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BORETECH-KY — Annual Report 2025
Jun 2, 2026
52651_rns_2026-06-02_df36a6aa-445c-4d8c-90ff-35cef1fefb84.pdf
Annual Report
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Stock Code: 6887
BoReTech
Plastic Recycling Solution
BORETECH Resource Recovery Engineering CO., LTD.
2025 Annual Report
The Market Observation Post System : http: //mops.twse.com.tw/
Company Website: https : //bo-re-tech.group/
Printed on : 2026.04.30
Notice to readers
This English version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English version and Chinese version, the Chinese version shall prevail.
I. Spokesperson, Deputy Spokesperson
Spokesperson : LIN, YU-CHUN Tel : +886-6-6233306
Title : CFO E-mail : [email protected]
Deputy Spokesperson : OU, YI-FENG Tel : +886-6-6233306
Title : VP(BORETECH-ZHEJIANG) E-mail : [email protected]
II. The Company
Address : The Grand Pavilion Commercial Centre, Oleander Way, 802 West Bay Road, P.O. Box 32052, Grand Cayman KY1-1208, Cayman Islands.
Tel : +886-6-6233306 Website : https://bo-re-tech.group/
III. Headquarters
Address : No.888, Jiuliting Avenue, Caoqiao Street, Pinghu, China.
Tel : +86-573-85120186 Website : https://bo-re-tech.group/
IV. Branches
(1) RIZEN CO., LTD.
Address : 4th Floor, Ellen Skelton Building, 3076 Sir Francis Drake Highway, Road Town, Tortola, British Virgin Islands VGl 110.
Tel : +86-573-85132440
(2) FIRST COOL INTERNATIONAL CO., LTD
Address : 4th Floor, Ellen Skelton Building, 3076 Sir Francis Drake Highway, Road Town, Tortola, British Virgin Islands VGl 110.
Tel : +86-573-85132440
(3) BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD.
Address : No. 2, Gong 6th Road Liuying District Tainan City 736, TAIWAN
Website : https://bo-re-tech.tw/
Tel : +886-6-6233306
(4) BORETECH SOLUTION INDIA PRIVATE LIMITED
Address : G No.-118, Flat No.-701, Nr. Urse Kh Tennessee, Vadgaon (Pune), Pune, Maval, Maharashtra, India, 412106
Tel : +86-573-85120186
(5) CYCLEPLUS, LLC
Address : 1820 INDUSTRIAL DR STOCKTON, CA 95206.
Tel: +86-573-85132440
(6) ZHEJIANG BORETECH ENVIRONMENTAL ENGINEERING CO., LTD.
Address: No.888, Jiuliting Avenue, Caoqiao Street, Pinghu, China.
Website: https://www.bo-re-tech.com/
Tel: +86-573-85120186
(7) ZHEJIANG ANSHUN PETTECHS FIBER CO., LTD.
Address: Rd.12 Dongzhou Industrial Zone, Fuyang Dist. Hangzhou, China.
Website: https://www.anshunfiber.com/cn/index.html
Tel: +86-571-63121166
(8) JIAXING BAOMAT TRADING CO., LTD
Address: No.888, Jiuliting Avenue, Caoqiao Street, Pinghu, China.
Tel: +86-573-85120186
(9) PT Boretech Solution Indonesia
Address: The Plaza Office Tower Lt.41, Jalan M.H. Thamrin Kav. 28-30, Desa/Kelurahan Gondangdia, Kec. Menteng, Kota Adm. Jakarta Pusat, Provinsi DKI Jakarta,
Tel: +86-573-85120186
(10) Zhejiang Suplas New Material Co., Ltd.
Address: Area A, Workshop No. 6, No. 68 Caoqiao Section, Caoqiao Street, Pinghu, China.
Tel: +86-573-85120186
V. Stock Transfer Agent
Taishin Securities Co., Ltd.
Address: No. 96, Sec. 1, Jianguo N. Rd., Zhongshan Dist., Taipei, Taiwan
Tel: +886-2-25048125
Website: https://www.taishinholdings.com.tw/tsh/relations/shareholders/agency
VI. Auditors
PriceWaterHouseCoopers
Auditors: Hsu, Ming-Chuan, Tien, Chung-Yu
Address: 27th Fl., No.333, Sec. 1, Keelung Rd., Taipei, Taiwan
Tel: +886-2-2729-6666
Website: www.pwc.tw
VII. Overseas Trade Places for Listed Negotiable Securities
None.
VIII. Board of Directors
| Title | Name | Nationality | Education & Experience |
|---|---|---|---|
| Director | OU Che-Wen | R.O.C. | Takming College |
| Chairman of Boretech (TW) | |||
| Director | ECOVE Environment Corporation | ||
| Rep. TIAO Hsiu-Hua | R.O.C. | M.B.A. in International Business Management, NTU | |
| CEO of ECOVE Environment | |||
| Director | BRAINTREE INDUSTRIES LIMITED | ||
| Rep. KO Yung-Chun | R.O.C. | National Nantou Vocational High School | |
| Chairman of Shuh Jen Enterprises | |||
| Director | GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C. | ||
| Rep. OU Po-Hao | R.O.C. | B.B.A., Meijo University (Japan); | |
| General Manager, Cycleplus, LLC | |||
| Independent Director | HSU Wen-Kuan | R.O.C. | Bachelor’s Degree in Accounting, |
| Soochow University | |||
| Certified Public Accountant, PwC Taiwan | |||
| Independent Director | TSAO Mihn | R.O.C. | Executive MBA, National Sun Yat-sen University |
| Chairman, Formosa Petrochemical Corporation | |||
| Independent Director | LIN Hui-Ping | R.O.C. | Master’s Degree in Finance, Baruch College, City University of New York |
| Director, Pili International Multimedia Senior Consultant, Stylution Furniture Co., Ltd. | |||
| Independent Director | HUANG Kuo- Ming | R.O.C. | Master’s Degree in Banking and Finance Law, Queen Mary University of London |
| Public Prosecutor, Taipei District Prosecutors Office |
IX. Name, Title, Contact Telephone Number, and E-mail Address of Designated Representative in the R.O.C.
Designated Representative : OU Po-Hao
Tel: +886-6-6233306
Title : Chairman of Boretech (TW)
E-mail: [email protected]
X. Corporate Website
https://bo-re-tech.group/
5
Contents
I. Letter to Shareholders ... 7
II. Corporate Profile ... 10
- i. Establishment Date and Group Profile ... 10
- ii. Organizational Chart ... 10
- iii. Corporate History ... 10
- iv. Risk Matters ... 12
III. Corporate Governance Report ... 13
- i. Directors ... 13
- ii. Management Team ... 21
- iii. Remuneration of Directors and Management Team ... 22
- iv. Implementation of Corporate Governance ... 27
- v. Information on Attesting CPA's Fees ... 54
- vi. Alternation of CPA ... 54
- vii. The Company's Chairman, President and Managerial Officer in charge of Finance or Accounting matters has held a position within CTCI's CPA firm or its affiliated enterprise in the most recent year ... 54
- viii. Changes in Shareholding of Directors, Managers and Major Shareholders ... 54
- ix. Relationship among the Top Ten Shareholders ... 55
- x. Combined shareholding by the Company, its directors, independent directors, managers, and controlled entities in the same investee ... 55
IV. Capital and Shares ... 56
- i. Source of Capital ... 56
- A. Issued Shares ... 56
- B. Type of Stock ... 56
- C. List of Major Shareholders ... 56
- D. Dividend Policy and Implementation Status ... 57
- E. Impact of Stock Dividend Distribution on Business Performance, EPS and Return on Investment ... 57
- F. Employee and Directors' Remuneration ... 57
- G. Buyback of Treasury Stock ... 58
- H. Corporate Bonds ... 58
- I. Preferred Shares ... 58
- J. Global Depository Receipts ... 58
- K. Employee Stock Options ... 59
- L. Employee Restricted Stock ... 60
- M. Status of Merger and Acquisition Activities ... 60
- N. Status of New Shares Issuance in Connection with Acquisitions ... 60
- ii. Financing Plans and Implementation ... 61
- A. Planned Item ... 61
B. Items of the plan and the executions 61
V. Operational Highlights 62
i. Business Activities 62
ii. Market and Sales Overview 74
iii. The information about employees employed for the most recent two fiscal years and up to the date of printing of the annual report 81
iv. Environmental Protection Expenditure 81
v. Labor Relations 82
vi. Cyber security management 83
vii. Important Contracts 86
VI. Analysis of Financial Status 87
i. Analysis of Financial Status 87
ii. Analysis of Financial Performance 88
iii. Analysis of Cash Flow 89
iv. Major Capital Expenditure Items: None 89
v. Investment Policy in the Most Recent Year, Main Causes for Profits or Losses, Improvement Plans and the Investment Plans for the Coming Year 89
vi. Analysis of Risk Management 91
1. Risk Management 91
2. Litigation or Non-Litigation Matters 95
3. Whether any directors, supervisors, managerial officers, or shareholders holding more than 10% of shares have encountered financial distress or loss of creditworthiness in the past two fiscal years and up to the date of this annual report, and its impact on the Company's financial condition 96
vii. Other Material Risks and Countermeasures 96
VII. Special Disclosure 97
i. Summary of Affiliated Companies 97
A. Consolidated Business Reports 97
B. Report on Affiliated Companies 105
C. Report on Related Parties 105
ii. Progress of Private Placement of Securities During the Last Year and Up to the Print Date of the Annual Report 105
iii. Other supplemental information 105
iv. Explanation of the significant differences compared to the regulations on the protection of shareholders' rights and interests in our country 105
v. Material Event Impact on Shareholders' Equity or Share Price in Recent Years until the Annual Report being published 107
I. Letter to Shareholders
Dear Shareholders,
In an era defined by the rapid restructuring of the global circular economy, net-zero carbon emissions, and sustainable supply chains, the plastic recycling industry is undergoing a fundamental transformation. It is evolving from a cost-driven market for alternative materials into a strategic industry jointly propelled by global brands, international regulations, and capital markets.
With over 30 years of deep cultivation in the plastic recycling and reclamation industry, Boretech Group continues to focus on the development of recycled PET (rPET) turnkey equipment, food-grade rPET pellets, high-performance synthetic fibers, and circular recycling technologies. We have progressively established a comprehensive circular industrial chain encompassing three core business pillars: Equipment Engineering, Recycled Materials, and Recycled Synthetic Fibers, steadily advancing toward our goal of becoming a global integrated platform for recycled materials.
