The actual number of employees granted and the number of restricted stock awards to be obtained will consider factors such as seniority, job level, work performance, overall contribution, special merits, or other management requirements. These will be verified by the Chairman and submitted to the Board of Directors for approval. However, for managers and directors with employee status, the proposal must first be approved by the Remuneration Committee before being submitted to the Board of Directors for resolution. For employees who are not managers or directors, the proposal must be submitted to the Audit Committee for approval before being submitted to the Board of Directors for resolution.
The cumulative number of shares an individual employee may subscribe to through employee stock options issued under Article 56-1, Paragraph 1 of the Offering Regulations, combined with the cumulative number of restricted stock awards obtained, shall not exceed 0.3% of the total issued shares. Furthermore, the total combined with employee stock options issued by the Company under Article 56, Paragraph 1 of the Offering Regulations shall not exceed 1% of the total issued shares. However, with special approval from the central competent authority for the relevant industry, the combined total for a single employee may be exempt from the aforementioned limits. If the competent authority updates the relevant regulations, the updated laws and regulations shall apply.
Resolution :
The cumulative number of shares an individual optionee may subscribe to through employee stock options issued by the Company under Article 56-1, Paragraph 1 of the Offering Regulations, combined with the cumulative number of restricted stock awards obtained by the optionee, shall not exceed 0.3% of the total issued shares. Furthermore, the total combined with employee stock options issued by the issuer under Article 56, Paragraph 1 of the Offering Regulations shall not exceed 1% of the total issued shares.
Necessary reasons for this issuance: To attract and retain professional talents, motivate employees, and enhance employee loyalty, while linking their compensation to shareholder interests and Environmental, Social, and Governance (ESG) results.
Impact on shareholder interests:
Estimated expensed amount and dilution of the Company’s EPS: Based on the closing price of the Company’s common shares and actuarial assumptions, the expensed amounts to be allocated annually from fiscal year 2026 to 2029 are: NT$234,583,333, NT$480,500,000, NT$360,250,000, and NT$124,666,667, totaling NT$1,200,000,000.
Based on the closing price of common shares and actuarial assumptions, the estimated annual dilution of EPS from 2026 to 2029 is NT$0.27,
NT$0.55, NT$0.41, and NT$0.14, totaling NT$1.37
For those using issued shares as the method of fulfillment, explain the financial burden on the company: Not applicable.
After being reviewed and approved by the Remuneration Committee, Audit Committee, and Board of Directors, this case is submitted to the Shareholders' Meeting for resolution in accordance with the law.
- Election Items
Discussion 1: (Proposed by the Board of Directors)
Cause of action
:
Election of the 16th Board of Directors of the Company.
Explanation
:
1. As the term of the current directors is about to expire, in accordance with Article 13 of the Company’s Articles of Incorporation and relevant provisions of the Company Act, it is proposed to conduct a
Resolution :
general election at the 2026 Annual General Meeting.
According to Article 13 of the Company’s Articles of Incorporation, the Board shall consist of seven to nine directors (including no less than three independent directors). For the election of the 16th term, nine directors (including three independent directors) are to be elected for a three-year term and are eligible for re-election. Furthermore, pursuant to Article 13-6 of the Articles of Incorporation, the Company has established an Audit Committee composed of all independent directors.
Pursuant to the Company Act, the Securities and Exchange Act, and Article 13 of the Articles of Incorporation, the nomination system shall be adopted for the election of directors. The Board of Directors shall review the qualifications of the nominees; those who qualify will be included in the list of candidates to be elected by the shareholders.
The term of the newly elected directors shall be three years, commencing from May 29, 2026, and expiring on May 28, 2029.
The list of candidates for directors and independent directors has been reviewed and approved by the Board of Directors. Relevant information is provided below:
Title
Canditate Name
Education
Experience
Current Positions
Shares Held
Director
K.C. Liu
Department of Telecommunications Engineering
26,993,951
Founder of Advantech:
Former salesman of Instruments Dept. of Hewlett-Packard;
Advantech Co., Ltd CEO and Chairman
Advantech Foundation Chairman
K and M Investment Co., Ltd. Chairman
Advantech Technology (China) Company Ltd. (AKMC) Chairman
AIDC Investment Corp., Director
Advantech Corporate Investment (ACI) Director
AIC Taiwan Holding CORP., Director
Expetech Co., Ltd.,Shanghai Advantech intelligent Services Co.,Ltd(ACI CN) Director
Xi'an Advantech Software Ltd., Director
Advantech Technology Co., Ltd.(ATC) Director
Advantech Corporation.(ANA) Director
HK Advantech Technology Co., Limited (ATC HK) Director
Advantech Automation Corp.(HK) Limited (AAC HK) Director
Title
Canditate
Name
Education
Experience
Current Positions
Shares
Held
Director
Advantech Foundation Representative: Chaney Ho
Tatung Institute of Technology Taiwan
24,543,548
Director
K and M Investment CO., Ltd.
Representative:Wesley Liu
100,651,794
Director
AIDC Investment Corp. Representative: Tony Liu
Electrical Engineering, University of Illinois
99,746,136
Director
ASUSTeK Computer Inc.
N.A.
N.A.
Hua Cheng Venture Capital Co., Ltd. Chairman, Director and Supervisor
113,483,106
President of Advantech Co., Ltd.
President of LE Wei Co.,Ltd.
Giant Manufacturing Co., Ltd. Independent Director
Unabiz Pte Ltd.Director
Apex Medical Corp. Director
Johns Hopkins University GMBA
Department of Physics, National Dong Hwa University
Advantech Intelligent Service Co., Ltd. Director
Advantech Co.,Ltd HR dpt. Senior Director
K and M Investment Co., Ltd., Director
Tran-Ting Development Co., Ltd. Director
Tran-Fei Development Co., Ltd., Director
AIC Taiwan Holding CORP Director
Winmate Inc Director
Shanghai Advantech intelligent Services Co.,Ltd(ACI CN) Director
Advantech Australia Pty Ltd. (AAU) Director
Advantech Co.Malaysia Sdn.Bhd (AMY) Director
Advantech Turkey Technology A S.(ATR) Director
Advantech International PT.(AID) Director
Advantech Industrial Computing India Private Limited.(AIN) Director
Advantech Electronics,S.De R.L.De C. (AMX) Director
Advantech IOT Israel Ltd.(AIL) Director
Advantech Raiser India Private Limited(ARI) Director
Advantech Technology DMCC. Director
CZ investment Co.,Ltd Chairman
Master of Business Administration, National Taiwan University
Bachelor of Science in
Corporate Treasury & Investment Division Sr. Manager
Product Manager of Advantech Intelligent Imaging Business Unit.
