[Amended] Material event report (merger)

What happened

Material Event Report (Merger Decision) 6.2, Humax Holdings Co., Ltd. Amendment Report (Filing), August 5, 2026 1. Disclosure document being amended: Material event report 2. Original filing date of the document being amended: June 30, 2026

Filing history: June 30, 2026: Material event report (merger decision), original filing July 22, 2026: [Amended] Material event report (merger decision), 1st amendment ("blue text") July 23, 2026: [Amended] Material event report (merger decision), 2nd amendment ("green text") July 31, 2026: [Amended] Material event report (merger decision), 3rd amendment ("red text") August 5, 2026: [Amended] Material event report (merger decision), 4th amendment ("orange text")

3. Amendment details Note: Because certain items were newly added, the numbering of subsequent items shifted accordingly; simple renumbering from this is corrected directly in the body rather than in a separate errata table.

Item 18 (Other important matters related to investment judgment), Reason for amendment: voluntary amendment following amendment of the securities registration statement, Before: "(Note 1) addition"; After: "(Note 1) addition," with the following text newly added:

(a) As of the date of this material event report, the company to be dissolved in the merger (Humax Holdings) has had a common-share market capitalization below KRW 20 billion for 30 consecutive trading days, and on this basis the Korea Exchange notified it of designation as an administrative issue effective July 31, 2026; it was designated an administrative issue on August 3, 2026. If the market-capitalization requirement is not restored for 45 consecutive trading days from the August 3, 2026 designation date, delisting procedures may commence. The following trading restrictions apply to shares designated as an administrative issue: first, such shares are excluded from margin trading (Financial Investment Business Regulation Article 4-30, Paragraph 2, Item 1); second, such shares cannot be used as substitute securities in lieu of cash margin deposits (KOSDAQ Market Operating Regulations Article 43, Paragraph 2 and its Enforcement Rules Article 44, Item 2); third, trading may be suspended for a certain period to alert investors (KOSDAQ Market Listing Regulations Article 18, Paragraph 1, Item 1). These restrictions may reduce the convenience and usability of the shares, and the administrative-issue designation itself may negatively affect investors' judgment, liquidity, and share price. Investors should take note of this. The companies are addressing the market-capitalization shortfall through treasury-share retirement and balance-sheet improvement: before the share consolidation, on March 31, 2026, Humax retired 848,701 treasury shares and Humax Holdings retired 1,137,800 treasury shares; on July 13, 2026, Humax retired a further 4,609 treasury shares and Humax Holdings retired 2,179 treasury shares, both arising from the share consolidation. Treasury shares arising from this merger will likewise be retired, with the surviving company expected to hold a board meeting for that retirement around October 30, 2026 (within one month after merger registration and listing of the merger new shares); this schedule may change depending on matters including the effective date of the securities registration statement and the shareholders' meeting date, and will be disclosed once the board resolution date and retirement date are fixed. On financial structure, the companies plan to continue improving financial soundness and liquidity through ongoing asset efficiency measures, and to pursue a three-phase business strategy (2026: improving financial soundness and restructuring; 2027: building future growth drivers in EV/AX; 2028 onward: accelerating profit-based growth) to strengthen competitiveness and enhance corporate value. For specific short- and medium/long-term response plans regarding the market-capitalization shortfall, see Section VI (Investment Risk Factors), Item Ta. (Risk from Tightened Government Delisting Requirements) of Humax's securities registration statement. In addition, the companies are pursuing this merger to resolve the undervaluation stemming from the dual-listing structure of a holding company and an operating company; upon completion, shareholders of the dissolved company will receive new shares of the surviving company, which the companies believe will reduce shareholder harm from any delisting. However, if this merger schedule is delayed or the merger agreement is terminated such that the merger is not completed, the administrative-issue designation would continue and delisting procedures could commence; investors should take note of this.

Material Event Report To: Financial Services Commission / Korea Exchange June 30, 2026 Company name: Humax Holdings Co., Ltd. CEO: Byun Dae-gyu Head office: 2 Yeongmun-ro, Cheoin-gu, Yongin-si, Gyeonggi-do (Phone) 031-776-6114 (Website) https://holdings.humaxdigital.com/ Preparer: (Title) CFO (Name) Jung Chang-soo (Phone) 031-776-6114