2025 Operational Results Overview
(1) Chemical Fiber Division
In 2025, the synthetic fiber market continued to face structural oversupply, leading to intense competition and pressure on product pricing. Despite these challenges, the Anshun business unit maintained stable profitability and strong operational resilience, outperforming the industry average. We continue to pursue a differentiation strategy by adjusting our product mix to increase the sales contribution of high-margin products and expanding our export footprint to mitigate the impact of fluctuations in individual markets. Our flame-retardant fibers remain a core sales item with stable global shipments, while our sanitary fibers and color yarns continue to enhance competitiveness through process optimization and market promotion.
(2) Equipment Engineering Division
This segment remains focused on plastic recycling equipment and turnkey engineering services. In 2025, global economic uncertainty led some clients to adopt a more conservative investment stance, which briefly impacted order momentum. However, driven by government mandates for recycled content and deepening sustainability commitments from international brands, "Bottle-to-Bottle" (B2B) engineering, recycled material processing, and chemical recycling solutions possess significant long-term potential. Leveraging our technical expertise, Boretech continues to cultivate markets in India, Southeast Asia, Europe, and the Americas.
(3) PET Raw Material Washing and Pelletizing Division
The rPET pellet market in 2025 faced increased price competition and conservative demand due to low virgin plastic prices, leading to a slowdown in this segment compared to 2024. In response, the Company has strengthened its control over raw material sources and enhanced competitive advantages through process optimization and cost management to maintain product quality and resilience amid market volatility.
8
Financial Performance
Consolidated revenue for 2025 reached NT$4.789 billion, a 12% decrease year-on-year. Consolidated net income was NT$333 million, with earnings per share (EPS) of NT$4.58. While profitability normalized from the 2024 peak due to market demand and pricing factors, our financial structure continued to strengthen. The debt ratio declined, while current and quick ratios improved, reflecting enhanced capital utilization and debt repayment capabilities. While the annual budget achievement fell short of expectations due to the external environment, Boretech remains committed to optimizing resource allocation to enhance operational efficiency.
Research and Development
Our core technology is rooted in rPET circular recycling systems and turnkey engineering integration. Our R&D team successfully launched the next-generation "ES High-Efficiency Compact Recycling System" and deepened our presence in the food-grade rPET and rTray markets. In 2025, the establishment of the Boretech Zhejiang South Plant, a Technology Research Center, and small-scale demonstration lines further enhanced our design flexibility and accelerated market development through technology sharing, maintaining our competitive leadership in the recycled plastics and synthetic fiber sectors.
2026 Business Plan Summary
(1) Chemical Fiber Division
We will continue to optimize our product portfolio and increase the sales proportion of high-value-added products. Currently, as our sales capacity exceeds our production capacity, we plan to expand production facilities to move toward our goal of supplying the world's top 50 synthetic fiber enterprises.
(2) Equipment Engineering Division
We will continue to drive technical optimization for washing equipment and B2B engineering. By establishing a cleaning demonstration line for recycled PET containers, we aim to strengthen cooperation with brand customers and enhance overall market influence.
(3) PET Washing and Pelletizing Division
We have assembled a global washing and pelletizing production network to provide food-grade pellets, laying a solid foundation for future growth. We will focus on improving process efficiency and quality to meet high-specification application requirements.
Future Development Strategy
Boretech Group is actively promoting a global operational layout to address geopolitical changes and supply chain restructuring. We have established Boretech India to increase market share and localized after-sales service capabilities, while simultaneously constructing a "China + 1" supply chain strategy. By establishing production and service hubs in India, we will further strengthen our global Engineering, Procurement, and Construction (EPC) capabilities. This strategically diversifies tariff and regional policy risks while enhancing our competitiveness for customers in Asia, the Middle East,
Europe, and emerging markets.
External Competition and Regulatory Environment
In an environment populated by international and regional competitors, Boretech maintains its leading edge through R&D-centric growth and optimized engineering lines. As a holding company registered in the Cayman Islands with operations across Taiwan and Mainland China, we strictly adhere to local laws and uphold high standards of corporate governance to ensure continued compliance with the Taiwan Stock Exchange (TWSE) regulatory requirements.
We are grateful for the long-term support and trust of our shareholders. Boretech Group will continue to move steadily toward its goal of becoming the "Leading Team in the International Plastic Environmental Protection Industry." We remain committed to resource recycling, striving to achieve the harmonious coexistence of corporate growth and environmental sustainability.
We sincerely wish all our shareholders good health, peace, and continued prosperity.
BORETECH Resource Recovery Engineering CO., LTD.
Chairman OU, CHE-WEN
10
II. Corporate Profile
i、Establishment Date and Group Profile
Boretech Resource Recovery Engineering Co., Ltd. (“the Company” or “Boretech”) was incorporated in the Cayman Islands on April 8, 2013, as an investment holding company. The Company is principally engaged in the design, manufacture, and sale of recycling equipment, the production and sale of recycled plastics and chemical fibers, and the provision of integrated upstream and downstream industry services.
ii、Organizational Chart

iii、Corporate History
| Year | Key Milestones |
|---|---|
| 1994 | Established ZHEJIANG ANSHUN PETTECHS FIBER CO., LTD. in China. |
| 2005 | Established ZHEJIANG BORETECH ENVIRONMENTAL ENGINEERING CO., LTD. in China. |
| 2009 | ZHEJIANG ANSHUN obtained ISO 9001:2000 Quality Management System and ISO 14001:2004 Environmental Management System certifications. |
| 2012 | ZHEJIANG ANSHUN obtained ISO 9001:2008 / GB/T19001-2008 Quality Management System and ISO 14001:2004 / GB/T24001-2004 Environmental Management System certifications. |
| 2013 | The Company was incorporated in the British Cayman Islands at: The Grand Pavilion Commercial Centre, Oleander West Bay Road, P.O. Box 32052 Grand CAYMAN KY1-1208, Cayman Islands. |
| Established BORETECH RESOURCE RECOVERY ENGINEERING |
| Year | Key Milestones |
|---|---|
| CO., LLC (USA). | |
| Organizational restructuring and establishment of RIZEN CO., LTD. | |
| Organizational restructuring and establishment of FIRST COOL INTERNATIONAL CO., LTD. | |
| Organizational restructuring and establishment of RI JEN CO., LTD. | |
| Established the Taiwan Branch of RI JEN CO., LTD. (British Virgin Islands). | |
| 2014 | Issued new shares to acquire 100% equity of FIRST COOL INTERNATIONAL CO., LTD. |
| Received capital injection from CTCI Group, which acquired a 30% equity stake. | |
| 2015 | ZHEJIANG ANSHUN obtained OHSAS 18001:2007 / GB/T28001-2011 Occupational Health and Safety Management System certification. |
| 2016 | ZHEJIANG BORETECH recognized as a "Zhejiang Province Technology-based Enterprise" and "Jiaxing Enterprise R&D Center." The self-developed PET bottle recycling and washing equipment won the Third Prize of the "Pinghu Science and Technology Progress Award." |
| 2017 | Formally implemented the Digiwin TIPTOP GP (e-BUSINESS Total Solution) system. |
| Established BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. in Taiwan. | |
| ZHEJIANG ANSHUN obtained ISO 9001:2015 / GB/T19001-2016 Quality Management System and ISO 14001:2015 / GB/T24001-2016 Environmental Management System certifications. | |
| 2018 | ZHEJIANG BORETECH’s self-developed integrated PET washing and recycling equipment was honored as the "First Unit in Key Areas" (Major Technical Equipment) by Zhejiang Province and Jiaxing City, and received government grants. |
| 2019 | Completion of the ZHEJIANG ANSHUN R&D building. |
| ZHEJIANG BORETECH obtained updated ISO 9001:2015 and ISO 14001:2015 certifications. | |
| BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. (Taiwan) obtained Global Recycled Standard (GRS) certification. | |
| 2021 | Groundbreaking ceremony for the Phase II expansion of the ZHEJIANG BORETECH plant. |
| ZHEJIANG BORETECH honored as a "Service-oriented Manufacturing Demonstration Enterprise" in Zhejiang Province. | |
| BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. |
| Year | Key Milestones |
|---|---|
| (Taiwan) received the first official approval letter for PET Ocean Plastic Waste processing products from the Taiwan Environmental Protection Administration (EPA). | |
| BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. (Taiwan) obtained ISO 9001:2015 certification. | |
| 2022 | ZHEJIANG BORETECH honored as a "Provincial Enterprise Research Institute" and "Jiaxing Enterprise Technology Center." |
| ZHEJIANG BORETECH won the 10th "Outstanding Mainland Taiwan-funded Enterprise Award." | |
| BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. (Taiwan) became the only company in Taiwan to receive the EPA's Ocean Plastic Waste processing product approval letter for two terms. | |
| 2023 | BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. (Taiwan) obtained U.S. FDA certification, certifying its products for 100% use in recycled bottles or food packaging containers. |
| ZHEJIANG BORETECH awarded the national title of "Specialized, Refined, Differential, and Innovation-driven Little Giant." | |
| 2024 | ZHEJIANG BORETECH recognized in the first batch of "Municipal Green Factories" for 2024. |
| 2025 | Listed on the Taiwan Stock Exchange (TWSE). |
| Established ZHEJIANG SUPLAS NEW MATERIAL CO., LTD. in China. | |
| Established BORETECH SOLUTION INDIA PRIVATE LIMITED in India. |
iv、Risk Matters
Please refer to “V.Analysis of Financial Status- vi、Analysis of Risk Management” of the annual report for details on the macro economy, political and economic changes, foreign exchange control, taxes, applicable laws and whether the validity of a final civil judgment issued by the R.O.C. court may be recognized in the jurisdiction where the foreign issuer was incorporated and the countries where the issuer has its main operation activities, and other risks matters.