Fuh Hwa Securities Investment Trust Co., Ltd. Securities Research Analyst
Advantech Co.,Ltd Corporate Treasury & Investment Division Director
K and M Investment Co., Ltd. Director
CZ investment Co.,Ltd. Director
AIDC Investment Corp. Director
AXIOMTEK CO., LTD. Director
Smasoft technology Co., Ltd. Director
Yan Xu Green Electricity Co.,Ltd. Director
Beijing Yan Hua Xing Ye Electronic Science &Technology Co.,Ltd. Director
Bitflow, Inc. Director
AuresTechnologies S.A. Director
A.G.H US Holding Company Inc. Director
Retail Technology Group Inc. Director
J2 Systems Technology Ltd. Director
Aures Technologies Ltd. Director
Aures Technologies Pty Director
Nippon RAD Inc. Director
Tran-Ting Development Co., Ltd. Chairman
Tran-Fei Development Co., Ltd. Chairman
Hsiung Yang Investment Chairman
Advantech Corporate Investment Chairman
Advanixs Corporation Chairman
Advantech Intelligent Services Co.,Ltd.Chairman
Cermate Technologies Inc. Chairman
Expetech Co., Ltd. Chairman
ASUSTek United Technology Co., Ltd. Chairman, Director and Supervisor
Askey Computer Corp. Chairman, Director and Supervisor,
Hua Min Investment Co., Ltd. Chairman, Director and Supervisor
ASUS Intelligent Mobility Co., Ltd. Director
ASUS Cloud Corporation Chairman and Director
ASMedia Technology Inc. Chairman and Director
AAEON Technology Inc. Director
Universal Global Technology Co., Ltd. Chairman and Director,
Title
Canditate
Name
Education
Experience
Current Positions
Shares
Held
Director
Ji-Ren Lee
Ph.D in strategic Manamgnet, University of Illinois at Urbana Champaign
0
Independent Director
Ming-Hui Chang
PricewaterhouseCoope rs Taiwan, Managing Partner
University Professor
0
uPI Semiconductor Corp. Chairman and Director
ShunWei International Co., Ltd. Chairman and Director
Aconic Technology Co., Ltd
JoulWatt Technology Inc
SyncMOS Technologies Inc
Guang Yuan Investment Co., Ltd.
Asus Computer International Director
Asus Holland B.V. Director
Asus International Limited Director
Asus Global Pte Ltd. Director
Quantum Cloud International Pte Ltd. Director
Gaea Mobility Co., Ltd., Director
Tronjet Vision Technology Co., Ltd., Director
Azio Electronics Co., Ltd., Chairman, Director andSupervisor
PT. ASUS Technology Indonesia (Jakarta), Director and Supervisor
PT. ASUS Technology Indonesia (Batam), Director and Supervisor
ASUSTek Digital Marketing (Shanghai) Co., Ltd., Director and Supervisor
Einstein Intelligence Co., Ltd., Director
Xtronics Technology Co., Ltd., Director
Portwell, Inc., Director
Taiwan AI Cloud Service Co., Ltd., Chairman and Director
ASUSTOR Inc., Chairman and Director
ASUS Technology Licensing Co., Ltd., Chairman, Director and Supervisor
ASUS Computer International Co., Ltd., Chairman, Director and Supervisor
ASUS Metaverse Co., Ltd., Chairman, Director and Supervisor
Apricity Intelligence Co., Ltd., Chairman and Director
Sunlight Optoelectronics Co., Ltd., Chairman and Director
ASUS Life Inc., Director
Ambiq Micro Taiwan Co., Ltd., Director
Liberty Systems Co., Ltd., Director
ASUS Computer International (America), Director
Taiwan Biomedical Big Data Co., Ltd., Director
College of Management, National Taiwan University, Associate Dean for Teaching and Resource Development
National Taiwan University EMBA, Executive Director
Weixin Consulting Co., Ltd., Founder
Boehringer Ingelheim Taiwan Ltd., Marketing Services Manager
B Current Impact Investment Chairman
Chengzhi Education Foundation Chairman
COMMONWEALTH EDUCATION MEDIA AND PUBLISHING CO., LTD.) Director
CommonWealth Magazine Co., Ltd. Director
Longchen Paper & Packaging Co., Ltd. Director
Primax Electronics Ltd. Director
Airoha Technology Independent Director
MAYO Human Capital Inc Independent Director
Master in Professional Accounting, University of Texas at Austin
Accounting, National Taiwan University
PwC Education Foundation, Chairman
Department of Accounting,Tunghai
Uni-President Enterprises Corp., Independent Director
Longwell Company, Director
Solomon Technology Corporation, Independent Director
Title
Canditate
Name
Education
Experience
Current Positions
Shares
Held
Independent Director
Eunice Chiu
None
0
Independent Director
May Wei
Academy, Adjunct Professor
0
National Taiwan University Professor
National Chung Cheng University Professor
Master of Business Administration, Chung Yuan Christian University
Bachelor of Business Administration, Chung Yuan Christian University
NVIDIA Corporation, Vice President and Taiwan Country Manager
GE Healthcare, Chief Marketing Officer
Microsoft Corporation, General Manager, Greater China Knowledge Worker Business Group
Microsoft Taiwan, General Manager
Master of Business Administration, University of Dallas, USA
Master of Public Administration, National Chengchi University
Fuzhi Buddhist Academy, Graduate Institute of Dharma Application Professor
Willis Towers Watson, Chief Strategy Officer, Greater China and Chief of Staff International Markets
Zhuorui Management Consulting Co., Ltd., Consultant and Professional Lecturer (Former)
Texas Instruments Taiwan Ltd., Organizational Development Project Manager (Former)
Fuzhi Buddhist
Fuzhi Buddhist Academy, Graduate Institute of Dharma Application, Adjunct Professor
- Other Business Items
Discussion 1: (Proposed by the Board of Directors) Cause of action : Proposal to lift the Non-Competition Restrictions on Directors and their representatives.
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 shareholders' meeting the essential contents of such an act and secure its approval."
In order to leverage the professional expertise and relevant experience of the Company’s directors, it is proposed to the shareholders' meeting for approval to release the newly elected directors and their representatives (to be elected at the 2026 Annual General Meeting) from the non-competition restrictions in accordance with the law.
The list of directors and representatives of legal entity directors to be released from the non-compete restrictions is as follows:
Resolution:
Title
Name
Current Position (Other Companies)
Director
K.C. Liu
Director
Advantech Foundation Representative:
Chaney Ho
Director
K and M Investment CO., Ltd.
Representative: Wesley Liu
Director
AIDC
Investment Corp.