Merger Decision 1. Merger method: Humax Co., Ltd. absorbs Humax Holdings Co., Ltd. - Surviving company: Humax Co., Ltd. - Extinguished company: Humax Holdings Co., Ltd. ※ Trade name of the surviving company after the merger: Humax Co., Ltd. - Merger form: Not applicable 2. Merger purpose: The merging companies are pursuing this merger to create synergies through integration of management resources, strengthen business competitiveness, improve management efficiency, and improve corporate governance, so as to maximize corporate value and thereby shareholder value on a sustained basis. 3. Material impact and effects of the merger 1. Effect on management: As of the filing date, the largest shareholder of surviving company Humax is the to-be-dissolved company Humax Holdings, holding 35.64%, and the largest shareholder of Humax Holdings is Byun Dae-gyu, holding 35.47%. Upon this merger, Humax Holdings will be absorbed and dissolved, and the largest shareholder of surviving company Humax is expected to change to Byun Dae-gyu, with an expected ownership ratio of 16.61%. The Company has already retired, by board resolution, 2,179 treasury shares acquired in the share-consolidation process, and plans to immediately retire, by a separate board resolution right after the merger, the entire 1,535,273 Humax common shares held by Humax Holdings (the surviving company expects to hold a board meeting for that retirement around October 30, 2026, within one month after merger registration and listing of the merger new shares, expected October 19, 2026; this schedule may change and will be disclosed once fixed). The expected post-change ownership ratio above assumes that retirement of these treasury shares has been completed. 2. Effect on finances: Humax is concentrating on EV chargers as a core future growth driver, an industry where early infrastructure investment and global market positioning are critical to future market share. Customer-facing services such as smart parking, mobility platforms, car-sharing, taxi and designated-driver services remain a core group asset providing a stable cash-generation base that can be flexibly deployed per future strategy. Economies of scale and business-portfolio diversification after the merger are expected to strengthen cost competitiveness, expanding the Company's financial structure and increasing revenue and profit. 3. Effect on operations: Through this merger, the Company's enterprise-AI capability will be directly integrated into Humax's business, resolving the structural gap that arose from separating investment and operating functions under the holding-company structure. The Company's AI architecture design/implementation capability, combined with Humax's mobility infrastructure data, will substantively contribute to expanding EV-charging infrastructure and building a MaaS ecosystem, the group's core future business, creating an optimal structure for synergy between the Company's AI growth strategy and Humax's mobility execution capability within a single integrated entity. 4. Effect on shareholder value of the merging companies: As of the merger new-share allotment record date (meaning the business day immediately before the consolidation record date under the Act on Electronic Registration of Stocks, Bonds, etc.), common shareholders registered in Humax Holdings' shareholder register will receive 0.9646707 Humax common shares per Humax Holdings common share held. However, no merger new shares will be issued for treasury shares held by Humax Holdings or for treasury shares Humax Holdings comes to hold as a result of appraisal-rights exercise by its shareholders. In addition, under the government's recently announced "Delisting Reform Plan for Swift and Strict Exit of Insolvent Companies," the merging companies may face administrative-issue designation and delisting procedures depending on market conditions; if delisting materializes, existing shareholders including minority shareholders would suffer material harm from loss of market liquidity and loss of the opportunity to recover their investment at a fair market price, so this merger is expected to stabilize the share price and enhance corporate value by maintaining an adequate float. 4. Merger ratio: Humax : Humax Holdings = 1 : 0.9646707. The base share price for the merger ratio was calculated as the arithmetic average of the weighted arithmetic-average closing prices for the preceding 1 month and preceding 1 week, and the most recent closing price, as of the business day before the board resolution date. 5. Basis for calculation of merger ratio: As this merger is between two companies listed on KOSDAQ, the merger value was calculated under Article 176-5, Paragraph 1, Item 1 of the Enforcement Decree of the Financial Investment Services and Capital Markets Act, and the merger ratio was derived from that value. a. Merger value of surviving company Humax common shares: The market-price basis for Humax's common shares, as a KOSDAQ-listed company, was calculated under Enforcement Decree Article 176-5 as the arithmetic average of the weighted arithmetic-average closing price for the preceding 1 month, the weighted arithmetic-average closing price for the preceding 1 week, and the most recent closing price, as of the business day (June 29, 2026) before the earlier of the board resolution date (June 30, 2026) and the merger agreement execution date (June 30, 2026); no premium or discount was applied. - 1-month weighted arithmetic-average closing price (June 1, 2026, June 29, 2026): KRW 6,104 - 1-week weighted arithmetic-average closing price (June 23, 2026, June 29, 2026): KRW 5,383 - Most recent closing price (June 29, 2026): KRW 5,490 - Humax merger value: KRW 5,659 b. Merger value of dissolved company Humax Holdings common shares: calculated on the same basis. - 1-month weighted arithmetic-average closing price (June 1, 2026, June 29, 2026): KRW 6,233 - 1-week weighted arithmetic-average closing price (June 23, 2026, June 29, 2026): KRW 5,004 - Most recent closing price (June 29, 2026): KRW 5,140 - Humax Holdings merger value: KRW 5,459 Accordingly, the merger ratio was determined as 1 : 0.9646707 (Humax : Humax Holdings). - Corporate value: surviving company -; dissolved company - 6. External appraisal: Not applicable, basis: as this is a merger between KOSDAQ-listed companies, the merger value was calculated under Financial Investment Services and Capital Markets Act Article 165-4 and its Enforcement Decree Article 176-5, Paragraph 1, Item 1, and the merger ratio derived from it, so external appraisal is not required. 7. Type and number of merger new shares: 2,440,946 common shares; special-class shares: none 8. Merger counterparty Company name: Humax Co., Ltd. Main business: Manufacture and sale of video and audio equipment Relationship with the Company: Affiliated company Most recent fiscal year financial details (KRW): Total assets 491,060,172,734; Capital stock 21,985,062,000; Total liabilities 394,931,983,365; Revenue 394,166,017,109; Total equity 96,128,189,369; Net income -81,408,692,851 External audit: Auditor Seonghyun Accounting Corporation; Audit opinion Adequate 9. Newly established merger company: Not applicable (all fields "-") 10. Merger schedule Merger agreement date: June 30, 2026 Shareholder confirmation record date: July 15, 2026 Shareholder register closing period: - to - Period for receiving notices of objection to the merger: Start August 5, 2026 / End August 27, 2026 Expected shareholders' meeting date: August 28, 2026 Appraisal-rights exercise period: Start August 28, 2026 / End September 17, 2026 Old share certificate submission period: - to - Expected trading suspension period: Start September 29, 2026 / End October 18, 2026 Creditor objection period: Start August 28, 2026 / End September 29, 2026 Merger date: October 1, 2026 Reporting meeting date: - Expected merger registration date: October 7, 2026 Expected new share certificate delivery date: - Expected new share listing date: October 19, 2026 11. Backdoor listing status: Not applicable 12. Whether the other company meets backdoor listing requirements: Not applicable 13. Matters concerning appraisal rights Exercise requirements: Under Commercial Act Article 522-3 and Financial Investment Services and Capital Markets Act Article 165-5, a shareholder registered as of the shareholder confirmation record date who notifies the company in writing of dissent to the board resolution on the merger, by the day before the shareholders' meeting resolution date, may, within 20 days from the resolution date, submit a written request stating the class and number of shares and demand that the company purchase them (a request for purchase of part of the shares held is also permitted). However, under Article 165-5, Paragraph 1 of the Act and Article 176-7, Paragraph 2 of its Enforcement Decree, appraisal rights are granted only to a shareholder who (i) proves the shares were acquired before the board resolution on this merger was disclosed, or (ii) proves that, although acquired after disclosure, a share purchase contract, termination of a loan-for-consumption agreement on the shares, or other legal act for acquisition of the shares occurred by the business day following the disclosure date, and who continuously holds the shares until exercising the right; a shareholder who sells and reacquires shares during that period loses the right, and once appraisal rights are exercised they cannot be cancelled or withdrawn without the company's consent. A shareholder who gave prior written notice of dissent but then voted in favor at the shareholders' meeting cannot exercise appraisal rights. The merging companies will purchase the shares within one month of the end of the appraisal-rights exercise period. The expected purchase price was calculated under Enforcement Decree Article 176-7, Paragraph 3, Item 1 as the arithmetic average of the volume-weighted average prices for the preceding 2 months, 1 month, and 1 week from the base date. Expected purchase price: KRW 6,839 Exercise procedure, method, period, location: a. Procedure, as above, written notice of dissent before the shareholders' meeting (through the relevant securities company for shares held in street name; such notice must be given at least 3 business days before the meeting, collected by the securities company and reported to Korea Securities Depository 2 business days before the meeting, which reports dissent on the shareholder's behalf 1 business day before the meeting). b. Method of request, within 20 days of the resolution date, written request stating class and number of shares (or, for street-name holders, an appraisal-rights exercise application submitted to the relevant securities company, which Korea Securities Depository files on the shareholder's behalf if submitted at least 2 business days before the exercise period ends); once exercised, cannot be cancelled or withdrawn without the company's consent. c. Exercise period, Shareholder confirmation record date: July 15, 2026; Dissent notice period: August 5, 2026, August 27, 2026; Expected shareholders' meeting date: August 28, 2026; Appraisal-rights exercise period: August 28, 2026, September 17, 2026. d. Location, Humax (surviving company): 2 Yeongmun-ro, Cheoin-gu, Yongin-si, Gyeonggi-do; Humax Holdings (dissolved company): 2 Yeongmun-ro, Cheoin-gu, Yongin-si, Gyeonggi-do (street-name holders notify their securities company instead). Expected payment timing and method: a. Expected payment date: September 22, 2026. b. Method, transfer to the shareholder's registered account (for street-name holders, to their account at the relevant securities company). Restrictions on appraisal rights: If the shareholders' meeting rejects approval of the merger agreement, the merger agreement does not take effect and appraisal rights lapse; the purchase price and related matters may change during the process; once exercised, appraisal rights cannot be cancelled or withdrawn without the company's consent. Effect on the contract: If the aggregate share-purchase amount payable by Humax or Humax Holdings to dissenting shareholders exercising appraisal rights exceeds KRW 2,000,000,000 for Humax (including where the expected purchase amount is reasonably expected to exceed that figure even absent agreement on price) or KRW 1,000,000,000 for Humax Holdings (same proviso), either Humax or Humax Holdings may terminate the merger agreement. 14. Board resolution date (decision date): June 30, 2026 - Independent (outside) director* attendance: Present (persons) 1 / Absent (persons) - - Auditor (audit committee member who is not an independent (outside) director*) attendance: Present 15. Whether a put option or similar contract has been entered into: No - Contract details: - 16. Subject to securities registration statement submission: Yes - Reason for exemption from submission: The merger counterparty, Humax, will submit a securities registration statement relating to the merger on July 1, 2026. * For listed companies, "independent director"; for unlisted companies, "outside director" 17. Plans for future corporate restructuring: As of the filing date, no plans regarding future corporate restructuring have been determined. 18. Other important matters related to investment judgment a. As of the date of this material event report, the dissolved company has had a common-share market capitalization below KRW 20 billion for 30 consecutive trading days, leading to notice of administrative-issue designation from the Korea Exchange effective July 31, 2026 and designation on August 3, 2026; failure to restore the market-capitalization requirement for 45 consecutive trading days from that date may trigger delisting procedures, with the trading restrictions, risks, and company responses as described above under the amendment item. b. Under Commercial Act Articles 522 and 434, the shareholders' meeting resolution approving the merger is a special resolution matter; failure to obtain approval of at least two-thirds of the voting rights of shareholders present and at least one-third of total shares issued at the extraordinary shareholders' meeting may cause the merger to fail. c. No consideration other than cash for fractional-share settlement will be paid to shareholders of the merging companies participating in this merger. d. Humax Holdings retired, by board resolution, the 2,179 treasury shares acquired in the share-consolidation process, and plans to immediately retire the entire 1,535,273 Humax common shares it holds by a separate board resolution right after the merger (board meeting for retirement expected around October 30, 2026, within one month of merger registration and listing of merger new shares, expected October 19, 2026; schedule subject to change and to be disclosed once fixed). In this case, the expected post-merger ownership ratio of Byun Dae-gyu, the largest shareholder of surviving company Humax, is 16.61%.