III. Corporate Governance Report
i、Directors
- Board of Directors – Name, Education/Experience, Shareholding and Nature
April 30, 2026
| Title | Nationality | Name | Gender Age | Date Elected | Term (Years) | Date First Elected (Rep. of juridical person) | Shareholding when Elected | Current Shareholding (Rep. of juridical person) | Spouse & Minor Shareholding | Shareholding by Nominee Arrangement | Experience (Education) | Other Position | Executives, Directors or Supervisors who are spouses or within two degrees of kinship | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Shares | % | Title | Name | Relation | |||||||||
| Chairman & CEO | R.O.C. | OU Che-Wen | Male 61~70 | 2024/1/16 | 3 | 2014/04/30 | — | — | — | — | 1,678,317 (Note 2) | 2.26% | 15,104,847 (Note 1) | 20.37% | Takming College; Chairman of Boretech (TW) | Chairman of Zhejiang Boretech | |||
| Chairman of Zhejiang Anshun | |||||||||||||||||||
| Chairman of Jiaxing Baomat | Director | OU Po-Hao | Son | ||||||||||||||||
| Director | BVI | BRAINT REE INDUSTRIES LIMITED | — | 2024/1/16 | 3 | 2014/08/05 | 22,905,914 | 35.13% | 22,905,914 | 30.89% | — | — | — | — | — | None | — | — | — |
| R.O.C. | Rep. KO Yung-Chun | Female 71~80 | — | — | — | — | — | — | 5,617,284 (Note 3) | 7.58% | National Nantou Vocational High School Chairman of Shuh Jen Enterprises | Director of Jiapin Technology | — | — | — | ||||
| Director | USA | GUANG SHUN PETTEC HS FIBRE INDUSTRY L.L.C. | — | 2024/1/16 | 3 | 2014/08/05 | 13,932,371 | 21.37% | 13,832,371 | 18.65% | — | — | — | — | — | None | — | — | — |
| R.O.C. | Rep. OU Po-Hao | Male 31~40 | — | — | — | — | — | — | 10,134,978 (Note 4) | 13.67% | B.B.A., Meijo University (Japan); General Manager, Cycleplus, LLC | Chairman of Boretech (TW) | Chairman | OU Che-Wen | Father | ||||
| Director | R.O.C. | ECOVE Environment Corporation | — | 2024/1/16 | 3 | 2014/08/05 | 12,039,903 | 18.47% | 11,997,903 | 16.18% | — | — | — | — | — | Director, Shinding Technical Services | |||
| Director, Lunding | |||||||||||||||||||
| Director, Huiding Resource Management | |||||||||||||||||||
| Director, Yuding | |||||||||||||||||||
| Director, Yuanding Resources | |||||||||||||||||||
| (Additional affiliated | — | — | — |
13
| Title | Nationality | Name | Gender Age | Date Elected | Term (Years) | Date First Elected (Rep. of juridical person) | Shareholding when Elected | Current Shareholding (Rep. of juridical person) | Spouse & Minor Shareholding | Shareholding by Nominee Arrangement | Experience (Education) | Other Position | Executives, Directors or Supervisors who are spouses or within two degrees of kinship | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Shares | % | Title | Name | Relation | |||||||||
| companies not individually listed) | |||||||||||||||||||
| R.O.C. | Rep. TIAO Hsiu-Hua | Male 51~60 | - | - | - | - | - | - | - | - | M.B.A. in International Business Management, NTU M.S. in Environmental Engineering, NTU B.S. in Chemical Engineering, NTU Former Deputy Chief Engineer, CTCI | Director, Shinding Technical Services Director, Lunding Director, Huiding Resource Management Director, Yuding Director, Yuanding Resources (Additional affiliated companies not individually listed) | - | - | - | ||||
| Independent Director | R.O.C. | HSU Wen-Kuan | Female 61~70 | 2024/1/16 | 3 | 2023/5/29 | - | - | - | - | - | - | - | - | Bachelor’s Degree in Accounting, Soochow University Certified Public Accountant, PwC Taiwan Lead Auditor, PwC Suzhou Branch, Mainland China | Independent Director, Leefon Independent Director, Suhong Technology | - | - | - |
| Independent Director | R.O.C. | TSAO Mihn | Male 71~80 | 2024/1/16 | 3 | 2024/1/16 | - | - | - | - | - | - | - | - | Executive MBA, National Sun Yat-sen University | Chairman, Formosa Petrochemical Corporation Director, Tai Shuo Heavy Industry Independent Director, Southeast Investment Chairman, Formosa Idemitsu Specialty Chemicals Corporation Chairman, Mailiao Power Corporation Chairman, Mailiao Industrial Port | - | - | - |
| Independent Director | R.O.C. | LIN Hui-Ping | Female 51~60 | 2024/1/16 | 3 | 2024/1/16 | - | - | - | - | - | - | - | - | Bachelor’s Degree in Economics, Soochow University Master’s Degree in | Independent Director, Chy King | - | - | - |
| Title | Nationality | Name | Gender Age | Date Elected | Term (Years) | Date First Elected (Rep. of juridical person) | Shareholding when Elected | Current Shareholding (Rep. of juridical person) | Spouse & Minor Shareholding | Shareholding by Nominee Arrangement | Experience (Education) | Other Position | Executives, Directors or Supervisors who are spouses or within two degrees of kinship | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Shares | % | Title | Name | Relation | |||||||||
| Finance, Baruch College, City University of New York Chairperson, Huilu Information Director, Pili International Multimedia Chief Financial Officer, Kaiyi International Group Deputy General Manager, Underwriting Department, Grand Cathay Securities | |||||||||||||||||||
| Independent Director | R.O.C. | HUANG Kuo-Ming | Male 41~50 | 2024/1/16 | 3 | 2024/1/16 | — | — | — | — | — | — | — | — | Master's Degree in Banking and Finance Law, Queen Mary University of London Prosecutor, Taipei District Prosecutors Office Military Prosecutor, Northern District, Ministry of National Defense Attorney, Jones Day Law Firm (Taiwan) | Managing Partner, Global Reach Law Firm Independent Director, Shou Li Industrial | — | — | — |
Note 1: Mr. OU Che-Wen holds shares indirectly through his 90% ownership of All Mark International Co., Ltd.
Note 2: Ms. LEE Jo-Hua, spouse of Mr. OU Che-Wen, holds shares indirectly through her 10% ownership of All Mark International Co., Ltd.
Note 3: Ms. KO Yung-Chun holds shares indirectly through her 15.29% ownership of both BRAINTREE INDUSTRIES LIMITED and GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C.
Note 4: Mr. OU Po-Hao holds shares indirectly through his 73.27% ownership of GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C.
Note 5: The Company's Chairman concurrently serves as the General Manager. Additionally, the Chairman and the representative of the corporate director GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C. are first-degree relatives (parent-child). This arrangement is based on operational efficiency and merit-based appointment. To strengthen oversight and enhance corporate governance, the Company has appointed an additional independent director, increasing the total number to four.
- Major shareholders of the juristic-person director
April 30, 2026
| Name of Juridical-Person Director | Major shareholders of the juristic-person director |
|---|---|
| BRAINTREE INDUSTRIES LIMITED | ALL MARK INTERNATIONAL CO., LTD (73.27%) 、KO Yung-Chun (15.29%) 、WU LUEN KNITTING CO., LTD (6.44%) 、LIN, Chien-Neng (5%) |
| GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C. | OU Po-Hao (73.27%) 、KO Yung-Chun (15.29%) 、WU LUEN KNITTING CO., LTD (6.44%) 、LIN, Chien-Neng (5%) |
| ECOVE Environment Corporation | CTCI Corporation (52.96%), Pai-Hui Investment Co., Ltd. (1.46%), Bank SinoPac Co., Ltd. (0.79%), Taiwan Life Insurance Co., Ltd. (0.47%), Uni-President Development Corp. (0.46%), JPMorgan Chase Bank N.A. Taipei Branch in Custody for JPMorgan Securities PLC (0.42%), Chang, Chao-Mei (0.38%), Citibank Taiwan in Custody for UBS Europe SE (0.36%), Sin-Li Development Co., Ltd. (0.34%), and Wen, Dun-Yao (0.33%). |
Note: The latest public information disclosed by each company as of April 30, 2026.
- Major shareholders of the major shareholders that are juridical persons
April 30, 2026
| Name of juridical persons | Major shareholders of the juridical persons |
|---|---|
| ALL MARK INTERNATIONAL CO., LTD | OU Che-Wen (90%) 、LEE Jo-Hua (10%) |
| CTCI Corporation | China Technical Consultants, Inc. (7.50%), CTBC Bank in Custody for Sustainable Employee Stock Ownership Trust Account (6.97%), CTBC Bank in Custody for CTCI Corporation Employee Stock Ownership Trust Account (6.13%), Bank SinoPac in Custody for Shin-Lai Employee Stock Ownership Trust Account (4.01%), USI Corporation (1.87%), Asia Polymer Corporation (1.78%), Lian Cheng Trading Co., Ltd. (1.65%), Bank SinoPac Co., Ltd. (1.47%), Chien Sheng Investment Co., Ltd. (1.23%), and Labor Pension Fund (New System) (1.12%). |
Note: The latest public information disclosed by each company as of April 30, 2026.