Representative: Tony Liu
Advantech Co., Ltd CEO and Chairman
Advantech Foundation Chairman
K and M Investment Co., Ltd. Chairman
Advantech Technology (China) Company Ltd. (AKMC) Chairman
AIDC Investment Corp., Director
Advantech Corporate Investment (ACI) Director
AIC Taiwan Holding CORP., Director
Expetech Co., Ltd.,Shanghai Advantech intelligent Services Co.,Ltd(ACI CN) Director
Xi'an Advantech Software Ltd., Director
Advantech Technology Co., Ltd.(ATC) Director
Advantech Corporation.(ANA) Director
HK Advantech Technology Co., Limited (ATC HK) Director
Advantech Automation Corp.(HK) Limited (AAC HK) Director
Giant Manufacturing Co., Ltd. Independent Director
Unabiz Pte Ltd.Director
Apex Medical Corp. Director
Advantech Co.,Ltd HR dpt. Senior Director
K and M Investment Co., Ltd., Director
Tran-Ting Development Co., Ltd. Director
Tran-Fei Development Co., Ltd., Director
AIC Taiwan Holding CORP Director
Winmate Inc Director
Shanghai Advantech intelligent Services Co.,Ltd(ACI CN) Director
Advantech Australia Pty Ltd. (AAU) Director
Advantech Co.Malaysia Sdn.Bhd (AMY) Director
Advantech Turkey Technology A S.(ATR) Director
Advantech International PT.(AID) Director
Advantech Industrial Computing India Private Limited.(AIN) Director
Advantech Electronics,S.De R.L.De C. (AMX) Director
Advantech IOT Israel Ltd.(AIL) Director
Advantech Raiser India Private Limited(ARI) Director
Advantech Technology DMCC. Director
CZ investment Co.,Ltd Chairman
Advantech Co.,Ltd Corporate Treasury & Investment Division Director
K and M Investment Co., Ltd. Director
CZ investment Co.,Ltd. Director
AIDC Investment Corp. Director
AXIOMTEK CO., LTD. Director
Smasoft technology Co., Ltd. Director
Yan Xu Green Electricity Co.,Ltd. Director
Beijing Yan Hua Xing Ye Electronic Science &Technology Co.,Ltd. Director
Bitflow, Inc. Director
AuresTechnologies S.A. Director
A.G.H US Holding Company Inc. Director
Director
ASUSTeK
Computer Inc.
Hua Cheng Venture Capital Co., Ltd. Chairman, Director and Supervisor
Director
Ji-Ren Lee
Independent Director
Ming-Hui Chang
Retail Technology Group Inc. Director
J2 Systems Technology Ltd. Director
Aures Technologies Ltd. Director
Aures Technologies Pty Director
Nippon RAD Inc. Director
Tran-Ting Development Co., Ltd. Chairman
Tran-Fei Development Co., Ltd. Chairman
Hsiung Yang Investment Chairman
Advantech Corporate Investment Chairman
Advanixs Corporation Chairman
Advantech Intelligent Services Co.,Ltd.Chairman
Cermate Technologies Inc. Chairman
Expetech Co., Ltd. Chairman
ASUSTek United Technology Co., Ltd. Chairman, Director and Supervisor
Askey Computer Corp. Chairman, Director and Supervisor,
Hua Min Investment Co., Ltd. Chairman, Director and Supervisor
ASUS Intelligent Mobility Co., Ltd. Director
ASUS Cloud Corporation Chairman and Director
ASMedia Technology Inc. Chairman and Director
AAEON Technology Inc. Director
Universal Global Technology Co., Ltd. Chairman and Director,
uPI Semiconductor Corp. Chairman and Director
ShunWei International Co., Ltd. Chairman and Director
Aconic Technology Co., Ltd
JoulWatt Technology Inc
SyncMOS Technologies Inc
Guang Yuan Investment Co., Ltd.
Asus Computer International Director
Asus Holland B.V. Director
Asus International Limited Director
Asus Global Pte Ltd. Director
Quantum Cloud International Pte Ltd. Director
Gaea Mobility Co., Ltd., Director
Tronjet Vision Technology Co., Ltd., Director
Azio Electronics Co., Ltd., Chairman, Director andSupervisor
PT. ASUS Technology Indonesia (Jakarta), Director and Supervisor
PT. ASUS Technology Indonesia (Batam), Director and Supervisor
ASUSTek Digital Marketing (Shanghai) Co., Ltd., Director and Supervisor
Einstein Intelligence Co., Ltd., Director
Xtronics Technology Co., Ltd., Director
Portwell, Inc., Director
Taiwan AI Cloud Service Co., Ltd., Chairman and Director
ASUSTOR Inc., Chairman and Director
ASUS Technology Licensing Co., Ltd., Chairman, Director and Supervisor
ASUS Computer International Co., Ltd., Chairman, Director and Supervisor
ASUS Metaverse Co., Ltd., Chairman, Director and Supervisor
Apricity Intelligence Co., Ltd., Chairman and Director
Sunlight Optoelectronics Co., Ltd., Chairman and Director
ASUS Life Inc., Director
Ambiq Micro Taiwan Co., Ltd., Director
Liberty Systems Co., Ltd., Director
ASUS Computer International (America), Director
Taiwan Biomedical Big Data Co., Ltd., Director
B Current Impact Investment Chairman
Chengzhi Education Foundation Chairman
COMMONWEALTH EDUCATION MEDIA AND PUBLISHING CO., LTD.) Director
CommonWealth Magazine Co., Ltd. Director
Longchen Paper & Packaging Co., Ltd. Director
Primax Electronics Ltd. Director
Airoha Technology Independent Director
MAYO Human Capital Inc Independent Director
Uni-President Enterprises Corp., Independent Director
Longwell Company, Director
Solomon Technology Corporation, Independent Director
- Special Motions
- Adjournment
Dear Shareholders,
ATTACHMENTSBusiness ReportThe year 2025 marked a pivotal year for Advantech, demonstrating operational resilience and successful transformation. In the face of global economic fluctuations and industry volatility, Advantech not only achieved new record high revenue but also established a long-term growth trajectory centered on "Edge Computing & AI-Powered WISE Solutions." A summary of the overall operating performance is reported to our shareholders as follows:
Figure A: Advantech Brand Slogan「Edge Computing & AI-Powered WISE Solutions」
Financial Performance
Advantech’s consolidated revenue in 2025 reached NT$70.882 billion, representing a YoY growth of 18.56%. The gross profit was NT$28.198 billion (gross profit margin was 39.8%), and the consolidated net income was NT$10.592 billion (YoY increase of 17.6%). The earnings per share reached NT$12.25. Both revenue and profit achieved double-digit year-on-year growth. Converted into US dollars, the revenue in 2025 was US$2,274 million, a year-on-year increase of 22%. For the overall performance in 2025, North America, Europe, China, Taiwan, and emerging markets all delivered double-digit growth, demonstrating outstanding overall performance, while the Korean market experienced a slight decline. In terms of performance by business groups, the overall results remained robust in 2025. All four major business groups, including the Intelligent Systems Sector, IoT Automation Sector, Embedded Sector, and Intelligent Service Sector, achieved strong double-digit growth.