[Ownership Changes of Largest Shareholder and Specially Related Persons Before and After the Merger] (Record date: July 21, 2026) (unit: shares, %) Byun Dae-gyu (Largest shareholder), Before: Humax Holdings shares 897,411 (35.47%), Humax shares 0 (0.00%); After merger: Humax shares 865,706 (12.83%); After retirement: Humax shares 865,706 (16.61%) Park Bo-kyung (Specially related person), Before: Humax Holdings 22,103 (0.87%), Humax 0 (0.00%); After merger: 21,322 (0.32%); After retirement: 21,322 (0.41%) J2B Co., Ltd. (Affiliated company), Before: Humax Holdings 101,800 (4.02%), Humax 2,207 (0.05%); After merger: 100,410 (1.49%); After retirement: 100,410 (1.93%) Humax Holdings Co., Ltd. (Largest shareholder of Humax), Before: Humax Holdings -, Humax 0 (0.00%); After merger: Humax 1,535,273 (35.64%); After retirement: Humax 1,535,273 (22.75%) [to be retired] / 0 (0.00%) Jung Seong-min (Officer), Before: Humax 0 (0.00%); After merger: 5,981 (0.14%); After retirement: 5,981 (0.09%)/(0.11%) Byun Ji-young (Other), Before: 0 (0.00%); After merger: 2,238 (0.05%); After retirement: 2,238 (0.03%)/(0.04%) Byun Jung-seok (Other), Before: 0 (0.00%); After merger: 1,901 (0.04%); After retirement: 1,901 (0.03%)/(0.04%) Jung Chang-soo (Affiliate officer), Before: 0 (0.00%); After merger: 1,000 (0.02%); After retirement: 1,000 (0.01%)/(0.02%) Shim Jae-hyun (Affiliate officer), Before: 0 (0.00%); After merger: 500 (0.01%); After retirement: 500 (0.01%) Total largest shareholder and specially related persons (common shares), Before: Humax Holdings 1,021,314 (40.36%), Humax 1,549,100 (35.96%); After merger: 2,534,331 (37.55%); After retirement: 999,058 (19.16%) Other shareholders, Before: Humax Holdings 1,405,746 (55.56%), Humax 2,758,433 (64.04%); After merger: 4,214,148 (62.45%); After retirement: 4,214,148 (80.84%) Treasury shares, Before: Humax Holdings 103,286 (4.08%), Humax 0 (0.00%); After merger/retirement: 0 (0.00%) Total shares issued (common), Before: Humax Holdings 2,530,346 (100.00%), Humax 4,307,533 (100.00%); After merger: 6,748,479 (100.00%); After retirement: 5,213,206 (100.00%)

Note 1) The 2,179 and 4,609 treasury shares acquired by the surviving and dissolved companies respectively, as fractional shares from the share consolidation, were resolved for retirement at the June 30, 2026 board meeting and retired on July 13, 2026. The 1,535,273 Humax shares held by dissolved-company Humax Holdings are planned for retirement at a board meeting around October 30, 2026 (within one month of merger registration and listing of merger new shares, expected October 19, 2026); schedule subject to change, to be disclosed once fixed. Note 2) Treasury shares to be acquired upon exercise of appraisal rights by Humax and Humax Holdings shareholders will also be retired in full. Note 3) Post-merger ownership ratios reflect the expected number of merger new shares as of the securities registration statement filing date and may change, including due to appraisal-rights exercise. Note 4) The remaining KRW 990 million (face value) of Humax Holdings' Series 11 bearer, unsecured, privately placed exchangeable bonds (including overseas exchangeable bonds) was fully acquired and redeemed before maturity on July 13, 2026 by agreement with the bondholder; the 103,286 treasury shares reacquired as a result of that redemption are to be retired before this merger. Source: Disclosure of the merging companies

e. The "7. Type and number of merger new shares" above may change depending on conversion/exchange requests under Humax Holdings' Series 10 privately placed convertible bonds and Series 11 exchangeable bonds, Humax's Series 24 privately placed convertible bonds, and the results of shareholders' exercise of appraisal rights. Under the merger ratio, 0.9646707 surviving-company common shares (par value KRW 5,000) will be allotted per dissolved-company common share (par value KRW 2,500), for total expected merger new shares of 2,440,946. Separately, dissolved company Humax Holdings holds 1,535,273 Humax common shares, which will become Humax treasury shares upon the merger and are to be retired simultaneously with the merger.

After the merger and retirement of treasury shares, Humax's expected total shares issued: a. Shares issued before merger: 4,307,533 b. Merger new shares issued: 2,440,946 c. Treasury shares retired: 1,535,273 d. Shares issued after merger (a+b-c): 5,213,206 (Note: existing treasury shares were already retired on July 13, 2026; total shares issued as of the material event report filing date, July 22, 2026, is 4,307,533.)

f. "7. Type and number of merger new shares" may change depending on appraisal-rights exercise by Humax Holdings shareholders after the extraordinary shareholders' meeting approves the merger agreement; no merger new shares will be issued for treasury shares Humax Holdings comes to hold through such exercise. g. The most recent fiscal-year financial details of merger counterparty Humax in "8" above are based on 2025 year-end consolidated financial statements. h. The "10. Merger schedule" above is as expected on the filing date and may change depending on regulatory approvals and consultation with relevant authorities. i. The reporting meeting in "10. Merger schedule" is replaced, under Commercial Act Article 526, Paragraph 3, by the board resolution announcement procedure on October 1, 2026. j. If the shareholders' meeting rejects approval of the merger, appraisal rights also lapse and the merger agreement does not take effect. k. A person requesting appraisal rights may not cancel the request after the appraisal-rights exercise period ends. l. The merger agreement's termination conditions are as follows (Article 15, Termination): 15.1 "Party A" and "Party B" may terminate this agreement at any time by written agreement before the merger date. 15.2 Either party may immediately terminate this agreement by written notice to the other party upon any of the following, provided a party responsible for the cause may not invoke it to terminate (except as otherwise specified), and neither party may terminate after the merger date: (1) failure to obtain required government approval by the day before the merger date (including final refusal); (2) material adverse change in a party's assets, liabilities, management or business condition, or discovery of material defects unforeseeable at execution, due to force majeure or other cause, between execution and the merger date; (3) material breach of representations, warranties, covenants or other obligations under the agreement that is not curable or not cured within 10 business days of a cure demand; (4) a final, non-appealable government or court order prohibiting the merger; (5) the aggregate appraisal-rights purchase price payable by "Party A" or "Party B" to dissenting shareholders exceeding KRW 2,000,000,000 for "Party A" or KRW 1,000,000,000 for "Party B" (including reasonably expected amounts); (6) creditor objections to the merger exceeding an aggregate claim amount of KRW 5,000,000,000 for "Party A" or KRW 1,000,000,000 for "Party B." 15.3 Effect of termination: (1) within 14 days of termination, each party shall return or destroy materials/information received from the other as requested; (2) termination does not affect a party's claims for damages or other remedies arising from breach; (3) Articles 15 and 17-19 survive termination. (Note: "Party A" refers to Humax; "Party B" refers to Humax Holdings.)

m. Pursuant to its duty of loyalty under Commercial Act Article 382-3, Humax Holdings implemented fairness-enhancing measures under the Ministry of Justice's "Guidelines on Directors' Conduct in Corporate Reorganizations" by (i) establishing and operating a special committee of outside directors, etc., (ii) obtaining review from independent external experts (an accounting firm and a law firm), and (iii) providing faithful information and communication to shareholders, as detailed below.

I. Special Committee 1) Composition. Both companies' boards discussed establishing special committees on May 12, 2026. Because Humax and Humax Holdings each had only one sitting outside director (Han Man-soo and Lee Jang-woo, respectively), the boards determined that outside directors alone could not form an effective multi-member committee, and so included, in addition to outside directors, a standing auditor and/or former outside directors and external experts, codifying eligibility in the Special Committee Operating Rules Article 5, Paragraph 2 as "outside directors, standing auditors, former outside directors, external experts, or other persons independent of the controlling shareholder and the transaction." Each company's board individually vetted candidates for independence from the controlling shareholder and from the outcome of the transaction.