- Professional Qualifications of Directors and Independence Analysis of Independent Directors
| Name | Criteria | Professional qualifications and experience | Independence Criteria | Number of Other Public Companies in Which the Individual is Concurrently Serving as an Independent Director |
|---|---|---|---|---|
| OU Che-Wen | 1.Possesses work experience in areas essential to corporate operations, including business, legal, financial, and management capabilities. | |||
| 2.Currently serves as Chairman & CEO, Chairman of Zhejiang Boretech, Chairman of Zhejiang Anshun, and Chairman of Jiaxing Baomat | ||||
| 3.Does not fall under any of the circumstances listed in Article 30 of the Company Act. | NA | — | ||
| BRAINTREE INDUSTRIES LIMITED | ||||
| Rep. KO Yung-Chun | 1.Possesses work experience in areas essential to corporate operations, including business, legal, financial, and management capabilities. | |||
| 2.Currently serves as the legal representative director of the Company and Director of Jiapin Technology. | ||||
| 3.Does not fall under any of the circumstances listed in Article 30 of the Company Act. | NA | — | ||
| GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C. | ||||
| Rep. OU Po-Hao | 1.Possesses work experience in areas essential to corporate operations, including business, legal, financial, and management capabilities. | |||
| 2.Currently serves as the legal representative director of the Company and Chairman of Boretech (TW). | ||||
| 3.Does not fall under any of the circumstances listed in Article 30 of the Company Act. | NA | — | ||
| ECOVE Environment Corporation | ||||
| Rep. TIAO Hsiu-Hua | 1.Possesses work experience in areas essential to corporate operations, including business, legal, financial, and management capabilities. | |||
| 2.Currently serves as the legal representative director of the Company, Director of Shinding Technical Services, Director of Lunding, Director of Huiding Resource Management, Director of Yuding, and Director of Yuanding Resources. | ||||
| 3.Does not fall under any of the circumstances listed in Article 30 of the Company Act. | NA | — |
17
| Criteria Name | Professional qualifications and experience | Independence Criteria | Number of Other Public Companies in Which the Individual is Concurrently Serving as an Independent Director |
|---|---|---|---|
| HSU Wen-Kuan | 1.Possesses work experience in areas essential to corporate operations, including business, legal, financial, and management capabilities. 2.Currently serves as Independent Director of the Company, Independent Director of Leefon, and Independent Director of Suhong Technology. 3.Does not fall under any of the circumstances listed in Article 30 of the Company Act. | 1.Whether the person, his/her spouse or relative within the second degree of kinship serve as a director/ a supervisor/ an employee of the Company or any of its affiliates? →NO 2.The number and proportion of the Company's share held by the person, his/her spouse or relative within the second degree of kinship (or in the name of others)? →0 3.Whether to serve as a director/ a supervisor/ an employee of a company that has a specific relationship with the Company? →NO 4.The compensations received for providing the commercial, legal, financial, accounting or related services to the Company or any of its affiliates in the past 2 years? →0 | 2 |
| TSAO Mihn | 1.Possesses work experience in areas essential to corporate operations, including business, legal, financial, and management capabilities. 2.Currently serves as the Independent Director of the Company and Chairman of Formosa. 3.Does not fall under any of the circumstances listed in Article 30 of the Company Act. | 1 | |
| LIN Hui-Ping | 1.Possesses work experience in areas essential to corporate operations, including business, legal, financial, and management capabilities. 2.Currently serves as the Independent Director of the Company and Independent Director, Chy King 3.Does not fall under any of the circumstances listed in Article 30 of the Company Act. | 2 | |
| HUANG Kuo-Ming | 1.Possesses work experience in areas essential to corporate operations, including business, legal, financial, and management capabilities. 2.Currently serves as the Independent Director of the Company and Managing Partner, Global Reach Law Firm. 3.Does not fall under any of the circumstances listed in Article 30 of the Company Act. | 2 |
- The diversity and independence of the Board of Directors
(1) Diversity
In order to strengthen corporate governance and enhance the composition and structure of the Board of Directors, the Company respects and advocates board diversity. It is expected that the implementation of a diversity policy will contribute to the overall improvement of the Company's operational performance.
The selection of board members is based on the principle of meritocracy, with emphasis on gender equality and the possession of the knowledge, skills, and character necessary to fulfill their duties.
To achieve the Company's corporate governance objectives, the Board as a whole should possess the following competencies:(1) Operational judgment (2) Accounting and financial analysis (3) Business management (4) Crisis management (5) Industry knowledge (6) International market perspective (7) Leadership (8) Decision-making capability
The implementation about diversity policy of each director is below.
| Name\Diversity | Composition | Industry Experience, and Professional Competence | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Nationality | Gender | Employee | Age | Independent Director's tenue | Operating judgment | Finance/ Accounting | Operation Management | Risk Management | Industry Knowledge | International Market Perspective | Leadership | Decision making Skill | ||||||
| 31 ~ 40 | 41 ~ 50 | 51 ~ 60 | 61 ~ 70 | 71 ~ 80 | Under 9 years | Over 9 years | ||||||||||||
| OU Che-Wen | R.O.C. | Male | ✓ | — | — | — | ✓ | — | — | — | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| KO Yung-Chun | R.O.C. | Female | — | — | — | — | — | ✓ | — | — | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| OU Po-Hao | R.O.C. | Male | — | ✓ | — | — | — | — | — | — | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| TIAO Hsiu-Hua | R.O.C. | Male | — | — | — | ✓ | — | — | — | — | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| HSU Wen-Kuan | R.O.C. | Female | — | — | — | — | ✓ | — | ✓ | — | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| TSAO Mihn | R.O.C. | Male | — | — | — | — | — | ✓ | ✓ | — | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| LIN Hui-Ping | R.O.C. | Female | — | — | — | ✓ | — | — | ✓ | — | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
| HUANG Kuo-Ming | R.O.C. | Male | — | — | ✓ | — | — | — | ✓ | — | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ | ✓ |
(2) Independence
The independence of the Company’s directors is assessed based on the substance of their conduct rather than merely on form. The Company is committed to continuously evaluating the independence of its Board of Directors by taking into account all relevant factors, including but not limited to: whether a director is able to consistently provide constructive opinions to the management team and fellow board members; whether the director demonstrates independence in expressing viewpoints; and whether their behavior, both within and outside the Board, aligns with generally accepted social and ethical standards.
The qualifications of the Company’s independent directors meet the expectations set by the Company and reflect their professional attributes. Accordingly, the Company considers all independent directors to be external individuals who are independent from the Company.
Furthermore, the overall composition of the Board complies with the requirements set forth in Paragraphs 3 and 4 of Article 26-3 of the Securities and Exchange Act. The Company therefore concludes that its Board of Directors meets the standards of independence.
20
ii、 Management Team
April 30, 2026
| Title | Nationality | Name | Gender | Date Elected | Current Shareholding | Spouse & Minor Shareholding | Shareholding by Nominee Arrangement | Experience (Education) | Other Position | Managers who are spouses or within two degrees of kinship | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Title | Name | Relation | |||||||
| Chairman & CEO | R.O.C. | OU Che-Wen | Male | 2013/04/08 | — | — | 1,678,317 (Note 2) | 2.26% | 15,104,847 (Note1) | 20.37% | Takming College; Chairman of Boretech (TW) | Chairman of Zhejiang Boretech | |||
| Chairman of Zhejiang Anshun | |||||||||||||||
| Chairman of Jiaxing Baomat | — | — | — | ||||||||||||
| Chief Corporate Governance Officer & Accounting Officer | R.O.C. | Lin, Yu-Chun | Female | 2023/08/30 | — | — | — | — | — | — | MBA, University of Strathclyde, United Kingdom | ||||
| CFO of Auras Technology | |||||||||||||||
| CFO of Tien Li Offshore Wind Technology | Supervisor of Zhejiang Anshun | — | — | — | |||||||||||
| Chief Internal Auditor | R.O.C. | Chen,Bo-Cang | Male | 2025/5/12 | 5,000 | 0.01% | — | — | — | — | Deputy Manager, Finance Department, Tyan-Yan Machinery | — | — | — | — |
| Chief Information Security Officer | R.O.C. | CHENG,TSUNG-YUAN | Male | 2025/5/12 | 9,000 | 0.01% | — | — | — | — | Department of Information Management, National Yunlin University of Science and Technology | ||||
| IT Manager, Compal Electronics, Inc. | — | — | — | — | |||||||||||
| Research And Development Officer | R.O.C. | YEH,CHIH-FU | Male | 2025/11/12 | — | — | — | — | — | — | TQA/TQC & ISO Manager, G-Trend Technology Co., Ltd. | — | — | — | — |
Note 1: Mr. OU Che-Wen holds shares indirectly through his 90% ownership of All Mark International Co., Ltd.
Note 2 : Ms. LEE Jo-Hua, spouse of Mr. OU Che-Wen, holds shares indirectly through her 10% ownership of All Mark International Co., Ltd.
iii. Remuneration of Directors and Management Team
- Remuneration Paid to Directors, Supervisors, President and Vice Presidents in the Most Recent Fiscal Year (2025)
(1) Remuneration of Directors
Unit: TWD thousands
| Title | Name | Compensation | Total remuneration (A+B+C+D) and ratio of them to net income | Relevant remuneration received by directors who are also employees | Total compensation (A+B+C+D+E+F+G) and ratio of them to net income | Compensation paid to directors from an invested company other than the Company's subsidiary or Parent Company (Note5) |
|---|---|---|---|---|---|---|
| Base Remuneration (A) (Note1) | Pension Fund (B) | Directors' Remuneration (C) (Note2) | Allowances (D) (Note3) | Salary, Bonuses, and Allowances (E) (Note4) | Pension Fund (F) | Employees' Compensation (G) |
| BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT |
| Chairman & CEO | OU Che-Wen | 72 | 72 | — | — | 400 |
| Director | BRAINTREE INDUSTRIES LIMITED Rep. KO Yung-Chun | 72 | 72 | — | — | 200 |
| Director | GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C. Rep. OU Po-Hao | 72 | 72 | — | — | 200 |
| Director | ECOVE Environment Corporation Rep. TIAO Hsiu-Hua | 72 | 72 | — | — | 200 |
| Title | Name | Compensation | Total remuneration (A+B+C+D) and ratio of them to net income | Relevant remuneration received by directors who are also employees | Total compensation (A+B+C+D+E+F+G) and ratio of them to net income | Compensation paid to directors from an invested company other than the Company's subsidiary or Parent Company (Note5) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Base Remuneration (A) (Note1) | Pension Fund (B) | Directors' Remuneration (C) (Note2) | Allowances (D) (Note3) | Salary, Bonuses, and Allowances (E) (Note4) | Pension Fund (F) | Employees' Compensation (G) | ||||||||||||||||
| BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | |||||
| Independent Director | HSU Wen-Kuan | 840 | 840 | - | - | - | - | 42 | 42 | 882 (0.27%) | 882 (0.27%) | - | - | - | - | - | - | - | - | 882 (0.27%) | 882 (0.27%) | None |
| Independent Director | LIN Hui-Ping | 767 | 767 | - | - | - | - | 36 | 36 | 803 (0.24%) | 803 (0.24%) | - | - | - | - | - | - | - | - | 803 (0.24%) | 803 (0.24%) | None |
| Independent Director | TSAO Mihn | 720 | 720 | - | - | - | - | 36 | 36 | 756 (0.23%) | 756 (0.23%) | - | - | - | - | - | - | - | - | 756 (0.23%) | 756 (0.23%) | None |
| Independent Director | HUANG Kuo-Ming | 720 | 720 | - | - | - | - | 24 | 24 | 744 (0.22%) | 744 (0.22%) | - | - | - | - | - | - | - | - | 744 (0.22%) | 744 (0.22%) | None |
| 1. Please describe the payment policy, systems, standards and constructions of Independent Directors, their relevance between payment of compensation and taking responsibility, risks, investing time and so on: Directors' remuneration is determined based on their participation in company operations, contribution value, and by reference to industry standards both domestically and internationally. In years of profitability, the Board of Directors determines the compensation amount in accordance with the Company's Articles of Incorporation. Independent directors, as members of the Audit Committee, receive additional reasonable compensation in view of their responsibilities, risk exposure, and time commitment.2. Other than disclosure in above table, Directors remunerations earned by providing services (e.g. providing consulting services as a non-employee of parent company/all consolidated entities/invested company) in the 2025 financial statements: None. |
Note1: Refers to directors' remuneration for the year 2025, including salaries, position allowances, severance payments, bonuses, incentive payments, etc.
