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金耘國際 AGM Information 2026

Jun 11, 2026

73370_rns_2026-06-11_8a11fc2f-cb2d-4f50-bde5-aa601f48048e.pdf

AGM Information

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Golden Win International CORP
Minutes of the 2026 Annual Shareholders' Meeting

Time: Monday, May 25, 2026, 10:00 AM

Place: No. 10, Gong Er Rd., Liuying Dist., Tainan City 736, Taiwan (R.O.C.)

Attendants: The total outstanding shares is 57,729,107 shares. All shareholders and their proxy holders, representing 38,162,441 shares (among them, 32,005,002 shares voted via electronic transmission), or 66.10% of the total outstanding shares.

Directors present: Chairman, Chiung-Fen Wang; Director, Yung-Chang Kang; Director, Li-Ling Chen; Director, Tsai-Pi Wang; Independent Director, Chieh Hsu (the convener of the audit committee); Independent Director, Yen-Hao Huang; Yin-Chu Hsu.

Attendees: President, Yu-Chen Lee; CPA, Yu-Chin Tsai; Financing Manager, Yi-Ting Tseng

Chairman: Chiung-Fen Wang

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Recorder: Chieh-An Yu

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I. Call Meeting to Order: The aggregate shareholding of the shareholders present in person or by proxy constituted a quorum. The chairman called the meeting to order.

II. Chairman's Address: omitted

III. Reporting Items:

  1. Presentation of the 2025 Business Report – For Reference
    Explanation: The 2025 Business Report can be found in Attachment 1 on pages 8-11 of this handbook.
    (No questions raised by the shareholders)

  2. Audit Committee's Report on the 2025 Financial Statements – For Reference
    Explanation: The Audit Committee's Review Report for 2025 is included as Attachment 2 on page 12 of this handbook.
    (No questions raised by the shareholders)

  3. Implementation and Effects of Sound Operation Plans concerning 2025 Loss Compensation through Capital Reduction – For Reference
    Explanation: For improved financial structure, the Company has conducted capital reduction for loss compensation. The Implementation and


Effects of Sound Operation Plans concerning 2025 Loss Compensation through Capital Reduction is provided in Attachment 3 on page 13 of this handbook.

(No questions raised by the shareholders)

  1. Report on Directors' and Employees' Remuneration for 2025 – For Reference Explanation:

  2. According to Article 22 of the Company's Articles of Incorporation, if the Company has earnings in a given fiscal year, 1% to 10% shall be allocated as employees' remuneration and up to 3% as directors' remuneration. The Board of Directors may distribute employee remuneration in shares or cash, and the recipients may include employees of subsidiaries who meet certain criteria, which shall be determined by the Board of Directors under authorization. Among the employees' remuneration as provided for in the preceding paragraph, it shall include a portion no less than 10% for non-executive employees. The proposed distribution plan must be reported to the shareholders' meeting. However, if the Company has any accumulated losses, the amount necessary to cover such losses must be reserved first, and only then shall employees' and directors' remunerations be allocated according to the specified ratios.

  3. In 2025, the Company recorded a pre-tax loss. Consequently, in accordance with the Company Act and Article 22 of the Company's Articles of Incorporation, the Board of Directors resolved not to distribute directors' or employees' remuneration for 2025.

(No questions raised by the shareholders)

IV. Matters for Ratification:

Item 1: Ratification of the Company's 2025 Business Report and Financial Statements – For Ratification (Proposed by the Board of Directors)

Explanation:

  1. The 2025 Business Report and Financial Statements were reviewed and approved by the Audit Committee and subsequently resolved by the Board of Directors. The financial statements were audited by Certified Public Accountants Tse-Hsiang Ting and Yu-Chin Tsai from Nan Tai CPAs & Co.

  2. For detailed information, please refer to the 2024 Business Report, Auditor's Report, and Financial Statements in Attachment 1 (pages 8-11) and Attachments 4 and 5 (pages 15-31) of this handbook.

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Resolution: No questions raised by the shareholders. Shares represented at the time of voting: 38,162,441

Voting Results
Votes in Favor: 37,637,647 votes
Votes Against: 107,565 votes
Votes Invalid: 0 vote
Votes Abstained: 417,229 votes

The number of votes in favor was accounting for 98.62 % of the total voting rights of the presenting shareholders.

The above proposal be and hereby was approved as proposed.

Item 2: Ratification of the Company’s 2025 Loss Compensation Proposal – For Ratification (Proposed by the Board of Directors)

Explanation:

  1. The 2025 Loss Compensation Proposal has been approved by the Audit Committee and resolved by the Board of Directors; a formal written review report has been filed.
  2. The 2025 after-tax loss was NT$20,646,129. Following combination with the opening balance of accumulated losses of NT$890,306,431, the realized investment loss from the disposal of FVOCI equity instruments of an investee totaling NT$115,565, the capital reduction for loss compensation totaling NT$890,306,430, and the remeasurement of defined benefit plans of an investee totaling NT$ 387,538, the resulting losses to be covered amounted to NT$ 20,374,157. As the Company recorded an after-tax net loss for the year, it is proposed not to distribute any dividend.
  3. The 2025 Loss Compensation Statement is provided in Attachment 6 (page 32) of this handbook.