However, affected by the rising costs of key components such as DDR4 and SSD, the gross margin fell short of expectations. The pressure on profitability was primarily due to two factors: first, long-term contracts limited the immediate pass-through of cost increases; second, there was a time lag between procurement costs and order fulfillment. To address this, our frontline sales teams have implemented precise profit management strategies:
PPV Mechanism: In response to cost fluctuations, we have adopted the Purchase Price Variance (PPV) model for price settlement with customers to safeguard fundamental gross margins.
Dynamic Pricing Management: For individual components and peripherals, a "bi-weekly pricing" mechanism has been implemented. By shortening the quotation cycle, we can respond to market volatility in real-time, ensuring that profit levels are not eroded.
Through these measures, we aim to minimize the risks of cost fluctuations and maintain stable gross margin performance and profitability.
Deepening Edge AI: Hardware–Software Synergy and Ecosystem Enablement
Driven by the increasing adoption of AI inference and analytics at the edge, industry applications are benefiting from lower latency, enhanced data privacy, and real-time decision-making, accelerating the growth of the Edge AI market. According to Market.US, the global Edge AI market is projected to
grow from US$28.8 billion in 2025 to US$196.6 billion by 2034, representing a CAGR of 23.8%. While hardware continues to dominate the market, software and services are rapidly expanding alongside growing deployment complexity and integration needs. However, the lack of standardization remains a key industry challenge, increasing the complexity of integration, deployment, and cybersecurity management, and in turn raising costs and slowing large-scale adoption.
Advantech has established “Edge Computing & AI-Powered WISE Solutions” as its strategic direction for 2026–2027, underscoring its commitment to advancing edge computing and AI-driven industrial solutions. To further reinforce its vision of enabling an intelligent planet at the edge, the Company continues to expand global brand influence through localized co-creation initiatives and active participation in leading international industry events, while accelerating ecosystem enablement through the WISE-IoT platform and the newly launched WEDA (WISE-Edge Developer Architecture). Leveraging a containerized and standardized architecture, WEDA integrates leading global semiconductor AI SDKs to significantly enhance development and deployment efficiency across diverse industry applications. Through its integrated hardware–software capabilities, Advantech is further strengthening its leadership position and thought leadership in the global Edge AI market.
Advantech continues to deepen its investments in both hardware and software platforms as two core pillars of its development strategy. Through close hardware–software integration, Advantech is committed to building a comprehensive platform to support diverse edge AI solutions. On the software ecosystem side, Advantech has established a dual-platform architecture comprising WISE and WEDA. WISE-IoT at the application layer and EdgeSync at the device connectivity layer have reached maturity, while the newly launched WEDA (WISE-Edge Developer Architecture) adopts a containerized framework and pre-integrates AI SDKs from leading global semiconductor partners. This significantly enhances efficiency for customers, streamlining the entire process from development to deployment of edge AI applications.
Figure B: Advantech Integrated AIoT Software–Hardware Architecture
At the same time, Advantech continues to advance its high-performance computing platforms. With the ongoing expansion of 5G infrastructure and advancements in semiconductor technologies, both x86 and ARM/RISC architectures are delivering increasingly powerful processors to meet the growing demand for high-performance computing across industries such as healthcare, transportation, and robotics. Advantech works closely with leading technology partners, including Intel, AMD, NVIDIA, and Qualcomm, to co-develop and commercialize edge computing platforms, supporting comprehensive industry upgrades. Furthermore, driven by the advancement of AI inference technologies, Advantech is enabling compute power to shift closer to the edge. By leveraging the low-latency advantages of Edge AI, the Company enables AI to actively participate in real-time operations and decision-making across industries, reducing reliance on cloud-based data transmission.
With the strong market position in edge computing, Advantech has delivered comprehensive, vertically integrated solutions tailored to diverse industry needs, including Edge AI acceleration modules, inference systems, and edge AI servers, integrated with software platforms to accelerate customer deployment. Its hardware platforms support a wide range of AI chips, including GPUs,
VPUs, and integrated NPUs, while its deep hardware design expertise enables highly customized solutions across robotics, smart manufacturing, renewable energy, and healthcare applications.
Global Supply Chain Management: Enhancing Resilience and Delivery Efficiency
In response to the rapidly evolving global environment, Advantech continues to strengthen its end-to-end (E2E) supply chain management to build a resilient operating framework and support long-term growth. On the supply side, the DRAM and SSD supply environment became increasingly tight in 2025. The Company has proactively coordinated with strategic partners on inventory preparation and capacity allocation, mitigating supply risks of critical components through forward planning to ensure stable production and on-time customer delivery. While such proactive measures increase operational complexity, they significantly enhance overall supply chain resilience.
From a manufacturing efficiency and capacity deployment perspective, Advantech operates a highly flexible and supportive manufacturing network across Kunshan (China), Guishan, Taoyuan (Taiwan), and Nogata (Japan). The Company continues to advance AI and digital transformation (DX) initiatives to optimize production processes and quality control, further improving manufacturing stability. To support long-term growth, new manufacturing equipment investments have been made in Taoyuan and Nogata, increasing capacity by approximately 15% and 35%, respectively, establishing greater flexibility to accommodate mid- to long-term business expansion.In terms of regional manufacturing and localized delivery, Advantech has established system assembly capabilities in Milpitas, U.S., and is developing a new North America operational headquarters in Tustin, expected to be completed by the end of 2026. Upon completion, local assembly capacity in the U.S. is expected to double, further strengthening the Company’s “local-for-local” production and delivery capabilities.
Looking ahead to 2026, Advantech will initiate a major transformation of its global logistics model by introducing a cross-docking-centered operating framework. The Company will gradually transition from the traditional two-stage shipment model—factory to regional warehouse, then to customer—toward a more direct logistics delivery approach. This structural shift is expected to shorten delivery lead times, reduce intermediate inventory and handling processes, further enhance overall supply chain responsiveness, laying a more efficient and resilient operational foundation to support future scalable growth.
Sustainable Development: Optimizing Succession Framework and Global Operations
Advantech remains firmly committed to sustainable development and responsible governance, with corporate and shareholder interests as its top priority. The Company has initiated structured succession planning at both the board and senior management levels. Key organizational transformations include:
The corporate headquarters management structure will gradually transit from the current co-Presidents model to a “C-led leadership model,” comprising the Chief Executive Officer (CEO), Chief Financial Officer (CFO), and Chief Operating Officer (COO), to enhance leadership continuity and long-term sustainability. At the business unit level, there will be an appointed BO Heads to lead the operations and further advance the Sector-Driven strategy.