Note2: Refers to the amount of directors' compensation approved by the Board of Directors for distribution in 2025.
Note3: Refers to business-related expenses incurred by directors in 2025, including transportation allowances, special expenses, various subsidies, accommodations, company vehicles, and other in-kind benefits.
Note4: Refers to remuneration received in 2025 by directors who also serve as employees (e.g., President, Vice Presidents, managers), including salaries, position allowances, severance payments, bonuses, incentive payments, transportation and special expenses, various subsidies, accommodations, company vehicles, and other in-kind benefits.
Note5: a. This column should specify compensation received by directors from affiliated enterprises other than subsidiaries or from the parent company (if none, please indicate "None"). b. If such compensation exists, it should be included in Column I of the remuneration tier table and the column title revised to "Parent Company and All Affiliated Enterprises." c. Compensation includes any remuneration or payments received for serving as a director, supervisor, or managerial officer (including director/supervisor/employee remuneration and business execution expenses) in entities other than subsidiaries.
Range of Remuneration
| Bracket | Name of Directors | |||
|---|---|---|---|---|
| Total of (A+B+C+D) | Total of (A+B+C+D+E+F+G) | |||
| Boretech | All Consolidated Entities | Boretech | All Consolidated Entities | |
| Under TWD 1,000,000 | OU Che-Wen / KO Yung-Chun / OU Po-Hao / TIAO Hsiu-Hua / HSU Wen-Kuan / TSAO Mihn / LIN Hui-Ping / HUANG Kuo-Ming | OU Che-Wen / KO Yung-Chun / OU Po-Hao / TIAO Hsiu-Hua / HSU Wen-Kuan / TSAO Mihn / LIN Hui-Ping / HUANG Kuo-Ming | KO Yung-Chun / OU Po-Hao / TIAO Hsiu-Hua / HSU Wen-Kuan / TSAO Mihn / LIN Hui-Ping / HUANG Kuo-Ming | KO Yung-Chun / TIAO Hsiu-Hua / HSU Wen-Kuan / TSAO Mihn / LIN Hui-Ping / HUANG Kuo-Ming |
| TWD1,000,000 ~ TWD2,000,000 | — | — | — | — |
| TWD2,000,000 ~ TWD3,500,000 | — | — | — | OU Po-Hao |
| TWD3,500,000 ~ TWD5,000,000 | — | — | — | — |
| TWD5,000,000 ~ TWD10,000,000 | — | — | — | — |
| TWD10,000,000 ~ TWD15,000,000 | — | — | OU Che-Wen | OU Che-Wen |
| TWD15,000,000 ~ TWD30,000,000 | — | — | — | — |
| TWD30,000,000 ~ TWD50,000,000 | — | — | — | — |
| TWD50,000,000 ~ TWD100,000,000 | — | — | — | — |
| Over TWD100,000,000 | — | — | — | — |
| Total | 8 | 8 | 8 | 8 |
(2) Compensation of President and Executive Vice President
Unit: TWD thousands
| Title | Name | Base Remuneration (A) | Pension Fund (B) | Directors' Remuneration (C) | Allowances (D) | Total remuneration (A+B+C+D) and ratio of them to net income | Compensation paid to directors from an invested company other than the Company's subsidiary or Parent Company | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | BRT | All Consolidated Entities | |||||
| Cash | Stock | Cash | Stock | |||||||||||
| CEO | Ou Che-Wen | 2,160 | 9,909 | - | - | 5,181 | 6,156 | 2,757 | - | 2,757 | - | 10,098(3.04%) | 18,822 (5.66%) | None |
| Chief Corporate Governance Officer & Accounting Officer | Lin, Yu-Chun | |||||||||||||
| Chief Internal Auditor | Chen,Bo-Cang | |||||||||||||
| Chief Information Security Officer | Cheng,Tsung-Yuan | |||||||||||||
| Research And Development Officer | Yeh,Chih-Fu |
Range of Remuneration
| Bracket | Name of President and Executive Vice President | |
|---|---|---|
| Boretech | All Consolidated Entities | |
| Under TWD 1,000,000 | Lin, Yu-Chun / Chen,Bo-Cang/Cheng,Tsung-Yuan/ Yeh,Chih-Fu | Chen,Bo-Cang |
| TWD1,000,000 ~ TWD2,000,000 | - | Yeh,Chih-Fu |
| TWD2,000,000 ~ TWD3,500,000 | - | Lin, Yu-Chun / Chen,Bo-Cang |
| TWD3,500,000 ~ TWD5,000,000 | - | - |
| TWD5,000,000 ~ TWD10,000,000 | - | - |
| TWD10,000,000 ~ TWD15,000,000 | OU Che-Wen | OU Che-Wen |
| TWD15,000,000 ~ TWD30,000,000 | - | - |
| TWD30,000,000 ~ TWD50,000,000 | - | - |
| TWD50,000,000 ~ TWD100,000,000 | - | - |
| Over TWD100,000,000 | - | - |
| Total | 3 | 3 |
Unit: TWD thousands
(3) Employees' Compensation Granted to Management Team
| Title | Name | Employee Bonus - in Stock (Fair Market Value) | Employee Bonus - in Cash | Total | Ratio of Total Amount to Net Income (%) | |
|---|---|---|---|---|---|---|
| Executive Officers | CEO | OU Che-Wen | - | - | - | - |
| Chief Corporate Governance Officer & Accounting Officer | Lin, Yu-Chun | |||||
| Chief Internal Auditor | Chen, Bo-Cang | |||||
| Chief Information Security Officer | Cheng, Tsung-Yuan | |||||
| Research And Development Officer | Yeh, Chih-Fu |
- Comparison of Remuneration for Directors, Presidents and Executive Vice Presidents in the Most Recent Two Fiscal Years and Remuneration Policy, for Directors, Presidents and Executive Vice Presidents:
The remuneration of directors and management officers is determined in accordance with "Procedure for Performance Assessment and Remuneration Standard of the directors and Management Officers:
(1) Analysis of total remuneration of ratio to net income in accordance with CTCI's Directors, President and Executive Vice President by CTCI and all consolidated entities' financial statements in the most recent two fiscal years
| Title | Ratio of Total Remuneration to Net Income After Tax for 2024 (%) | Ratio of Total Remuneration to Net Income After Tax for 2025 (%) |
|---|---|---|
| Directors | 0.73 | 1.39 |
| President and Executive Vice Presidents | 3.63 | 5.66 |
(2) The remuneration's policies, standards, combinations, the procedures for determining the remuneration, and the relation to business performance and future risks
A. Directors
Directors' remuneration is based on the "Regulations for Remuneration of Directors and Functional Committee Members," approved by the Remuneration Committee and the Board of Directors. It includes transportation allowances, business execution expenses, and annual compensation calculated based on a profit-sharing ratio.
The ratio, set with reference to industry standards and specified in the Articles of Incorporation, is approved by the shareholders' meeting. Remuneration is closely linked to company performance, with the ratio considered reasonable to avoid short-term incentive risks.
B. President and Vice Presidents
Remuneration for the President and Vice Presidents is based on the “Managerial Officers Remuneration Policy,” approved by the Remuneration Committee and the Board. It includes salaries, bonuses, employee compensation, and other board-approved subsidies.
Compensation considers industry benchmarks, competitiveness in talent recruitment, and incentive alignment. A portion is performance-based to enhance management effectiveness.
iv、Implementation of Corporate Governance
- Board of Directors
In the most recent fiscal year, the Board of Directors held 6 meetings. The attendance of directors is as follows:
| Title | Name | Attendance in Person | By Proxy | Attendance rate | Note |
|---|---|---|---|---|---|
| Chairman | OU Che-Wen | 6 | - | 100% | |
| Director | KO Yung-Chun (Rep. of BRAINTREE INDUSTRIES LIMITED) | 6 | 1 | 100% | |
| Director | OU Po-Hao (Rep. of GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C.) | 6 | - | 100% | |
| Director | TIAO Hsiu-Hua (Rep. of ECOVE Environment Corporation) | 6 | - | 100% | |
| Independent Director | HSU Wen-Kuan | 6 | - | 100% | |
| Independent Director | TSAO Mihn | 6 | - | 100% | |
| Independent Director | LIN Hui-Ping | 6 | - | 100% | |
| Independent Director | HUANG Kuo-Ming | 4 | 2 | 66.67% | |
| Other mentionable items | |||||
| i、If there are the matter referred to as below in the directors’ meetings, the dates of meetings, sessions, contents of motions, all independents’ opinion and the Company’s response to independent directors’ opinion should be specified: | |||||
| 1) The matters referred to in Article 14-3 of Securities and Exchange Act. : | |||||
| On October 26, 2021, the Company held an extraordinary shareholders’ meeting and re-elected all seven directors (including three independent directors), and established the Audit Committee. As the Company is not subject to Article 14-3 of the Securities and Exchange Act, matters under Article 14-5 are disclosed under the operation of the Audit Committee. | |||||
| 2) Other than the aforementioned matters, any Board resolutions opposed or reserved by independent directors with recorded or written statements: None. | |||||
| ii、If there is Directors’ avoidance of motions in conflict of interest, the Directors’ names, contents of motions, causes for avoidance and voting should be specified: | |||||
| 1) The 9th meeting of the 6th term Board of Directors (2025.03.13) | |||||
| ◆Contents of motion: Review of the Remuneration for Directors for Fiscal Year 2024. | |||||
| Contents of motion: OU Che-Wen, KO Yung-Chun, OU Po-Hao, DIAO Hsiu-Hua, HSU Wen-Kuan, TSAO Ming, LIN Hui-Ping, and HUANG Kuo-Ming | |||||
| Causes for avoidance and voting should be specified: Directors discussed and voted separately. Each director recused themselves when their own remuneration was being considered. | |||||
| ◆Contents of motion: Remuneration for Executive Officers for Fiscal Year 2024. | |||||
| Contents of motion: OU Che-Wen | |||||
| Causes for avoidance and voting should be specified: Chairman OU Che-Wen recused himself and did not vote due to personal interest as an executive officer. | |||||
| 2) The 10th meeting of the 6th term Board of Directors (2025.05.12) | |||||
| ◆Contents of motion: Appointment of Spokesperson and Acting Spokesperson. |
Contents of motion: OU Che-Wen, OU Po-Hao Causes for avoidance and voting should be specified: Chairman OU Che-Wen and Director OU Po-Hao recused themselves and did not vote due to personal interest.