Resolution: No questions raised by the shareholders. Shares represented at the time of voting: 38,162,441

Voting Results
Votes in Favor: 37,635,647 votes
Votes Against: 107,565 votes
Votes Invalid: 0 vote
Votes Abstained: 419,229 votes

The number of votes in favor was accounting for 98.61 % of the total voting rights of the presenting shareholders.

The above proposal be and hereby was approved as proposed.

V Matters for Discussion:

Item 1: Proposal for Amendments to the “Procedures governing the Acquisition or Disposal of Assets” – For Discussion (Proposed by the Board of Directors)

Explanation:

  1. In response to requirements in the practices of the Company and in accordance with per 24 July 2025 Order Financial-Supervisory-Securities-Corporate-140383333 of the Financial Supervisory Commission, the amendment to these Procedures is proposed.
  2. The comparison table for the amendment to these Procedures is included in Attachment 7 (pages 33-46) of this handbook.

Resolution: No questions raised by the shareholders. Shares represented at the time of voting: 38,162,441

Voting Results
Votes in Favor: 37,642,254 votes
Votes Against: 102,958 votes
Votes Invalid: 0 votes
Votes Abstained: 417,229 votes

The number of votes in favor was accounting for 98.63% of the total voting rights of the presenting shareholders.

The above proposal be and hereby was approved as proposed.

Item 2: Proposed Abolition of Existing Provisions governing Loaning of Funds and Making of Endorsements/Guarantees and Stipulation of Substitute Provisions “Procedures governing the Loaning of Funds and Making of Endorsements/Guarantees” – For Discussion (Proposed by the Board of Directors)

Explanation:

  1. In response to requirements in the practices of the Company, the abolition of existing “Handling Procedures for the Making of

  2. 4 -


Endorsements/Guarantees for Others" and "Operational Procedure for the Loaning of Funds to Others" and stipulation of the substitute provision "Procedures governing the Loaning of Funds and Making of Endorsements/Guarantees" have been proposed.

  1. The stipulated "Procedures governing the Loaning of Funds and Making of Endorsements/Guarantees" is included in Attachment 8 (pages 47-58) of this handbook.

3.

Resolution: No questions raised by the shareholders. Shares represented at the time of voting: 38,162,441

Voting Results
Votes in Favor: 37,642,254 votes
Votes Against: 102,565 votes
Votes Invalid: 0 votes
Votes Abstained: 417,622 votes

The number of votes in favor was accounting for 98.63% of the total voting rights of the presenting shareholders.

The above proposal be and hereby was approved as proposed.

Item 3: Amendment to the "Regulations governing the Election of Directors" of the Company – For Discussion (Proposed by the Board of Directors)

Explanation:

  1. In response to requirements in the practices of the Company, the amendment to the "Regulations governing the Election of Directors" of the Company has been proposed.
  2. The comparison table of amendment to the "Regulations governing the Election of Directors" is included in Attachment 9 (pages 59-63) of this handbook.

Resolution: No questions raised by the shareholders. Shares represented at the time of voting: 38,162,441

Voting Results
Votes in Favor: 37,635,174 votes
Votes Against: 102,958 votes
Votes Invalid: 0 vote
Votes Abstained: 424,309 votes

The number of votes in favor was accounting for 98.61% of the total voting rights of the presenting shareholders.

The above proposal be and hereby was approved as proposed.

Item 4: Proposed Abolition and Re-stipulation of Existing Provision “Rules of Procedure for Shareholders Meetings” – For Discussion (Proposed by the Board of Directors)

Explanation:
1. In response to requirements in the practices of the Company, the abolition and stipulation of a substitute provision concerning the existing provision “Rules of Procedure for Shareholders Meetings” have been proposed.
2. The “Rules of Procedure for Shareholders Meetings” is included in Attachment 10 (pages 64-73) of this handbook.

Resolution: No questions raised by the shareholders. Shares represented at the time of voting: 38,162,441

Voting Results
Votes in Favor: 37,630,174 votes
Votes Against: 115,038 votes
Votes Invalid: 0 vote
Votes Abstained: 417,229 votes

The number of votes in favor was accounting for 98.60% of the total voting rights of the presenting shareholders.

The above proposal be and hereby was approved as proposed.

VI. Extemporary Motions: None.

VII. Adjournment: This meeting is closed at 10:53am.

(This meeting minutes is a summary of the meeting. Video record may be referenced for details of the event, procedures, and shareholder statements.

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