Humax Holdings' special committee was composed of 3 members: sitting outside director Lee Jang-woo (chair), former outside director (external expert) Jung Sung-in, and external expert Jung Wook-jae. Lee Jang-woo has no employment history at the Company or its affiliates and holds no Company shares; his career includes professor at Kyungpook National University (1988-2022), president of the Korean Academic Society of Business Administration (2014-2015), chairman of the Korea Electronics Technology Institute (2016-2019), non-standing director of the Korea Foundation (2019-2022), and current chairman of a life-insurers' social-contribution foundation. Jung Sung-in served as a Humax Holdings outside director from 2014 to 2015/2016 (approximately 11 years before this committee's formation) and is currently a standing advisor at Premier Partners, with a career spanning KTB Network (1981-1997), Hyundai Technology Investment (1997-1999), Interbest as vice president (1999-2001) and then CEO (2001-2005), and Premier Partners as managing partner (2005-2021) and standing advisor (2021-present); neither he nor Premier Partners' managed funds hold any investment or transaction relationship with the Company. Jung Wook-jae is a CPA/tax accountant who worked at Anjin Accounting Corporation (1997-2007, including as Humax's external auditor 2005-2007), then at Humax from 2007-2011, and served as CFO of RT Cast (then a Humax affiliate) from 2011-2020, and is currently RT Cast's CEO; RT Cast's affiliation with Humax was fully terminated upon Humax's sale of its stake in January 2025, severing any current conflict. Humax Holdings' standing auditor Jung Hyun-chae, who was separately vetted as having no disqualifying issue despite having served as Humax Holdings' auditor from 2009 to 2017 (roughly 9 years before this committee's formation), was accordingly also found independent. Each candidate was screened against a 9-point independence checklist (party status, controlling-shareholder/related-party status, economic interest/conflict, fee linkage to outcome, duty to disclose conflicts, company's right to terminate engagement, confidentiality, insider-trading prohibition, no use of information outside scope) and against the 24-item outside-director disqualification criteria under Commercial Act Article 382, Paragraph 3 and Article 542-8, Paragraph 2, with no disqualifying issue found for any of the three. Humax's special committee was similarly composed of 3 members including sitting outside director Han Man-soo; standing auditor Kim Jin-hyung was initially considered but replaced on May 14, 2026 by external expert Jung Wook-jae after his concurrent role as auditor of affiliate J2B Co., Ltd. raised a potential conflict.

Law firm Class Hangyeol, engaged as independent legal counsel, issued an opinion dated July 15, 2026 confirming that all special committee members of both companies satisfy the independence requirements (no disqualifying item among the 24 outside-director criteria for any of the 6 members across both companies).

2) Authority and operation. The special committees are discretionary advisory bodies (not statutory board committees under Commercial Act Article 393-2), established by each company's board on May 12, 2026 under Special Committee Operating Rules adopted the same day. Each committee reviewed the merger from the standpoint of shareholder protection and potential shareholder conflicts, independently of the board, and reported its final opinion to the board, which retains sole authority to approve the merger agreement.

3) External experts engaged by Humax Holdings' special committee: Legal adviser: Law firm Class Hangyeol, engaged May 20, 2026 by the special committee, scope: review of the legitimacy of the transaction purpose, procedural legality, appropriateness of terms, and directors' compliance with the duty of loyalty to shareholders, engagement through completion of the special committee's work, fee KRW 30,000,000 Accounting adviser: Bohyun Accounting Corporation, engaged May 20, 2026 by the special committee, scope: appraisal of the appropriateness of the merger ratio and reporting to the special committee, engagement period May 20, 2026, June 29, 2026, fee KRW 150,000,000 Both firms were independently confirmed to have no prior audit, advisory, employment, shareholding, or success-fee relationship with the Company or counterparty that would compromise independence.

4) Committee activities (4 meetings): Meeting 1 (May 20, 2026), elected chair, set review scope, approved engagement of Bohyun Accounting Corporation and Class Hangyeol. Meeting 2 (June 9, 2026), reviewed potential conflicts of interest (between the two companies' shareholders, and between Humax Holdings' controlling and minority shareholders), reviewed alternatives to the merger (status quo, treasury buyback/retirement, pre-emptive delisting via tender offer, third-party-allotment capital increase, each found impractical or insufficient, as summarized in the alternatives table below), reviewed appraisal-rights exercise scenarios and minority-shareholder protection measures, and received interim reports from both advisers. Meeting 3 (June 17, 2026), received the merger schedule and advisers' interim reports. Meeting 4 (June 29, 2026), received advisers' final opinions, reviewed the merger agreement draft, and adopted a final opinion on June 29, 2026 (reported to the board June 30, 2026) concluding no conflict-of-interest concerns, confirming the merger's purpose is legitimate, the merger ratio is fair, the procedure is appropriate, and that directors have not breached their duty of loyalty to shareholders.

[Alternatives considered] 1. Status quo, high risk of triggering delisting grounds for Humax Holdings; fails to protect shareholder value. 2. Treasury-share buyback and retirement to enhance shareholder value, only a temporary share-price measure, not a fundamental solution; impractical given no distributable profit currently available and liquidity constraints. 3. Pre-emptive delisting (tender offer), the largest shareholder would need to tender for 95%+ of Humax Holdings shares to take it private; raising the large tender-offer funding is not realistically feasible, and success is uncertain given the long-term downward share-price trend. 4. Rights offering (e.g., third-party allotment), realistically difficult to find outside investors willing to invest in a holding company already facing delisting risk.

Both companies' boards and special committees concluded that an absorption merger, with Humax as the surviving company and Humax Holdings as the dissolved company, best serves the merger's purpose and protects all shareholders' interests, given statutory shareholder-protection procedures (shareholders' meeting approval, appraisal rights, creditor protection), the retirement of all 1,535,273 surviving-company shares held by the dissolved company (increasing per-share value for remaining shareholders by reducing total shares outstanding), resolution of the dual-listing structure, and integration of Humax's operating capability with Humax Holdings' IT and holding-company functions.

5) Valuation summary from Bohyun Accounting Corporation's fairness opinion (using the intrinsic-value method, a 1:1.5 weighted average of asset value and earnings value, applying Enforcement Rules on Regulation on Issuance and Disclosure of Securities Articles 4-8), unit KRW per share and ratio: Humax intrinsic value: KRW 24,194~29,608 (asset value KRW 19,332; earnings value KRW 27,487~36,510, per the committee-reported range; see later table for KRW 27,435~36,458 as separately restated by Bohyun) Humax Holdings intrinsic value: KRW 23,166~29,488 (asset value KRW 13,870; earnings value KRW 29,363~39,900) Merger ratio range based on intrinsic value: 1: 0.957510~1: 0.995947 The statutory market-price-based ratio of 1: 0.9646707 falls within this range, and Bohyun Accounting Corporation and Class Hangyeol both concluded the merger ratio, process, and purpose are fair and that no breach of directors' duties is indicated. Class Hangyeol's opinion additionally found: the merger serves a legitimate business purpose (resolving dual-listing undervaluation and pre-empting delisting risk under the tightened KOSDAQ market-capitalization rules, KRW 20 billion from July 2026, KRW 30 billion from January 2027); the terms are procedurally fair (100% statutory market-price method, no discount/premium applied, confirmed within the independent intrinsic-value range, uniformly applied to all shareholders); the process met Ministry of Justice fairness-enhancement guidelines (special committee, 4 meetings, independent legal/accounting advisers, shareholder town halls); and no undue conflict exists between the two companies' shareholder groups or between Humax Holdings' controlling and minority shareholders, particularly because the 1,535,273 Humax shares held by Humax Holdings will be retired in full rather than redistributed to benefit the controlling shareholder.

Board decisions relating to conflicts of interest: May 12, 2026, resolved to establish special committees, composed of outside directors/former outside directors/standing auditors, to independently verify procedural fairness and shareholder conflicts. May 14, 2026, resolved to replace committee member auditor Kim Jin-hyung (conflicted via affiliate J2B Co., Ltd.) with external expert Jung Wook-jae. June 30, 2026, after re-confirming no undue conflict (pro-rata allocation of gains/losses by merger ratio; both companies equally exposed to delisting risk; statutory market-price method applied without discount/premium and cross-checked against independent intrinsic value; full retirement of resulting treasury shares preventing dilution), the board, with all directors present voting in favor, approved execution of the merger agreement based on the special committee's unanimous "no conflict of interest" opinion.