The establishment of Worldwide Business Operations (WWBO) as the highest decision-making for global operations aims to accelerate international deployment. By breaking down regional boundaries and centralizing core resources and senior talent, Advantech enables regional markets with a “global resources, local execution” approach. Through WWBO coordination, the Company can cultivate differentiated core capabilities tailored to regional characteristics, strengthening global operational resilience while ensuring strong competitive positioning and execution efficiency across markets. In parallel, Advantech continues to strengthen its talent development and leadership pipeline mechanisms. This includes formalizing leadership succession planning, identifying high-potential executives, and implementing structured internal rotation programs to cultivate global management talent. Key positions are systematically reviewed, succession candidates are evaluated, and three-year development plans are established. Through dedicated development platforms and targeted stretch assignments, Advantech is building a people-centric talent sustainability model to support long-term, stable leadership succession.
Figure C: Advantech’s WWBO (Worldwide Business Operations) Organization Enhancing Global Deployment
Embedding Sustainability into DNA to Create Shared Value
Guided by its core vision of “Enabling an Intelligent Planet,” Advantech continues to integrate sustainability into its operations and brand value, leveraging a systematic ESG strategy to enhance corporate resilience and create long-term value. In 2025, Advantech delivered outstanding performance in several benchmarks, rising to No. 4 in the Interbrand Taiwan Best Global Brands ranking, with brand value reaching US$896 million (+5% YoY). This milestone reflects Advantech’s successful transformation into a global leader in edge computing and AI solutions. The Company was also ranked No. 4 in the Large Enterprise category of the Commonwealth Corporate Sustainability Awards and received the Family-Friendly Workplace Award from CommonWealth Parenting for the first time. In global ESG assessments, Advantech advanced from Bronze to Silver rating by EcoVadis, achieved a CDP rating of B, and recorded its highest-ever score in the Dow Jones Sustainability Index (DJSI), demonstrating continued progress in sustainability governance.
From the Environmental (E) perspective, Advantech is actively advancing green operations and low-carbon transformation. In 2025, its Kunshan plant obtained UL 2799 Zero Waste to Landfill Platinum certification—the Group’s first top-tier certification. The Company also published its inaugural TCFD/TCNFD-aligned report, strengthening biodiversity assessment and conservation initiatives at the Linkou campus, underscoring its commitment to biodiversity preservation. In alignment with global decarbonization trends, Advantech updated its SBT 1.5°C targets and plans to introduce an internal carbon pricing mechanism, with proceeds allocated to sustainability initiatives, green product R&D, and employee incentives. Meanwhile, greenhouse gas inventory efforts have expanded to European subsidiaries, with progress exceeding regulatory requirements.
In terms of Social (S) points of view, Advantech continues to enhance performance and talent management systems, strengthening global leadership effectiveness and organizational execution, while fostering an inclusive and engaging workplace. In 2025, the Company introduced its first external employee engagement survey, achieving an engagement rate of 85%. Advantech’s operations in Europe and Korea also obtained ISO 45001 certification. Through industry and academia collaboration, Advantech promotes talent development in edge computing and AI, expanding the societal impact of IoT technologies. The Company also actively supports global arts and culture, Project-Based Learning (PBL) education, DEI initiatives, volunteering, and environmental programs—covering STEAM education, women’s empowerment, community service, and green lifestyle advocacy—demonstrating its deep-rooted local social impact.
From the Governance (G) aspects, Advantech continues to strengthen supplier carbon management, achieving carbon data collection from 80% of key suppliers, with over 800 participants attending ESG empowerment programs to reinforce supply chain resilience. To further advance sustainable products,
the Company has enhanced sustainable procurement practices, including establishing a traceability system for sustainable raw materials with certified recycled material data management, and implementing sustainable material product initiatives.
Company Outlook
To enhance shareholder returns and demonstrate strong commitment in the business outlook, Advantech has implemented a structural optimization of its dividend policy. The Company has discontinued its previous practice of issuing stock dividends every three years and formally transitioned to a fully cash dividend model. In addition, the recurring cash payout ratio has been raised from the previous 70–75% to 70–80%. Advantech has also introduced a time-limited special cash dividend program. From 2026 to 2028, over three consecutive distribution years, an additional NT$2 per share will be distributed annually from capital reserve, with a total incremental payout expected to exceed NT$5.2 billion. Based on this framework, for FY2025, the Company proposes a regular cash dividend of NT$9.2 (75% payout ratio), along with a special cash dividend of NT$2 from capital reserve, bringing the total cash dividend to NT$11.2 per and the total payout ratio to 91.4%. This initiative underscores Advantech’s commitment to sharing its operating results with shareholders. The objective of this policy is to establish a transparent, stable, and predictable long-term capital return mechanism, further enhancing shareholder value.
As large language model (LLM) technologies continue to mature, AI applications are rapidly extending from cloud data centers to edge. A new wave of industry transformation in healthcare, retail, and smart warehousing is gaining strong momentum. Since Advantech was founded, the Company has remained deeply committed to edge computing, continuously strengthening its global footprint while enhancing operational and manufacturing capabilities. To capitalize on this AI-driven wave, Advantech’s four Sector Business Groups (SBGs) have concurrently expanded their Edge AI hardware and software deployments. On the hardware front, collaborative development with leading global chipmakers has delivered tangible results. On the software side, in addition to advancing the WISE-IoT platform, Advantech has introduced the WEDA (WISE-Edge Developer Architecture). Through an open architecture approach, WEDA brings together ecosystem partners to deliver highly targeted edge software solutions tailored to vertical industries.
Looking to 2026, we project that Edge AI hardware will reach over 30% of our total sales. Advantech is evolving from a leader in embedded computing hardware provider into a world-leading provider of Edge AI industrial solutions. Upholding the convictions, we have held for over forty years, Advantech remains committed, as always, to creating exceptional value for our customers, employees, shareholders, and society.
Audit Committee’s Review ReportThe Company’s 2025 Financial Statements have been agreed by Audit Committee members of the Company and approved by the by the Board of Directors. The CPA firm of Pricewaterhouse Coopers Taiwan was retained to audit the Company’s Financial Statements and has issued an audit report relating to the Financial Statements.
The Board of Directors has prepared the Company’s 2025 Business Report and proposal for allocation of profits. The 2025 Business Report and profit allocation proposal have been reviewed and determined to be correct and accurate by the Audit Committee members of the Company.
According with Article 14-4 of the securities and Exchange Act and Article 219 of the Company Law, we hereby submit this report.
Advantech Co., Ltd.