3) The 13th meeting of the 6th term Board of Directors (2025.12.17)
$\spadesuit$ Contents of motion: Year-End Bonuses for Executive Officers for Fiscal Year 2025.
Contents of motion: OU Che-Wen
Causes for avoidance and voting should be specified: Chairman OU Che-Wen recused himself and did not vote due to personal interest as an executive officer.
iii $\cdot$ Listed companies are required to disclose the evaluation cycle, period, scope, method, and content of board or peer evaluations. The Company established the "Board Performance Evaluation Policy," which was approved by the Board of Directors on December 15, 2021. Under this policy, annual performance evaluations are conducted for the Board of Directors, individual board members, and functional committees, with results reported to the Board. The performance evaluation for fiscal year 2024 has been completed and was reported at the 9th meeting of the 6th Board. Evaluation results ranged between "Strongly Agree" (5 points) and "Agree" (4 points), indicating that the overall performance of the Board, its members, and functional committees was satisfactory.
iv $\cdot$ Status of Board of Directors' Performance Evaluation
| Cycles | Periods | Scope | Method | Content |
|---|---|---|---|---|
| Oncea year for internal evaluation of the board | 2025/01/01 to 2025/12/31 | 1. Whole board of directors. 2. Individual board members. 3. Functional committees. (include Audit Committee, Remuneration Committee) | Self-Evaluation of the Board of Directors, Board Members, and Functional Committees (including the Audit Committee and the Remuneration Committee) | • The board performance evaluation should involve five aspects: participation in the operation of the Company, improvement of the quality of the board of directors' decision making, composition and structure of the board of directors, election and continuing education of the directors, and internal control. • Individual board members' performance evaluation should involve six aspects: alignment of the goals and missions of the Company, awareness of the duties of a director, participation in the operation of the Company, management of internal relationship and communication, the director's professionalism and continuing education and internal control. • Functional committees' performance evaluation should involve five aspects: participation in the operation of the Company, awareness of the duties of the functional committee, improvement of quality of decisions made by the functional committee, makeup of the functional committee and election of its members and internal control. |
v $\cdot$ Measures taken to strengthen the functionality of the Board :
1)On October 26, 2021, the Company re-elected its entire Board of Directors, including Independent Directors, and established the Audit Committee composed entirely of Independent Directors, in accordance with relevant laws and regulations.
2)On the same date, the Remuneration Committee was established to review and assess the Company's compensation policies for Directors and managers, enhancing the Board's governance effectiveness.
3) In accordance with the Articles of Incorporation, CTCI has purchased D&O insurance for directors and supervisors in order to reduce and diversify major damage risks of CTCI and the shareholders. Review its contents regularly for ensuring needs in line with the limit of liability and coverage, and report to the board of directors regularly in accordance with regulations.
- The State of operations of the Audit Committee
A total of 6 meetings of the Audit Committee were held in the previous period,
Independent Directors' attendance was as follows :
| Title | Name | Attendance in Person | By Proxy | Attendance rate | Note |
|---|---|---|---|---|---|
| Independent Director | HSU Wen-Kuan | 6 | 1 | 100% | Convener |
| Independent Director | TSAO Mihn | 6 | - | 100% | |
| Independent Director | LIN Hui-Ping | 6 | - | 100% | |
| Independent Director | HUANG Kuo-Ming | 4 | 2 | 66.67% | |
| Other mentionable items : | |||||
| i. If there are the matter referred to as below in the Audit Committee, the dates of Audit Committee, sessions, contents of motions, a objection, reservation or material suggestions by an independent director, the Audit Committee’s resolutions and the Company’s response to the Audit Committee’s opinion should be specified. | |||||
| 1) The matters referred to in Article 14-5 of Securities and Exchange Act. : | |||||
| The Audit Committee was established on October 26, 2021. Matters specified under Article 14-5 of the Securities and Exchange Act were submitted to the Board of Directors with the prior consent of the Audit Committee. | |||||
| Audit Committee | Contents of Motions | Resolution | Response | ||
| 2025/03/13 | |||||
| 2nd Term, | |||||
| 8th Meeting | Appointment of CPAs Hsu, Ming-Chuan and Tien, Chung-Yu for 2025 financial report audits, and CPA Hsu, Lin-Shun for internal control system audit. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | ||
| Proposal for the 2024 Financial Statements. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |||
| Proposal for the 2024 Business Report. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |||
| Proposal for the 2024 Internal Control System Statement. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |||
| Proposal for the 2024 Earnings Distribution. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |||
| Endorsement and Guarantee for subsidiary BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |||
| Loan of funds to subsidiary BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |||
| Amendment to the Company's "Memorandum and Articles of Association." | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |||
| 2025/05/12 | |||||
| 2nd Term, | |||||
| 9th Meeting | Proposal for the 2025 Q1 and 2024 Q1 Financial Statements. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | ||
| Amendment to the "Procedures for Lending Funds to Other Parties." | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |||
| Amendment to "Procedures for Lending Funds to Other Parties" for BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |||
| Amendment to "Procedures for | Unanimously approved by all | Approved as proposed. |
29
30
| Lending Funds to Other Parties" for ZHEJIANG ANSHUN PETTECHS FIBER CO., LTD. | present Audit Committee members. | ||
|---|---|---|---|
| Amendment to "Procedures for Lending Funds to Other Parties" for ZHEJIANG BORETECH ENVIRONMENTAL ENGINEERING CO., LTD. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |
| Adoption of "Points for Implementing Director Continuing Education" and "Regulations for Corporate Shareholders with Controlling Power." | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |
| Ratification of the Company's Chief Internal Auditor. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |
| Appointment of the Company's Chief Information Security Officer. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |
| 2025/08/27 2nd Term, 10th Meeting | Proposal for the 2025 Q2 and 2024 Q2 Financial Reports. | Unanimously approved by all present Audit Committee members. | Approved as proposed. |
| Investment to establish a new company in Pinghu and capital increase via earnings for ZHEJIANG BORETECH ENVIRONMENTAL ENGINEERING CO., LTD. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |
| Endorsement and Guarantee for subsidiary BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |
| 2025/11/12 2nd Term, 11th Meeting | Proposal for the 2025 Q3 Financial Statements. | Unanimously approved by all present Audit Committee members. | Approved as proposed. |
| Appointment of the Company's R&D Executive Officer. | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |
| 2025/12/17 2nd Term, 12th Meeting | 2026 Annual Operating Budget and Operating Plan. | Unanimously approved by all present Audit Committee members. | Approved as proposed. |
| Amendment to "Rules of Procedure for Board of Directors Meetings" and "Audit Committee Charter." | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |
| Amendment to the Company's "Table of Authority." | Unanimously approved by all present Audit Committee members. | Approved as proposed. | |
| 2025/12/26 2nd Term, 13th Meeting | 2026 Internal Audit Plan for the Company and its subsidiaries. | Unanimously approved by all present Audit Committee members. | Approved as proposed. |
2) Other matters not approved by the Audit Committee but resolved with the consent of more than two-thirds of all directors: None
ii. If there is Independent Directors' avoidance of motions in conflict of interest, the Independent Directors' names, contents of motions, causes for avoidance and voting should be specified: None.
iii. Communications between the Independent Directors, the Chief Audit Executive, and the CPAs (which should include the material items, channels, and results of the audits on the corporate finance and/or operations, etc.):
1) The Audit Committee, composed entirely of Independent Directors, receives regular internal audit reports and maintains periodic communication with audit personnel to monitor internal controls and operations.
31
2) Independent Directors may request the external auditor to report on audit findings and regulatory matters. The Audit Committee also reviews the auditor’s appointment, independence, and qualifications.