II. External Experts 1) Engagement overview, see fee table above (Class Hangyeol: legal, KRW 30,000,000; Bohyun Accounting Corporation: valuation, KRW 150,000,000). Independence was checked against: (1) no external-audit engagement with the Company in the last 3 years, (2) no material advisory relationship, (3) no personnel overlap, (4) no shareholding, (5) no success-fee linked to deal completion, (6) no fee from the counterparty, all confirmed "not applicable" (i.e., no issue) for both firms. 2) Expertise, Bohyun Accounting Corporation: valuation specialists with sufficient track record in corporate-reorganization valuations, multiple valuation methodologies, and licensed CPAs with 5+ years' experience. Class Hangyeol: extensive track record in governance-restructuring and M&A legal advisory, and minority-shareholder-protection expertise, with partners/attorneys holding relevant M&A and capital-markets experience. Investment of time: Class Hangyeol, 3 personnel (2 partners, 1 associate), 60 hours; Bohyun Accounting Corporation, 6 personnel, 800 hours. Main documents reviewed: special committee minutes and operating rules, internal merger reports, merger agreement draft, and disclosure materials under the Financial Investment Services and Capital Markets Act and the Commercial Act.

III. Valuation Details (Bohyun Accounting Corporation) Methodology: intrinsic-value method under Enforcement Rules on Regulation on Issuance and Disclosure of Securities Articles 4-8, using a 1 (asset value) : 1.5 (earnings value) weighted average. Asset value is net assets per the most recent year-end consolidated statement of financial position, adjusted per the prescribed items. Earnings value uses the discounted cash flow (DCF) method, projecting 2026-2030 (5 years, mid-year convention), with terminal growth rates of 0.00%-1.00% (half of the Bank of Korea's medium-term inflation target of 2.0%) and applicable graduated corporate tax rates (including local income tax): 11% up to KRW 200 million, 22% for KRW 200 million-20 billion, 24.2% for KRW 20 billion-300 billion, 27.5% above KRW 300 billion. WACC inputs: risk-free rate 3.39% (10-year government bond yield 3.385%), market risk premium 8.00% (midpoint of KICPA's 7%-9% range), size premium 4.02% for small-cap segments (0% for the leading Gateway segment; 3% for EVCS reflecting EV-charging growth), cost of debt 9.91% (BBB- 5-year corporate bond yield 9.905%), unlevered beta re-levered to each segment's capital structure, tax rate 22%.

Business-segment WACC results: Gateway 8.56% (unlevered beta 0.4324, relevered beta 0.7427, size premium 0.00%, cost of equity 9.33%, debt ratio 47.91%); Automotive electronics 9.51% (unlevered beta 0.2769, relevered beta 0.7581, size premium 4.02%, cost of equity 13.47%, debt ratio 69.02%); EVCS 12.39% (unlevered beta 1.0933, relevered beta 1.0683, size premium 3.00%, cost of equity 14.93%, debt ratio 35.20%); IT 11.28% (unlevered beta 0.5018, relevered beta 0.6251, size premium 4.02%, cost of equity 12.41%, debt ratio 23.95%); ESG 13.60% (unlevered beta 0.7815, relevered beta 0.8355, size premium 4.02%, cost of equity 14.09%, debt ratio 8.15%).

[Intrinsic-value and merger-ratio summary] (unit: KRW per share, ratio) Humax, intrinsic value KRW 24,194-29,608 (asset value KRW 19,332; earnings value KRW 27,435-36,458) Humax Holdings, intrinsic value KRW 23,166-29,488 (asset value KRW 13,870; earnings value KRW 29,363-39,900) Merger ratio (intrinsic value): 1 : 0.957510 - 1 : 0.995947 Merger ratio (statutory market price, as applied): 1 : 0.9646707 Conclusion: the statutory market-price ratio falls within the intrinsic-value range, confirming the merger ratio is fair and reasonable for all shareholders.

Asset value calculation (per Enforcement Rules Article 5): adjusted net assets ÷ shares outstanding at the analysis date. Humax, consolidated total equity KRW 96,129 million; adjustments: addition of treasury shares -, less non-controlling interests KRW 5,439 million, less fair-value gap on unlisted investment securities carried at cost KRW 5,358 million (adjusted as KRW 5,357 million in the detailed table), less fair-value gap on listed investment securities KRW 1,057 million, less underfunded retirement-benefit liability KRW 93 million, less other net-asset decreases not through retained earnings KRW 819 million; total adjustment KRW (12,766) million; adjusted net assets KRW 83,363 million ÷ 4,312,142 shares issued = asset value KRW 19,332 per share. Humax Holdings, consolidated total equity KRW 92,614 million; adjustments: addition of treasury shares KRW 4,649 million, addition from Series 10 CB conversion (capital KRW 611 million, capital surplus KRW 1,468 million net), addition items (a) subtotal KRW 6,728 million, less non-controlling interests KRW 61,640 million, less fair-value gap on unlisted investment securities KRW 1,908 million, less fair-value gap on listed investment securities KRW 369 million, less other net-asset decrease not through retained earnings KRW 291 million; total adjustment KRW (57,487) million; adjusted net assets KRW 35,127 million ÷ 2,532,525 shares issued = asset value KRW 13,870 per share.

Key supporting notes: Humax Holdings' treasury shares at the analysis date totaled KRW 4,649 million (year-end 2025 balance KRW 14,937 million, less KRW 10,242 million retired, less KRW 46 million from exchangeable-bond exercise). On March 18, 2025 Humax Holdings issued Series 10 convertible bonds of KRW 3,000,000,000 face value; on May 20, 2026, KRW 2,100,000,000 face value converted into 244,584 common shares, increasing capital by KRW 611,460,000 and capital surplus by KRW 1,504,258,639 (comprising paid-in capital in excess of par of KRW 1,888 million less conversion-rights consideration of KRW 383 million; net KRW 1,468 million after offsetting items); separately, on May 6, 2026, KRW 10,000,000 face value of Series 11 exchangeable bonds was exchanged for 1,043 treasury shares, reducing capital surplus by KRW 36,608,964. Unlisted investment securities fair-value adjustment for Humax (KRW million): Dogu Gongsgan convertible preferred (book KRW 2,500, net-asset value KRW 355, 8.2% stake, adjustment -2,145); WATT convertible preferred (book 1,503, value 221, 18.4%, adjustment -1,282); Easy Charger common (book 1,982, value 863, 6.6%, adjustment -1,119); AGMT common (book 366, value 0, 10.5%, adjustment -366); IB-BDC Public Tech Commercialization Innovation Fund No.1 (book 500, value 402, 6.0%, adjustment -98); Shinhan Shared Growth Solution New Technology Investment Partnership (book 2,871, value 2,524, 25.0%, adjustment -347); total adjustment -5,357 (stated as -5,358 in the narrative; kept as stated in the filing). For Humax Holdings, the same six positions are adjusted pro-rata at its 35.6% stake in Humax, for a total adjustment of KRW -1,907 million. Listed investment securities fair-value adjustment: Smart Radar System shares, book KRW 2,018 million (240,000 shares at a closing price of KRW 4,005 per share), closing price basis fair value KRW 961 million, adjustment -1,057 million for Humax; pro-rated at 35.6% for Humax Holdings, adjustment -376 million. Other net-asset decrease not through retained earnings (equity-method capital adjustment -538 million; foreign-currency translation adjustment -281 million; total -819 million for Humax; pro-rated at 35.6% = -291 million for Humax Holdings). Underfunded retirement-benefit liability for Humax: defined-benefit obligation KRW 2,371 million (Dec 31, 2025) vs. KRW 2,465 million (March 31, 2026), difference KRW 93 million.

[Consolidated statement of financial position as of December 31, 2025] (unit: KRW million) Humax / Humax Holdings Current assets: 149,975 / 151,544 (cash and equivalents 25,412/26,023; trade and other receivables 37,655/38,386; contract assets 183/308; FVPL financial assets 3,224/3,236; inventories 70,042/70,042; other current financial assets 656/656; other current assets 10,844/10,911; current tax assets 1,911/1,911; assets held for sale 48/69) Non-current assets: 341,084 / 343,529 (long-term receivables 29,478/25,278; FVPL financial assets 117,668/125,917; investments in subsidiaries/associates/joint ventures 126,780/126,780; property, plant and equipment 34,943/34,963; right-of-use assets 7,360/7,315; investment property 11,272/10,894; intangible assets 3,955/2,428; other non-current financial assets 416/416; other non-current assets 1,905/1,905; net defined-benefit assets 718/1,044; deferred tax assets 6,589/6,589) Total assets: 491,059 / 495,073 Current liabilities: 282,764 / 289,413 (trade and other payables 93,436/93,429; contract liabilities 3,826/3,826; short-term borrowings 27,675/30,875; current portion of long-term borrowings 8,000/8,000; bonds 11,997/11,997; convertible bonds 5,076/6,890; FVPL financial liabilities 88,515/89,624; lease liabilities 9,995/10,032; provisions 26,239/26,239; other current financial liabilities 327/327; other current liabilities 7,651/8,102; current tax liabilities 27/72) Non-current liabilities: 112,167 / 113,045 (long-term trade and other payables 3,192/3,192; long-term borrowings 4,214/4,214; bonds 41,920/41,920; exchangeable bonds -/919; FVPL financial liabilities (non-current) 9,954/9,954; lease liabilities 48,434/48,531; provisions 3,551/3,551; other liabilities -/2; net defined-benefit liability 80/80; deferred tax liabilities 822/683) Total liabilities: 394,931 / 402,459 Equity attributable to owners of the parent: 90,690 / 30,974 (capital stock 21,985/6,289; other paid-in capital 388,110/94,252; retained earnings (47,624)/(5,318); other components of equity (271,781)/(64,249)) Non-controlling interests: 5,439 / 61,640 Total equity: 96,129 / 92,614 Total liabilities and equity: 491,060 / 495,073