Chairman of the Audit Committee:Benson Liu
February 26, 2026
2025 Remuneration of Directors
Unit: NT$ Thousand
Title | Name | Rremuneration | Ratio of Total Remuneration(A+B+C +D) to net income % (Note 10) | Relevant Remuneration Received by Directors who are Also Employees | Ratio of Total Compensation (A+B+C+D+E+F+G)to net income % (Note 10) | Compensation Paid to Directors from an Invested Company Other than the Company’s subsidiary (Note11) | ||||||||||||||||
Basc Compensation (A) (Note 2) | Severance Pay (B) | Directors Compensation (C) | Allowances (D)(Note 4) | Salary, bonuses and allowance (E) (Note 5) | Severance Pay (F) | Employee Compensation (G) (Note 6) | ||||||||||||||||
Advantech | From All Consolidated Entities (Note 7*) | Advantech | From All Consolidated Entities | Advantech | From All Consolidated Entities | Advantech | From All Consolidated Entities | Advantech | From All Consolidated Entities | Advantech | From All Consolidated Entities | Advantech | From All Consolidated Entities | Advantech | From All Consolidated Entities (Note 7) | Advantech | From All Consolidated Entities | |||||
Cash | Stock | Cash | Stock | |||||||||||||||||||
Chairman | K.C.Liu | 0 | 0 | 0 | 0 | 2,950 | 2,950 | 0 | 0 | 0.03% | 0.03% | 6,080 | 6,080 | 0 | 0 | 0 | 0 | 0 | 0 | 0.09% | 0.09% | 0 |
Director | Advantech Foundation | 0 | 0 | 0 | 0 | 2,000 | 2,000 | 0 | 0 | 0.02% | 0.02% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0.02% | 0.02% | 0 |
Representati Chaney Ho | ||||||||||||||||||||||
Director | K and M Investment Co., Ltd. | 0 | 0 | 0 | 0 | 1,000 | 1,000 | 0 | 0 | 0.01% | 0.01% | 5,204 | 5,204 | 108 | 108 | 0 | 0 | 0 | 0 | 0.06% | 0.06% | 0 |
Representative: Wesley.Liu | ||||||||||||||||||||||
Director | AIDC Investment Corp: | 0 | 0 | 0 | 0 | 1,000 | 1,000 | 0 | 0 | 0.01% | 0.01% | 4,678 | 4,678 | 101 | 101 | 0 | 0 | 0 | 0 | 0.05% | 0.05% | 0 |
Representative Tony Liu | ||||||||||||||||||||||
Director | Jeff Chen | 0 | 0 | 0 | 0 | 3,000 | 3,000 | 0 | 0 | 0.03% | 0.03% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0.03% | 0.03% | 0 |
Director | Ji-Ren Lee | 0 | 0 | 0 | 0 | 3,000 | 3,000 | 0 | 0 | 0.03% | 0.03% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0.03% | 0.03% | 0 |
Independent Director | Ming-Hui Chang | 0 | 0 | 0 | 0 | 4,200 | 4,200 | 0 | 0 | 0.04% | 0.04% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0.04% | 0.04% | 0 |
Independent Director | Benson Liu | 0 | 0 | 0 | 0 | 4,200 | 4,200 | 0 | 0 | 0.04% | 0.04% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0.04% | 0.04% | 0 |
Independent director | Chan-Jane Lin | 0 | 0 | 0 | 0 | 3,000 | 3,000 | 0 | 0 | 0.03% | 0.03% | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0.03% | 0.03% | 0 |
20
*1. Please describe the policy, system, standard, and structure of remuneration to independent directors, and the correlation between duties, risk, and time input with the amount of remuneration:
For the remuneration of independent directors, besides referring to results of director performance evaluations, the Remuneration Committee considers each director's degree of participation and contribution to the Company's operations, links the reasonableness and fairness of performance and risks to remuneration, considers the Company's business performance and the remuneration standards of competitors, and makes recommendations to the Board of Directors in accordance with Article 13-5 of the Company's Articles of Incorporation.
Other than as disclosed in the above table, the remuneration earned by Directors providing services (e.g. providing consulting services as a non-employee) to the Company and all consolidated entities in the latest fiscal year: None.
Range of Remuneration
Range of Remuneration | Names of Directors | |||
First four categories of remuneration (A+B+C+D) | First seven categories of remuneration (A+B+C+D+E+F+G) | |||
Advantech (Note 8) | Consolidated subsidiaries (Note 9) | Advantech (Note 8) | Consolidated subsidiaries (Note 9) | |
Less than NT$1,000,000 | ||||
NT$1,000,000 – NT$2,000,000 | Representative of K and M Investment Co., Ltd.,: Wesley.Liu, Representative of AIDC Investment Corp.: Tony Liu | Representative of K and M Investment Co., Ltd.,: Wesley.Liu, Representative of AIDC Investment Corp.: Tony Liu | ||
NT$2,000,000 – NT$3,500,000 | K.C. Liu Representative of Advantech Foundation: Chaney Ho ,Jeff Chen, Chan-Jane Lin, Ji-Ren Lee | K.C. Liu Representative of Advantech Foundation: Chaney Ho ,Jeff Chen, Chan-Jane Lin, Ji-Ren Lee | Representative of Advantech Foundation: Chaney Ho, Jeff Chen, Chan-Jane Lin, Ji-Ren Lee | Representative of Advantech Foundation: Chaney Ho, Jeff Chen, Chan-Jane Lin, Ji-Ren Lee |
NT$3,500,000 – NT$5,000,000 | Benson Liu, Ming-Hui Chang | Benson Liu, Ming-Hui Chang | Benson Liu, Ming-Hui Chang | Benson Liu, Ming-Hui Chang |
NT$5,000,000 – NT$10,000,000 | K.C. Liu Representative of K and M Investment Co., Ltd: Wesley.Liu, Representative of AIDC Investment Corp.:Tony Liu | K.C. Liu Representative of K and M Investment Co., Ltd: Wesley.Liu, Representative of AIDC Investment Corp.:Tony Liu | ||
NT$10,000,000 – NT$15,000,000 | ||||
NT$15,000,000 – NT$30,000,000 | - | |||
NT$30,000,000 – NT$50,000,000 | - | |||
NT$50,000,000 – NT$100,000,000 | - | |||
Over NT$100,000,000 | - | |||
Total | 9 | 9 | 9 | 9 |
21
Note 1: Illustrate the name of each director (the institutional shareholder and its representative should be illustrated separately) and disclose the payment amount in a lump sum. Please fill out this form and form (3-1) or (3-2) for the director who is also the President or Vice President of the Company.
Note 2: Refers to the remuneration (including director salary, duty allowances, severance pay, various bonuses, incentives, etc.) paid to the directors in the most recent year. Note 3: Refers to the remuneration to directors from the earnings of the most recent year proposed and approved by the board of directors prior to the shareholders’ meeting.
Note 4: Refers to the relevant business expenses of the directors in the most recent year (including traveling expenses, special expenses, allowances, dormitories, and transportation vehicles). For the housing, automobiles and other transportation vehicles, or the exclusive personal expenses provided, the nature and cost of the assets, the actual or imputed rent at fair market value, the gasoline expense, and other payments should be disclosed. In addition, for the chauffeur appointed, please explain in the notes regarding the remuneration paid but the amount will not be included in the total remuneration amount.