- Corporate Governance and Operation, Differences from the Corporate Governance Best Practice Principles for the TWSE/ GTSM Listed Companies and Reasons
| Evaluation Item | Operation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| 1. Does the Company establish and disclose the Corporate Governance Practice Principals in accordance with the Corporate Governance Best Practice Principles for the TWSE/ GTSM Listed Companies? | ✓ | The Company has established its Corporate Governance Best Practice Principles in accordance with the relevant TWSE/TPEx guidelines, and disclosed them on its official website. | None. | |
| 2. Ownership structure and shareholder’s equity | ||||
| (1)Does the Company set up the internal standard operation procedure to handle issues such as shareholder’s advices, questions, disputes and accusations for implementation accordingly? | ||||
| (2)Does the Company have control over the major shareholders, who control the Company and have the name list of the major shareholders who have the ultimate control over the Company? | ||||
| (3)Does the Company set up and implement the risk control and firewall mechanism with the subsidiaries and affiliates? | ||||
| (4)Does the Company stipulate internal regulation, prohibiting the insiders of the Company to make use of the unpublished information for the trading of securities? | ✓ | (1)Shareholder suggestions, disputes, and legal issues are handled by designated personnel or supervisors. | ||
| (2) Major shareholders are long-term investors. The Company maintains good communication and monitors changes in holdings of directors, supervisors, executives, and shareholders with over 10%. | ||||
| (3) Operations between the Company and affiliates are managed independently. All related transactions follow internal policies on risk management, related-party dealings, loans, and guarantees, with clear limits and procedures. | ||||
| (4) Insider trading rules have been implemented to ensure compliance and protect shareholder interests. | None. | |||
| 3. Composition and Responsibilities of Board of Directors | ||||
| (1) Is there establishment of the diversity policy, specific management goals and thorough implementation about the composition of | ✓ | (1)The Board of Directors has adopted a Corporate Governance Principles, which includes a Board Diversity Policy under Article 22. Director nominations follow the Company’s Articles of Incorporation and are conducted through a | None. |
| Evaluation Item | Operation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| board of directors? | ||||
| (2)In addition to the establishment of the Remuneration Committee and Audit Committee, does the Company have other functional committees? | ||||
| (3)Is there performance appraisal of the board of directors, which is carried out annually, the performance evaluation results shall be reported to the board of directors and shall base its determination of an individual director's remuneration and nomination? | ||||
| (4)Is there regular assessment of the independence of the certified public accountant every year? | candidate nomination system in line with the Board Election Rules and Corporate Governance Principles, ensuring diversity and independence. Selection is based on merit, with emphasis on gender equality and professional competencies such as:(a) business judgment, (b) accounting and finance, (c) management, (d) crisis response, (e) industry knowledge, (f) global perspective, (g) leadership, and (h) decision-making. | |||
| (2)On March 14, 2025, the Board approved the establishment of a Sustainable Development Committee, composed of three directors (including one independent director), to support ESG-related initiatives. | ||||
| (3)The Company has adopted a Board Performance Evaluation Policy. In addition to annual internal reviews, an external independent assessment is conducted every three years, with results reported to the Board. | ||||
| (4) The Company’s CPAs are appointed by the Board and follow an internal rotation system to ensure independence. Based on the "Code of Professional Ethics Bulletin No. 10" and the FSC’s "Audit Quality Indicators (AQI)," we evaluated CPAs Hsu Ming-Chuan and Tien Chung-Yu of PwC Taiwan. Both meet professional standards, maintain no financial interests with the Company or its Directors, and provide high-quality audit and tax services, proving their independence and competence to serve as the Company’s CPAs.(Note) |
| Evaluation Item | Operation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| 4. Does the Company set up an adequate number of personnel with appropriate qualifications and appoint a chief corporate governance officer who are responsible for matters related corporate governance? (including but not limited to providing the business-required information to the directors and supervisor, furnishing information required for business execution by directors and supervisors, handling the matters related to the meetings of the Board and the shareholders' meeting and producing the minutes of the Board and the shareholders' meeting) | ✓ | The Company has appointed a Corporate Governance Officer, with support from stock affairs personnel to handle governance-related matters. | None. | |
| 5. Does the Company establish communication channel for stakeholders which including but not limited to shareholders, employees, customers and suppliers, set up a dedicated section in its corporate website for stakeholders, and properly respond to CSR-related issues concerned by stakeholders? | ✓ | A spokesperson and deputy spokesperson have been designated to serve as contact points for stakeholders. Stakeholders may reach the Company via phone, mail, or email. A dedicated Stakeholder Section is also available on the Company’s website. | None. | |
| 6. Does the Company entrust the professional stock affair agency for the shareholder affairs? | ✓ | Since becoming a public company, the Company has engaged a professional shareholder services agent to manage shareholder meeting affairs. | None. | |
| 7. Information Disclosure | ||||
| (1)Does the Company set up a website to disclose information regarding the Company’s finance, business and corporate governance status? | ||||
| (2)Is there any other information disclosure channels (e.g., maintaining an English-language website, appointing responsible | ✓ | (1) The Company has established an official website with both Chinese and English interfaces, providing information on its financial status, business operations, and corporate governance for investors’ reference. | ||
| (2) The Company has designated spokespersons and deputy spokespersons responsible for external communications. Regular investor | None. |
| Evaluation Item | Operation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| people to handle information collection and disclosure, appointing spokespersons, webcasting investors conference)? | ||||
| (3)Does the Company announce and report annual financial statements within two months after the end of each fiscal year, and announce and report Q1, Q2, and Q3 financial statements, as well as monthly operation results, before the prescribed time limit? | conferences are held, and related presentation materials are simultaneously disclosed on the Market Observation Post System (MOPS) and the Company’s website. | |||
| (3) The Company follows statutory deadlines for the announcement of monthly operating results and financial reports. There are currently no plans for early disclosure or voluntary announcements. | ||||
| 8. Is there other important information, which helps to understand the governance and operation of the Company, which includes but not limited to the rights and interest of the staff, cares for the employees, investor relations, relation with the suppliers, rights of the stakeholders, trainings received by the directors and supervisors, the implementation of the risk management policy and risk assessment criteria, the liability insurance policies taken out for the directors and supervisors, etc.? | ✓ | 1. Employee Rights: The Company treats employees with integrity and has established welfare programs, training policies, and performance plans to protect rights and support development. Communication channels are smooth, and labor relations are stable. | ||
| 2. Investor Relations: A spokesperson system is in place, and a professional stock agent handles shareholder matters. Relevant information is disclosed on MOPS in accordance with regulations. | ||||
| 3. Supplier Relations: The Company maintains strong partnerships with suppliers to optimize production costs. | ||||
| 4. Stakeholder Rights: The Company maintains open communication with employees, customers, and suppliers, respecting their legal rights and valuing feedback as a reference for improvement. | ||||
| 5. Director Continuing Education: An Audit Committee has been established in place of supervisors. All directors have | None. |
36
| Evaluation Item | Operation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| professional backgrounds and have completed legally required training. | ||||
| 6. Risk Management: | ||||
| The Company implements risk assessments and management in line with internal regulations and legal standards. | ||||
| 7. Customer Relations: | ||||
| The Company maintains stable, positive customer relationships to ensure sustainable profitability. | ||||
| 8. Directors’ Liability Insurance: | ||||
| Liability insurance is provided for directors to mitigate risks of potential losses due to errors or negligence. | ||||
| 9. According to the last Corporate Governance Evaluation by TWSE, please indicate the situation has been improved and the priority and measures for the non-improved ones : NA. |
Note: AQI
The independence of the CPAs has been evaluated based on the "Code of Professional Ethics Bulletin No. 10" and the 5 dimensions and 13 indicators of the "Audit Quality Indicators (AQI)" issued by the FSC in August 2022:
| Item | Audit Quality Indicators | Yes | No | Note |
|---|---|---|---|---|
| 1 | Dimension 1: Professionalism | ✓ | ||
| 2 | Dimension 2: Quality Control | ✓ | ||
| 3 | Dimension 3: Independence | ✓ | ||
| 4 | Dimension 4: Supervision | ✓ | ||
| 5 | Dimension 5: Innovation | ✓ |
- The Remunerate committee's composition, responsibilities and operation
(1) Remuneration Committee members' information
April 30, 2026
| Title | Criteria Name | Professional Qualifications and Experiences | Independence Criteria | Number of Other Public Companies in Which the Individual is Concurrently Serving as a remuneration Committee members |
|---|---|---|---|---|
| Indepent Director (convener) | HSU Wen-Kuan | Please refer to II. Corporate Governance Report \i.Directors \ 1. Professional qualifications and independence analysis of directors | 1 | |
| Indepent Director | TSAO Mihn | - | ||
| Indepent Director | LIN Hui-Ping | 2 | ||
| Indepent Director | HUANG Kuo-Ming | 1 |
(2) The state of operations of the Remuneration Committee
A. This committee is comprised of 4 members.
B. The term of current committee members is from January 16, 2024 to January 15, 2027.
A total of 4(A) meetings of the Remuneration Committee were held during the most recent fiscal year
| Title | Name | Attendance in Person (B) | By Proxy | Attendance rate (%) (B/A) | Note |
|---|---|---|---|---|---|
| Convener | HSU Wen-Kuan | 3 | - | 100% | |
| Member | TSAO Mihn | 3 | - | 100% | |
| Member | LIN Hui-Ping | 3 | - | 100% | |
| Member | HUANG Kuo-Ming | 2 | 1 | 66.67% | |
| Other mentionable items a. If board of directors declined to adopt, or modified, a recommendation of the remuneration committee, the dates of meetings, sessions, contents of motions, resolutions of the Board Meeting and the Company's response to remuneration committee' opinion should be specified (If the remuneration passed by board of directors exceeds the recommendation of the remuneration committee, the circumstances and cause for the difference shall be specified): None. b. If there are objections or reservations to any discussion matters or extraordinary motions expressed by any member of the Committee, recorded or provided in written forms, the dates of meetings, sessions, contents of motions, all members' opinion and the Company's response to members' opinion should be specified: None. |
- The state of operations of the Nominating Committee : The Company has not yet established a Nomination Committee.
- The state of the Company's promotion of sustainable development, any variance from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies, and the reason for any such variance
| Promotion Item | Implementation Status | Deviations from "Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies" and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| 1. Does the Company establish a governance structure to promote sustainable development, and set up a dedicated (part-time) unit to promote sustainable development, which is authorized by the board of directors to handle senior management, and supervised by the board of directors? | ✓ | The Company established the Sustainable Development Committee under the Board of Directors on March 13, 2025. Three directors (including independent directors) were appointed as members, with an independent director as the convener. A part-time Sustainability Task Force handles execution. On August 27, 2025, the Company's 2024 Sustainability Report was discussed and approved, and subsequently submitted to the Board of Directors for resolution. | None | |
| 2. Does the Company conduct risk assessments on environmental, social, and corporate governance issues related to its operations in accordance with the materiality principle, and implement relevant risk management policies or strategies? | ✓ | The Company has conducted ESG risk assessments based on the principle of materiality and formulated a Sustainability Policy, which has been approved by the Board. | None | |
| 3. Environmental Issues(1)Does the Company set up an environmental management system that suits the nature of industry? | ✓ | Environmental management complies with local EHS regulations at production sites. The Company has adopted Sustainability Best Practice Principles and obtained ISO 14001 certification to manage and reduce environmental impact. | None | |
| (2)Does the Company dedicate itself to improve the efficiency of all kinds of resources and use the renewable materials that impact on the environment less? | ✓ | The Company primarily uses recycled PET bottles or their derivatives as raw materials in its production units, resulting in low environmental impact. | None | |
| (3)Does the Company assess the potential risks and opportunities of climate change for its current and future operations and undertake response measures with respect to climate change? | ✓ | The Company remains attentive to the effects of climate change on its operations and actively improves resource efficiency and reduces waste to address global climate challenges. | None | |
| (4)Does the Company count the GHG emissions, water consumption and waste volume | ✓ | The Company has commissioned an independent third-party consultant to assist with the greenhouse gas (GHG) inventory. | None |
| Promotion Item | Implementation Status | Deviations from "Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies" and reasons |
|---|---|---|
| Yes | No | Summary Statement |
| over the past two years, and establish the policies for the reduction of the GHG emissions and water consumption or other waste management strategies? | ||
| Region | Scope | Annual Emissions (Tons CO2e) |
| 2025 | 2024 | |
| Region | Scope 1 | 8,294.09 |
| Scope 2 | 18,548.35 | 18,766.74 |
| Total | 26,842.44 | 28,752.44 |
| ● Water Consumption | ||
| Item | 2025 | 2024 |
| Water Consumption (Metric Tons (t)) | 262,669 | 226,374 |
| Water Intensity | 54.84 | 41.58 |
| ● Total Waste Weight | ||
| Item | 2025 | 2024 |
| Total Weight of Waste (Tons) | 2,561.72 | 2,542.59 |
| 4. Social issues (1)Does the Company formulate management policies and procedures in accordance with relevant regulations as well as International Covenant on Human Rights? | ✓ | |
| (2)Does the Company establish and deliver reasonable employee welfare programs (including salary, compensated absences, and other benefits) and adjust employee compensation in relation to business performance? | ✓ | |
| (3)Does the Company provide employees with a safe and | ✓ |
| Promotion Item | Implementation Status | | | Deviations from
“Sustainable
Development Best
Practice Principles
for TWSE/TPEx
Listed Companies”
and reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Summary Statement | |
| healthy working environment as well as the regular tutorials regarding the knowledge of safety and health? | | | healthy working environment, including necessary health and first aid facilities, and is committed to minimizing hazards that may impact employee safety and health to prevent occupational accidents.