Earnings-value (DCF) results summary, unit KRW million/shares/KRW per share: Humax, PV of 2026-2030 FCFF: Gateway (6,065), Automotive electronics 15,665 (at 70.5% ownership adjustment), EVCS (24,263); total (14,663). PV of terminal value: Gateway 8,208; Automotive electronics 38,885; EVCS 25,410; total 72,504. Operating value: Gateway 2,144; Automotive electronics 54,550; EVCS 1,148; total 57,841. Non-operating assets: Gateway 302,440; Automotive electronics 2,872; EVCS -; total 305,313. Enterprise value: Gateway 304,584; Automotive electronics 57,422; EVCS 1,148; total 363,154. Interest-bearing debt: Gateway 191,440; Automotive electronics 37,954; EVCS -; total 229,394. Earnings value (equity value): Gateway 113,144; Automotive electronics 19,469; EVCS 1,148; total 133,760 (range 118,305-157,213). Shares outstanding 4,312,142. Earnings value per share: Gateway 26,238; Automotive electronics 4,515; EVCS 266; total 31,019 (range KRW 27,435-36,458). Humax Holdings (at its 35.6% look-through stake in Humax's three segments, plus its own IT and ESG segments), PV of 2026-2030 FCFF: Gateway (2,159); Automotive electronics 5,577; EVCS (8,638); IT 10,353; ESG 665; total 5,798. PV of terminal value: Gateway 2,922; Automotive electronics 13,845; EVCS 9,047; IT 23,073; ESG 1,210; total 50,097. Operating value: Gateway 763; Automotive electronics 19,422; EVCS 409; IT 33,427; ESG 1,875; total 55,895. Non-operating assets: Gateway 105,458; Automotive electronics 1,023; EVCS -; IT 9,132; ESG 144; total 115,757. Enterprise value: Gateway 106,222; Automotive electronics 20,444; EVCS 409; IT 42,559; ESG 2,019; total 171,652. Interest-bearing debt: Gateway 68,065; Automotive electronics 13,513; EVCS -; IT 4,849; ESG 165; total 86,591. Earnings value: Gateway 38,157; Automotive electronics 6,932; EVCS 409; IT 37,710; ESG 1,854; total 85,061 (range 74,361-101,049). Shares outstanding 2,532,525. Earnings value per share: Gateway 15,067; Automotive electronics 2,737; EVCS 161; IT 14,890; ESG 732; total 33,587 (range KRW 29,363-39,900).

[Gateway segment detail, KRW million unless noted] Revenue: 2023 451,164; 2024 333,600; 2025 191,395; 2026E 141,422; 2027E 113,299; 2028E 116,707; 2029E 120,224; 2030E 123,842. Variable costs: 2023 398,695; 2024 301,517; 2025 179,242; 2026E 129,577; 2027E 102,735; 2028E 105,825; 2029E 109,014; 2030E 112,293. Contribution margin: 2023 52,469; 2024 32,082; 2025 12,153; 2026E 11,845; 2027E 10,564; 2028E 10,882; 2029E 11,211; 2030E 11,548. Fixed costs: 2023 34,132; 2024 32,933; 2025 22,061; 2026E 13,877; 2027E 12,008; 2028E 11,312; 2029E 10,768; 2030E 10,273. Operating income: 2023 18,337; 2024 (851); 2025 (9,907); 2026E (2,031); 2027E (1,445); 2028E (430); 2029E 443; 2030E 1,275. Tax expense 2026E-2030E: -, -, -, 75, 259. Post-tax operating income (NOPLAT) 2026E-2030E: (2,031), (1,445), (430), 368, 1,017. (+) D&A 2026E-2030E: 602, 621, 473, 492, 488. (+) Right-of-use asset amortization: 613, 302, 181, 70, -. (-) CAPEX: 547, 564, 430, 448, 444. (-) Working-capital change: 3,817, 2,028, (228), (235), (242). (+) Tax effect: -, -, -, 66, 224. FCFF 2026E-2030E: (5,181), (3,114), 22, 783, 1,528; discount factors 0.95977/0.88409/0.81439/0.75017/0.69103 (WACC 8.56%); PV by year: (4,973), (2,753), 18, 588, 1,056. PV of forecast period (A) (6,065); terminal-value calc: 2030 pre-tax operating income 1,275, terminal growth 0.00%, post-growth pre-tax income 1,275, tax 259, post-tax 1,017, working-capital change -, post-tax FCFF 1,017, WACC 8.56%, discount factor 0.691025; PV of terminal value (B) 8,208; operating value (C=A+B) 2,144. Per-share earnings-value sensitivity (Humax, 100% basis): base case (WACC 8.56%, g 0.00%) KRW 26,290; range across WACC 7.56%-9.56% and g -1.00%-1.00%: KRW 25,852-27,002. (Humax Holdings 35.6%-basis range: KRW 14,833-15,530, base KRW 15,098; full sensitivity grid: at WACC 7.56%: 15,136/15,216/15,307/15,410/15,530 for g -1.00%/-0.50%/0.00%/0.50%/1.00%; at WACC 8.06%: 15,046/15,117/15,195/15,285/15,387; at WACC 8.56%: 14,967/15,029/15,098/15,176/15,263; at WACC 9.06%: 14,896/14,951/15,012/15,080/15,156; at WACC 9.56%: 14,833/14,881/14,935/14,995/15,062. Humax 100%-basis full grid: at WACC 7.56%: 26,352/26,484/26,634/26,805/27,002; at 8.06%: 26,205/26,321/26,451/26,598/26,766; at 8.56%: 26,074/26,176/26,290/26,418/26,563; at 9.06%: 25,957/26,048/26,148/26,260/26,386; at 9.56%: 25,852/25,933/26,022/26,120/26,231.)

[Automotive-electronics segment detail, KRW million] Revenue: 2023 201,470; 2024 201,959; 2025 199,855; 2026E 212,234; 2027E 222,263; 2028E 250,840; 2029E 260,862; 2030E 261,562. Cost of revenue: 2023 172,675; 2024 172,711; 2025 174,366; 2026E 179,935; 2027E 188,735; 2028E 205,741; 2029E 217,722; 2030E 220,977. Gross profit: 2023 28,795; 2024 29,248; 2025 25,489; 2026E 32,299; 2027E 33,528; 2028E 45,099; 2029E 43,140; 2030E 40,585. SG&A: 2023 23,486; 2024 26,946; 2025 31,875; 2026E 28,663; 2027E 28,558; 2028E 29,170; 2029E 29,945; 2030E 30,499. Operating income: 2023 5,309; 2024 2,303; 2025 (6,386); 2026E 3,636; 2027E 4,970; 2028E 15,929; 2029E 13,195; 2030E 10,086. Tax expense 2026E-2030E: 778, 1,071, 3,482, 2,881, 2,197. Post-tax operating income (NOPLAT) 2026E-2030E: 2,858, 3,898, 12,447, 10,314, 7,889. (+) D&A: 5,892, 4,755, 4,842, 4,885, 5,003. (+) Right-of-use asset amortization: 1,147, 1,167, 1,191, 1,214, 1,237. (-) CAPEX: 4,783, 5,327, 5,591, 6,020, 5,776. (-) Working-capital change: 8,918, 2,177, 5,232, 2,297, 288. (+) Tax effect: 640, 875, 2,803, 2,322, 1,775. FCFF 2026E-2030E: (3,163), 3,191, 10,460, 10,419, 9,840; discount factors 0.9556/0.8727/0.7969/0.7277/0.6646 (WACC 9.51%); PV by year: (3,023), 2,784, 8,336, 7,582, 6,540. PV of forecast period (A) 22,219; terminal-value calc: 2030 pre-tax operating income 10,086, terminal growth 0.00%, post-growth pre-tax income 10,086, tax 2,197, post-tax 7,889, working-capital change -, post-tax FCFF 7,889, WACC 9.51%, discount factor 0.6646; PV of terminal value (B) 55,157; operating value (C=A+B) 77,376 (at 70.5% Humax ownership: PV forecast 15,665, PV terminal 38,885, operating value 54,550). Per-share earnings-value sensitivity (100% basis): base (WACC 9.51%, g 0.00%) KRW 4,515; range (WACC 8.51%-10.51%, g -1.00%-1.00%) KRW 2,461-7,639; full grid at WACC 8.51%: 4,923/5,489/6,121/6,833/7,639 for g -1.00%/-0.50%/0.00%/0.50%/1.00%; at 9.01%: 4,215/4,717/5,274/5,896/6,596; at 9.51%: 3,575/4,021/4,515/5,063/5,676; at 10.01%: 2,993/3,392/3,831/4,317/4,856; at 10.51%: 2,461/2,820/3,213/3,645/4,123. (Humax Holdings 35.6%-basis range KRW 1,492-4,631, base KRW 2,737; full grid at WACC 8.51%: 2,984/3,327/3,711/4,142/4,631; at 9.01%: 2,556/2,859/3,197/3,574/3,999; at 9.51%: 2,167/2,438/2,737/3,069/3,441; at 10.01%: 1,814/2,056/2,323/2,617/2,944; at 10.51%: 1,492/1,709/1,948/2,210/2,499.)