Note 5: Refers to the salary, job allowance, severance pay, resignation compensation, prize money, incentive payments, traveling expenses, special expenses, allowances, dormitories, and transportation vehicles paid to the directors who are also employees (including concurrent President, Vice President, other managers, and employees) in the most recent year. For the housing, automobiles and other transportation vehicles, or the exclusive personal expenses provided, the nature and cost of the assets, the actual or imputed rent at fair market value, the gasoline expense, and other payments should be disclosed. In addition, for the chauffeur appointed, please explain in the notes regarding the remuneration paid but the amount will not be included in the total remuneration amount.
Note 6: Refers to the employee bonuses (including stock dividend and cash dividend) paid to the directors who are also employees (including concurrent President, Vice President, other managers, and employees) in the most recent year. The employee bonus amount from the earnings of the most recent year proposed and approved by the board of directors prior to the shareholders’ meeting should be disclosed. If the distribution amount of the current year cannot be estimated, it is to base on the amount distributed in the prior year proportionally with Table 1-3 filled out.
Note 7: Refers to the number of shares (excluding the portion executed) to be subscribed by the directors who are also employees (including concurrent President, Vice President, other managers, and employees) with stock options in the most recent year and up to the publication of the annual report. In addition to this form, please fill out Table 15.
Note 8: The remuneration amount paid to the board directors of Advantech by the companies (including Advantech) in the consolidated report should be disclosed.
Note 9: Disclose the name of the directors in the respective range of remuneration paid by all the companies (including the Company) in the consolidated financial report.
Note 10: Net income meant for the net profit after tax in the most recent year. For those companies with the international financial reporting standard adopted, net income meant for the net income after tax in the proprietary or individual financial report of the most recent year.
Note 11: a. The remuneration amount received by the board directors from the invested companies other than the subsidiaries should be disclosed in this column.
b. The remuneration amount, if any, received by the board directors from the invested companies other than the subsidiaries should be disclosed in column J of the Range of Remuneration; also, the column should be renamed as “All transfer-investment businesses.”
c. Remuneration meant for the relevant reward, income, employee bonus, and business expense collected by the board directors of the Company acted as a director, supervisor, or manager of the invested companies other than the subsidiaries.
*The remuneration disclosed in the Range of Remuneration differs from the concept of income defined according to Income Tax Law; therefore, the table is for the purpose of information disclosure instead of tax levy.
The policies, standards, and portfolios for the payment of remuneration, the procedures for determining remuneration, and the correlation with risks and business performance.
Remuneration policies, standards and package:
Compensation of directors:
If the Company makes profits, it shall allocate no more than 1% of the directors' remuneration in accordance with Article 20 of the articles of association. The Company regularly evaluates directors' remuneration in accordance with the “Performance Evaluation Measures of the Board of Directors” and the “Management Measures for Directors' Remuneration”. The relevant performance evaluation and remuneration rationality are reviewed by the Remuneration Committee and the Board of Directors.
Transportation allowances :
According to the “Management Measures for Managers’ Remuneration” and the salary level of the position in the industry market, the Company will pay the remuneration according to the scope of rights and responsibilities of the position in the Company and contribution to the Company's operating objectives. The Remuneration Committee will make suggestions and make payment after being approved by the Board of Directors.
Compensation of President and Vice President:
The Company regularly evaluates the remuneration of directors and managers based on the evaluation results implemented by the Company's "Performance Evaluation Measures of the Board of Directors", “Management Measures for Directors' Remuneration” and “Management Measures for Managers’ Remuneration”. The performance measurement standards of the Chairman, President, and senior managers are based on important indicators of operation strategy (digital transformation, innovation contribution, etc.), business performance, and financial results. It also connects the overall operation performance of the Company, the future operation risk and development trend of the industry, and gives reasonable remuneration with reference to the achievement rate of individual performance and the contribution to the Company's performance. The relevant performance evaluation and remuneration rationality are reviewed by the Remuneration Committee and the Board of Directors.
Performance factor :
The performance evaluation of the Board of Directors shall be conducted regularly every year, and the evaluation results shall be submitted for the report to the Board of Directors in the first quarter of each year in accordance with the provisions of the Performance Evaluation Measures of the Board of Directors of the Company, as a reference for review and improvement, as well as the basis for selecting or nominating directors or remuneration. In addition to the full disclosure of individual directors’ remuneration in the Company’s annual report, the distribution of employee and director remuneration is also presented as a proposal at the Annual General Meeting to inform shareholders and solicit their feedback.
For the remuneration of directors, president, and vice president, it has fully considered the professional ability and the operation and financial status of the Company, continuous learning, and measured other special contributions. Qualitative and quantitative indicators are adopted to facilitate regular evaluations of goal achievement. By implementing a strong linkage between remuneration and performance, the Company reinforces its strategic focus to ensure sustainable growth. Remuneration is determined based on both corporate and individual performance outcomes.
The Company shall review future operational risks from time to time to ensure that possible risks within the scope of duties and responsibilities can be managed and prevented. In addition, the Company shall approve the rating results according to the actual performance, connect all relevant human resources and relevant remuneration systems and policies, as well as review the remuneration system at any time according to the actual operation status and relevant laws and regulations, so as to balance the sustainable operation and risk control of the Company.
INDEPENDENT AUDITORS’ REPORT
To the Board of Directors and Shareholders of ADVANTECH CO., LTD.
OpinionWe have audited the accompanying consolidated balance sheets of ADVANTECH CO., LTD. and its subsidiaries (the “Group”) as at December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.
Basis for opinionWe conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and 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 Group in accordance with the Norm of Professional Ethics for Certified Public Accountant in the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit mattersKey audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Group’s 2025 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, we do not provide a separate opinion on these matters.
Key audit matter for the Group’s 2025 consolidated financial statements is stated as follows:
Recognition of sales revenue from the Intelligent Systems, Intelligent Service, and Advantech Service Plus and Others Business Group
Description
Refer to Note 4(32) for the related accounting policies on sales revenue and Note 6(20) for the details of revenues.
Due to global economic fluctuations in 2025, there was a significant fluctuation in the Group’s revenue from the Intelligent Systems, Intelligent Service, and Advantech Service Plus and Others Business Group. Therefore, we considered the recognition of sales revenue from the Intelligent Systems, Intelligent Service, and Advantech Service Plus and Others Business Group as the key audit matter.
How our audit addressed the matter
We have performed primary audit procedures for the above key audit matter as follows:
Obtained an understanding of and assessed the internal controls in relation to sales revenue, and validated its operating effectiveness.
Obtained the details of sales revenue from the Intelligent Systems, Intelligent Service, and Advantech Service Plus and Others Business Group for the entire year, and selected samples of sales revenue transactions and related documents to confirm the appropriateness of revenue recognition.
Inspected significant abnormal sales returns and allowances after the balance sheet date.
Performed accounts receivable confirmation procedure to significant customers.