[EVCS segment detail, KRW million] EVCS is Humax's smart EV-charging-solution business, built on 35 years of European market experience and hardware design capability, applying next-generation charging standards including OCPP (Open Charge Point Protocol), ISO 15118 (international secure communication standard), and V2G (bidirectional charging). Revenue: 2025 2,087 (new); 2026E 12,983; 2027E 29,193; 2028E 50,975; 2029E 79,189; 2030E 114,689. Cost of revenue: 2025 2,200; 2026E 9,887; 2027E 21,181; 2028E 35,299; 2029E 52,914; 2030E 74,717. Gross profit: 2025 (113); 2026E 3,097; 2027E 8,012; 2028E 15,676; 2029E 26,276; 2030E 39,973. SG&A: 2025 9,380; 2026E 15,141; 2027E 17,901; 2028E 21,805; 2029E 26,591; 2030E 32,746. Operating income: 2025 (9,493); 2026E (12,044); 2027E (9,889); 2028E (6,129); 2029E (315); 2030E 7,227. Tax expense 2026E-2030E: -, -, -, 418, 2,163. Post-tax operating income (NOPLAT) 2026E-2030E: (12,044), (9,889), (6,129), (733), 5,064. (+) D&A: 342, 665, 709, 823, 915. (-) CAPEX: 1,234, 306, 478, 397, 429. (-) Working-capital change: (1,429), 1,290, 1,259, 1,530, 1,769. FCFF 2026E-2030E: (11,506), (10,821), (7,156), (1,837), 3,782; discount factors 0.9433/0.8392/0.7467/0.6643/0.5911 (WACC 12.39%); PV by year: (10,853), (9,081), (5,343), (1,220), 2,236. PV of forecast period (A) (24,263); terminal-value calc: 2030 pre-tax operating income 7,227, terminal growth 1.00%, post-growth pre-tax income 7,299, tax expense 2,401, post-tax income 4,899, working-capital change -, post-tax FCFF 4,899, WACC 12.39%, discount factor 0.5911; PV of terminal value (B) 25,410; operating value (C=A+B) 1,148. Per-share earnings-value sensitivity (100% basis): base (WACC 12.39%, g 1.00%) KRW 266; range (WACC 11.39%-13.39%, g 0.00%-2.00%) KRW (826)-1,868; full grid at WACC 11.39%: 362/687/1,043/1,435/1,868 for g 0.00%/0.50%/1.00%/1.50%/2.00%; at 11.89%: 20/314/634/985/1,372; at 12.39%: (289)/(23)/266/582/928; at 12.89%: (570)/(328)/(66)/220/531; at 13.39%: (826)/(605)/(367)/(108)/174.

[IT segment detail (Humax Holdings only), KRW million] Revenue: 2023 10,570; 2024 10,863; 2025 9,724; 2026E 12,062; 2027E 13,651; 2028E 15,249; 2029E 17,151; 2030E 19,440 (also stated as 19,441 in the underlying table; kept as stated in the filing). Operating expenses: 2023 9,712; 2024 10,421; 2025 8,904; 2026E 10,618; 2027E 10,721; 2028E 11,493; 2029E 12,905; 2030E 14,597. Operating income: 2023 857; 2024 442; 2025 820; 2026E 1,444; 2027E 2,930; 2028E 3,756; 2029E 4,245; 2030E 4,844 (segment table separately shows 2030 pre-tax operating income as 4,884 in the terminal-value calc; kept as stated in the filing). Tax expense 2026E-2030E: 296, 623, 804, 912, 1,044. Post-tax operating income (NOPLAT) 2026E-2030E: 1,148, 2,307, 2,952, 3,333, 3,801. (+) D&A: 282, 171, 185, 199, 192. (-) CAPEX: 472, 73, 138, 166, 184. (-) Working-capital change: 108, (35), (150), (261), (337). FCFF 2026E-2030E: 852, 2,440, 3,149, 3,627, 4,146; discount factors 0.9479/0.8518/0.7654/0.6878/0.6181 (WACC 11.28%); PV by year: 807, 2,079, 2,410, 2,495, 2,563. PV of forecast period (A) 10,353; terminal-value calc: 2030 pre-tax operating income 4,884, terminal growth 1.00%, post-growth pre-tax income 4,894, tax expense 1,054, post-tax income 3,838, working-capital change (2), post-tax FCFF 3,839, WACC 11.28%, discount factor 0.6181; PV of terminal value (B) 23,073; operating value (C=A+B) 33,427. Per-share earnings-value sensitivity: base (WACC 11.28%, g 1.00%) KRW 14,890; range (WACC 10.28%-12.28%, g 0.00%-2.00%) KRW 12,927-17,788; full grid at WACC 10.28%: 15,278/15,809/16,398/17,053/17,788 for g 0.00%/0.50%/1.00%/1.50%/2.00%; at 10.78%: 14,608/15,082/15,605/16,185/16,830; at 11.28%: 13,997/14,423/14,890/15,405/15,976; at 11.78%: 13,439/13,823/14,242/14,702/15,209; at 12.28%: 12,927/13,274/13,652/14,065/14,517.

[ESG segment detail (Humax Holdings only), KRW million] Revenue: 2024 151; 2025 14; 2026E 300; 2027E 1,170; 2028E 1,740; 2029E 2,440; 2030E 2,840 (segment projection table separately shows 2030E revenue/operating income consistent with the IT-segment figures of 19,440/3,806 due to an apparent carry-over error in the source; kept as stated in the filing). Operating expenses: 2023 725; 2024 1,096; 2025 489; 2026E 635; 2027E 1,044; 2028E 1,489; 2029E 2,047; 2030E 2,447. Operating income: 2023 (725); 2024 (945); 2025 (475); 2026E (335); 2027E 126; 2028E 251; 2029E 393; 2030E 393. Tax expense 2026E-2030E: -, -, 3, 6, 9. Post-tax operating income (NOPLAT) 2026E-2030E: (335), 123, 246, 385, 385. (+) D&A: 3, 4, 5, 6, 7. (-) CAPEX: 7, 8, 9, 8, 9. (-) Working-capital change: 43, 123, 76, 93, 51. (+) Government subsidy: 300, 300, 200, -, -. FCFF 2026E-2030E: (82), 297, 365, 290, 331; discount factors 0.9382/0.8259/0.7270/0.6400/0.5634 (WACC 13.60%); PV by year: (77), 245, 266, 185, 187. PV of forecast period (A) 806; terminal-value calc: 2030 pre-tax operating income 393, terminal growth 1.00%, post-growth pre-tax income 397, tax expense 65, post-tax income 332, working-capital change 4, post-tax FCFF 328, WACC 13.60%, discount factor 0.5634; PV of terminal value (B) 1,467; operating value (C=A+B) 2,273. Per-share earnings-value sensitivity: base (WACC 13.60%, g 1.00%) KRW 731; range (WACC 12.60%-14.60%, g 0.00%-2.00%) KRW 643-850; full grid at WACC 12.60%: 759/779/800/824/850 for g 0.00%/0.50%/1.00%/1.50%/2.00%; at 13.10%: 726/745/764/785/809; at 13.60%: 697/713/731/750/771; at 14.10%: 669/684/700/718/736; at 14.60%: 643/657/672/688/705.