Other matter
We have audited and expressed an unmodified opinion on the parent company only financial statements of ADVANTECH CO., LTD. as at and for the years ended December 31, 2025 and 2024.
Responsibilities of management and those charged with governance for the consolidated financial statementsManagement is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, 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 Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the Group’s financial reporting process.
Auditors’ responsibilities for the audit of the consolidated financial statementsOur 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 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 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:
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 Group’s internal control.
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 Group’s ability to continue as a going concern. 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 Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, 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 Group 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.
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 the consolidated financial statements of the current year 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.
Liang, Hua-Ling Tsai, pei-Hua
For and on behalf of PricewaterhouseCoopers, Taiwan February 26, 2026
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice. As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
ADVANTECH CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
December 31, 2025 December 31, 2024
Assets Notes AMOUNT % AMOUNT %
Current assets
1100 | Cash and cash equivalents | 6(1) | $ 11,317,279 | 15 | $ 13,617,045 | 19 | |||
1110 | Financial assets at fair value through | 6(2) and 8 | |||||||
profit or loss - current | 7,152,333 | 9 | 5,911,086 | 8 | |||||
1136 | Financial assets at amortised cost - | 6(4) and 8 | |||||||
current | 724,303 | 1 | 928,283 | 1 | |||||
1150 | Notes receivable | 6(5) | 1,627,595 | 2 | 1,490,856 | 2 | |||
1170 | Accounts receivable | 6(5) | 8,879,419 | 12 | 8,609,876 | 12 | |||
1180 | Accounts receivable - related parties | 7 | 28,411 | - | 22,891 | - | |||
1200 | Other receivables | 77,490 | - | 79,730 | - | ||||
1210 | Other receivables - related parties | 7 | 1,575 | - | - | - | |||
130X | Inventories | 6(6) | 11,834,524 | 16 | 10,553,719 | 15 | |||
1470 | Other current assets | 7 | 852,598 | 1 | 986,323 | 2 | |||
11XX | Total current assets | 42,495,527 | 56 | 42,199,809 | 59 | ||||
Non-current assets | |||||||||
1510 | Financial assets at fair value through | 6(2) | |||||||
profit or loss - non-current | 3,389,977 | 4 | 3,209,571 | 5 | |||||
1517 | Financial assets at fair value through | 6(3) | |||||||
other comprehensive income - non- | |||||||||
current | 2,765,005 | 4 | 2,787,271 | 4 | |||||
1535 | Financial assets at amortised cost - | 6(4) | |||||||
1550 | non-current Investments accounted for under | 6(7) | 1,627,011 | 2 | - | - | |||
equity method | 5,112,577 | 7 | 4,993,361 | 7 | |||||
1600 | Property, plant and equipment | 6(8) | 14,451,830 | 19 | 12,244,071 | 17 | |||
1755 | Right-of-use assets | 6(9) | 1,968,958 | 3 | 2,101,328 | 3 | |||
1780 | Intangible assets | 6(10) and 7 | 2,734,536 | 4 | 2,813,741 | 4 | |||
1840 | Deferred income tax assets | 6(25) | 1,038,996 | 1 | 982,963 | 1 | |||
1915 | Prepayments for business facilities | 45,841 | - | 69,799 | - | ||||
1990 | Other non-current assets | 87,266 | - | 340,036 | - | ||||
15XX | Total non-current assets | 33,221,997 | 44 | 29,542,141 | 41 | ||||
1XXX | Total assets | $ 75,717,524 | 100 | $ 71,741,950 | 100 |
(Continued)
ADVANTECH CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
December 31, 2025 December 31, 2024
Liabilities and Equity Notes AMOUNT % AMOUNT %
Current liabilities
2120 | Financial liabilities at fair value through profit or loss - current | 6(2) | $ | 13,323 | - $ | 7,902 | - | ||||
2130 | Contract liabilities - current | 6(20) | 1,335,883 | 2 | 1,453,150 | 2 | |||||
2170 | Notes and accounts payable | 7 | 7,680,782 | 10 | 6,911,147 | 10 | |||||
2200 | Other payables | 6(11) and 7 | 5,018,328 | 7 | 4,562,278 | 6 | |||||
2230 | Current income tax liabilities | 1,545,832 | 2 | 1,722,626 | 2 | ||||||
2250 | Provision for liabilities - current | 187,185 | - | 182,097 | - | ||||||
2280 | Lease liabilities - current | 6(9) | 290,922 | - | 301,163 | 1 | |||||
2320 | Long-term liabilities, current portion | 6(12) | 77,029 | - | 116,041 | - | |||||
2399 | Other current liabilities | 368,059 | 1 | 313,070 | 1 | ||||||
21XX | Total current liabilities | 16,517,343 | 22 | 15,569,474 | 22 | ||||||
Non-current liabilities | |||||||||||
2540 | Long-term borrowings | 6(12) | 150,327 | - | 156,356 | - | |||||
2570 | Deferred income tax liabilities | 6(25) | 1,972,382 | 2 | 2,046,497 | 3 | |||||
2580 | Lease liabilities - non-current | 6(9) | 1,476,031 | 2 | 1,578,759 | 2 | |||||
2600 | Other non-current liabilities | 6(13)(20) | 552,176 | 1 | 594,002 | 1 | |||||
25XX | Total non-current liabilities | 4,150,916 | 5 | 4,375,614 | 6 | ||||||
2XXX | Total liabilities | 20,668,259 | 27 | 19,945,088 | 28 | ||||||
Equity attributable to shareholders of the parent | |||||||||||
3110 | Share capital Common shares | 6(15) | 8,651,898 | 12 | 8,634,322 | 12 | |||||
3140 3200 | Advance receipts for share capital Capital surplus Capital surplus | 6(16) | 6,405 12,057,154 | - 16 | 1,572 11,156,003 | - 16 | |||||
3310 | Retained earnings Legal reserve | 6(17) | 11,628,185 | 15 | 10,723,047 | 15 | |||||
3350 | Unappropriated retained earnings | 21,534,775 | 29 | 19,402,613 | 27 | ||||||
Other equity | 6(18) | ||||||||||
3400 | Other equity | 1,069,064 | 1 | 1,510,795 | 2 | ||||||
31XX | Equity attributable to | ||||||||||
shareholders of the parent | 54,947,481 | 73 | 51,428,352 | 72 | |||||||
36XX | Non-controlling interest | 6(19) | 101,784 | - | 368,510 | - | |||||
3XXX | Total equity | 55,049,265 | 73 | 51,796,862 | 72 | ||||||
Significant contingent liabilities and | 9 | ||||||||||
unrecognised contract commitments | |||||||||||
Significant events after the balance | 11 | ||||||||||
sheet date | |||||||||||
3X2X | Total liabilities and equity | $ | 75,717,524 | 100 | $ | 71,741,950 | 100 | ||||
~9~
The accompanying notes are an integral part of these consolidated financial statements.
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