Non-operating assets detail (KRW million): Humax, cash 21,361 (Gateway)/2,856 (Automotive electronics, pro-rated); accrued income 444; short-term financial instruments 656; long/term financial instruments 400/12; short-term loans receivable 682/5; long-term loans receivable 20,071; FVPL financial assets 113,939; lease deposits 6,509; investments in associates 18,949; joint-venture investments 106,648; investment property 4,348; other assets 8,433; total 302,440 (Gateway) + 2,872 (Automotive electronics). Humax Holdings (look-through basis), by segment (Gateway/Automotive electronics/EVCS/IT/ESG): cash 7,605/1,017/-/568/36; accrued income 87/-/-/-/-; short-term financial instruments 234/-/-/-/-; long-term financial instruments 142/4/-/-/-; short-term loans receivable 243/2/-/-/-; long-term loans receivable 5,651/-/-/-/-; FVPL financial assets 40,566/-/-/8,253/-; lease deposits 2,318/-/-/-/-; investments in associates 6,746/-/-/-/-; joint-venture investments 37,971/-/-/-/-; investment property 1,414/-/-/-/-; other assets 2,482/-/-/311/107; totals 105,458/1,023/-/9,132/144. Interest-bearing debt detail (KRW million): Humax, short-term borrowings 8,533 (Gateway)/13,495 (Automotive electronics); current portion of long-term borrowings 5,640 (Automotive electronics); long-term borrowings 3,000/856; bonds 32,949/14,783; convertible bonds 5,076; derivative liabilities 98,468; lease liabilities 6,172/2,581; lease deposits payable 5,856; royalty provisions 22,111; financial guarantee liabilities 327; other liabilities 8,947/599; total 191,440 (Gateway) + 37,954 (Automotive electronics). Humax Holdings (look-through), by segment (Gateway/Automotive electronics/EVCS/IT/ESG): short-term borrowings 3,038/4,805/-/3,000/165; current portion of long-term borrowings -/2,008/-/-/-; long-term borrowings 1,068/305/-/-/-; bonds 11,731/5,263/-/-/-; convertible bonds 1,807/-/-/466/-; derivative liabilities -/-/-/909/-; lease liabilities 35,058/-/-/333/-; lease deposits payable 2,198/919/-/134/-; royalty provisions 1,990/-/-/-/-; financial guarantee liabilities 7,872/-/-/-/-; other liabilities 117/-/-/-/-; totals as stated in the filing 3,185/213/-/6/- (the stated segment totals appear inconsistent with the sum of the itemized rows above; kept as stated in the filing).

Supplementary ranges from the earnings-value tables: for Humax, the earnings value by segment (Gateway/Automotive electronics/EVCS, KRW million) was 113,144/19,469/1,148 at the base case, with a maximum of 116,214/32,942/8,056 and a minimum of 111,256/10,611/(3,563); the corresponding per-share figures for Gateway specifically ranged from a minimum of KRW 25,801 to a maximum of KRW 26,951 (base KRW 26,238). For Humax Holdings (look-through), the earnings value by segment (Gateway/Automotive electronics/EVCS/IT/ESG, KRW million) was 38,157/6,932/409/37,710/1,854 at the base case, with a maximum of 39,250/11,729/2,868/45,049/2,153 and a minimum of 37,485/3,778/(1,268)/32,738/1,630; the corresponding per-share figures ranged, for Gateway, from a minimum of KRW 14,801 to a maximum of KRW 15,498 (base KRW 15,067), and for EVCS from a minimum of KRW (501) to a maximum of KRW 1,133 (base KRW 161). Unlisted-securities subtotal (KRW million, before the 35.6% Humax Holdings look-through adjustment): book value 9,722; investee net asset value 35,314 (individually: Dogu Gongsgan 4,335, WATT 1,202, Easy Charger 13,009, AGMT -, IB-BDC Fund No.1 6,672, Shinhan Shared Growth Solution Partnership 10,096); value-times-ownership-stake subtotal 4,365; adjustment subtotal (5,357) (stated elsewhere as (5,358); kept as stated in the filing). Humax Holdings' asset-value deduction-item subtotal was (64,215), compared with (12,766) for Humax. Humax Holdings also carries investment assets of KRW 129,153 million (versus KRW 120,892 million for Humax) and FVPL financial liabilities of KRW 99,578 million (versus KRW 98,468 million for Humax).

4. Overall opinion on the fairness of the merger ratio: Under Enforcement Decree Article 176-5, Regulation on Issuance and Disclosure of Securities Article 5-13 and its Enforcement Rules Articles 4-8, the merger ratio (market-price basis) is 1 : 0.96467. Bohyun Accounting Corporation's intrinsic-value appraisal (1:1.5 weighted average of asset and earnings value) produced a fair-ratio range of 1 : 0.957510 - 1 : 0.995947, within which the statutory market-price ratio of 1 : 0.96467 falls; the merger ratio is accordingly judged fair. This voluntary external appraisal was undertaken even though not legally required (as a KOSDAQ-to-KOSDAQ listed-company merger priced at statutory market value), in line with the Ministry of Justice's December 2025 guidelines on director conduct in corporate reorganizations.

III. Information Disclosure 1) Conflict-of-interest matters, as summarized above under board decisions and special-committee alternatives analysis; the committees and boards concluded no material conflict exists between the two companies' shareholder groups or between Humax Holdings' controlling and minority shareholders, given the common delisting-risk exposure, the pro-rata, non-discounted statutory pricing, the external intrinsic-value cross-check, and the full retirement of resulting treasury shares. 2) Shareholder communication, the merging companies held in-person shareholder town halls on July 16, 2026 (Humax at 09:00, Humax Holdings at 10:00, both at the Humax Village Art Hall basement level 1); 2 shareholders attended the Humax session and 3 attended the Humax Holdings session. Key Q&A covered: contingency plans if the merger is delayed (ongoing schedule risk management with regulators); handling of large-scale appraisal-rights exercise (a cap on aggregate appraisal payouts will be written into the merger agreement, breach of which allows termination; payment targeted for September 22, 2026). One additional written shareholder inquiry (received July 23, 2026, regarding the FSS's amendment request) was answered by the IR department, confirming the amendment was a routine part of the review process with no change to the overall schedule. FAQ highlights (published on the companies' websites): the merger responds to tightened KOSDAQ delisting market-capitalization thresholds (KRW 20 billion from July 1, 2026 for Humax Holdings; KRW 30 billion from January 2027 for Humax) and resolves the holding-company "discount"; the chosen structure (reverse merger with Humax surviving) was selected over status quo, treasury retirement, tender-offer delisting, and comprehensive share exchange, each found inferior; merger ratio 1:0.9646707 (stated to more decimal places as 1:0.96467077 in the companies' FAQ table) derived as shown above (1-month VWAP KRW 6,104/6,233, 1-week VWAP KRW 5,383/5,004, latest close KRW 5,490/5,140, merger value KRW 5,659/5,459 for Humax/Humax Holdings respectively); appraisal-rights price KRW 6,591 (Humax) / KRW 6,839 (Humax Holdings); schedule as in Item 10 above; approval requires both two-thirds of voting shareholders present and one-third of total shares issued, and is not guaranteed given the largest shareholder and related parties hold only 35.92% (Humax) / 40.33% (Humax Holdings) of voting shares as of June 29, 2026; the surviving company retains the Humax name; Humax Holdings' shares will stop trading from September 29, 2026 until new-share listing on October 19, 2026. 3) Minority-shareholder protection measures, no premium/discount applied to the statutory merger ratio; full retirement of treasury shares arising from the merger (1,535,273 shares) and from the earlier share consolidation; statutory appraisal rights for dissenting shareholders under Commercial Act Article 522-3; and continued information disclosure through the companies' websites, IR contacts, the securities registration statement, prospectus, and shareholders'-meeting notice. ※ Related disclosures: see Humax's securities registration statement (merger), disclosed July 31, 2026, for further detail. (condensed translation)