-
Regular safety and health training is provided for employees. The Company continues to strengthen its safety culture, enhance protective management for operational staff, and allocate resources to achieve a zero-accident workplace.
-
Occupational Injury Statistics and Improvements (Current Year):
(A) Number of occupational injury cases: 11
(B) Number of employees affected: 11
(C) Percentage of affected employees: 1.57%
(D) Improvement Measures: Regular workplace safety training is provided to build awareness and proper safety practices among employees. -
Fire Incident Statistics and Response Measures (Current Year):
(A) Number of fire incidents: 0
(B) Number of casualties: 0
(C) Casualties as a percentage of total employees: 0%
(D) Response Measures:
a. Regular fire evacuation drills
b. Periodic inspection of firefighting equipment and evacuation routes to ensure effective emergency response | |
| (4)Does the Company draw up workable plans of vocational | ☑ | | The Company conducts annual promotion assessments to encourage employee | None |
| Promotion Item | Implementation Status | Deviations from “Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| skills development for employees? | development. Promotion ratios are set based on future business plans, strategic talent planning, and succession needs. Employees with outstanding performance are promoted accordingly, and exceptional contributors may receive special promotions. Relevant training programs are also provided to support career development. | |||
| (5)Does the Company comply with relevant regulations and international standards regarding customer health and safety, right to privacy, marketing and labeling of its products and services and set up relevant consumer or client protection policies and complaint procedures? | ☑ | The Company complies with applicable laws and international standards in the provision of products and services. It maintains effective communication with suppliers and customers, and offers a transparent and efficient customer complaint mechanism. | None | |
| (6)Does the Company formulate supplier management policies that require suppliers to comply with relevant regulations on environmental protection, occupational safety and health, and labor rights and request their reporting on the implementation of such issues? | ☑ | On environmental protection, occupational health and safety, and labor rights, the Company sets clear expectations for suppliers. It has obtained ISO 14001 certification and implements an environmental management system to reduce environmental impact and enhance organizational performance, balancing environmental, social, and economic goals. | None | |
| 5. Does the Company publish its sustainability report in accordance with the internationally accepted reporting standards or guidelines for compiling reports on non-financial information? Is this report assured or verified by a neutral third party? | ☑ | The Company's 2025 Sustainability Report has been prepared in accordance with the GRI Standards 2021 published by the Global Reporting Initiative (GRI). | None | |
| 6. If the Company has established sustainable development principles based on “Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies,” please describe any discrepancy between the principles and their implementation:None | ||||
| 7. Other important information to facilitate better understanding of the Company’s Sustainability Development practices: Please refer to Boretech’s Sustainability Development website for more details |
Climate-related information of TWSE and TPEx listed companies
- Climate-Related Implementation Status
| Item | Implementation status: | ||||
|---|---|---|---|---|---|
| 1. Describe the supervision and governance of climate-related risks and opportunities by the Board of Directors and management. | 寶綠特集團氣候變遷相關討論與管理,係由在董事會下設立之功能性委員會-「永續發展管理委員會」統籌企業永續發展及氣候變遷相關議題,並針對氣候相關風險與機會進行辨識與評估,向董事會提出管理報告以供決策參考。 | ||||
| 2. Describe how identified climate risks and opportunities affect the business, strategy, and finances of the company in the short, medium, and long term. | The climate risks and opportunities identified through internal preliminary assessment are as follows: | ||||
| Risks/opportunities category | Item | Risks (opportunities) topic | Impact description | Potential financial impacts | |
| Transformation risks | Policy, laws and regulations | Stricter Environmental Regulations & Rising Carbon Costs | -Increased environmental investment due to customer and regulatory demands. | ||
| -Higher operational costs from carbon emission management. | Rising operational costs | ||||
| Market and technology | Shift to Low-Carbon Tech & Additional Transition Investment | -Rising technical demands driven by shifting market preferences toward a low-carbon economy. | |||
| -Risk of declining profits if technology upgrades lag. | |||||
| -Risk of current equipment obsolescence and intensified competition. | Rising operational costs | ||||
| Physical risk | Urgency | Rising severity of extreme weather events | Water scarcity leading to operational pressures and impacts, coupled with increased frequency and severity of heavy rainfall and floods, causing data center | Increasing capital expenditures and operating costs |
42
| Item | Implementation status: | |||||
|---|---|---|---|---|---|---|
| equipment failure and service disruptions. | ||||||
| Long-term nature | Sea level rise | The global rise in sea levels floods low-lying areas, causing asset damage. | Increasing capital expenditures | |||
| Rising average temperature | Rising temperatures lead to increased electricity consumption. | Rising operational costs | ||||
| Opportunities | Product/service | Rising Green Product Sales under Eco-Trends | Growing market demand for Boretech's recycled products driven by policies encouraging plastic recycling. | Increasing revenue | ||
| Resilience | Positive Corporate Image | Boretech's focus on recycled products enhances corporate image, helping secure more customer business opportunities. | Increasing revenue | |||
| Resource Efficiency & Energy Sources | Promoting green, low-carbon production. | Mitigating GHG emission risks and reducing sensitivity to carbon price volatility. | Increasing capital expenditures and operating costs | |||
| 3. Description of the financial impact of extreme weather events and transformational actions. | Description of the financial impact of extreme weather events is as follows:The rise in average temperatures may increase electricity consumption for air conditioning in factory and office areas, and may lead to shutdowns due to heatwaves, resulting in increased operating costs upon evaluation.The increase in extreme weather events such as typhoons and floods may cause damage to factory premises or widespread disruptions in transportation, affecting supply chains and customer interests. Upon assessment, this could result in financial losses | |||||
| 4. Describe how the process of identifying, assessing, and managing climate risks is integrated into the overall risk management system. | The Company has established a risk management policy and procedures, which include sustainability risks among the assessed risk items. |
| Item | Implementation status: |
|---|---|
| 5. If utilizing scenario analysis to assess resilience to climate change risks, it's important to outline the scenario, parameters, assumptions, analysis factors, and the primary financial impacts involved. | Potential Climate Change Scenario Analysis and Assessment Subsequent execution and evaluation remain pending. |
| 6. If there is a transformation plan to manage climate-related risks, please explain the contents of the plan, as well as the indicators and objectives used to identify and manage physical and transition risks. | R&D, Innovation, and Clean Tech Development: Planning for new products and services remains continuously focused on energy efficiency and carbon emission monitoring. Boretech continues to leverage technical innovation as its core driving force, enhancing resource regeneration and recycling efficiency. We systematically optimize recycling processes and equipment—spanning front-end sorting, mid-stage washing, and back-end high-value recycled material applications—to build a comprehensive circular economy framework. Concurrently, we actively invest in carbon footprint management, energy efficiency upgrades, water recycling, and waste reduction, successfully minimizing overall environmental impact through technical advancement and management optimization. |
| 7. If internal carbon pricing is used as a planning tool, it's important to explain the basis for price determination. | The Company does not currently utilize internal carbon pricing as a planning tool, thus it is not applicable. |
| 8. If there are climate-related goals set, it should be explained which activities are covered, the scope of greenhouse gas emissions, the planning timeframe, progress achieved annually, etc. If carbon offsets or Renewable Energy Certificates (RECs) are used to achieve these goals, it should be clarified where the offset carbon credits come from and their quantity, or the quantity of RECs used. | After completing the greenhouse gas inventory certification in 2026, the Company will further assess and set relevant subsequent goals. |
| 9. The greenhouse gas inventory and verification status, along with reduction targets, strategies, and specific action plans, are currently being developed and will be provided once finalized. | In accordance with the Sustainable Development Roadmap timeline, the Company will complete the relevant greenhouse gas inventories by the end of 2026, after which we will evaluate reduction targets, strategies, and specific concrete action plans. |
1-1 The greenhouse gas inventory and verification status for the past two years:
1-1-1 Greenhouse Gas Inventory Information:
| Year | Scope 1 + 2 Emissions (Metric Tons of CO2e) | Intensity (Metric Tons of CO2e / Revenue in Million NT$) | Scope |
|---|---|---|---|
| 2025 | 26,842.44 | 5.60 | Zhejiang Anshun, Zhejiang Boretech, and Boretech Taiwan |
| 2024 | 28,752.43 | 5.28 | Zhejiang Anshun, Zhejiang Boretech, and Boretech Taiwan |
1-1-2 Greenhouse Gas Assurance Information:
| Description of the assurance status for the most recent two years as of the report publication date, including the assurance scope, assurance body, assurance standards, and assurance opinion |
| --- |
| The greenhouse gas emission assurance status for each subsidiary over the past two years is as follows:
Zhejiang Anshun: Verification and assurance procedures were performed by Intertek Testing Services Ltd., Shanghai in accordance with ISO 14064-3:2019, and a reasonable assurance opinion was issued.
Zhejiang Boretech: Verification and assurance procedures were performed by SGS-CSTC Standards Technical Services Co., Ltd. in accordance with ISO 14064-3:2019, and a reasonable assurance opinion was issued. |
- Implementation of Ethical Corporate Management and Deviations from "Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies" and reasons
| Evaluation Item | Implementation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| 1. Establishment of ethical corporate management policies and programs | ||||
| (1) Does the Company formulate an integrity management policy approved by the board of directors, and clearly state the policies and practices of integrity management in the regulations and external documents, and the commitment of the board of directors and senior management to actively implement the business policy? | ||||
| (2) Does the Company has established an evaluation mechanism for the risk of unethical behaviors, regularly analyzes and evaluates business activities with a higher risk of unethical behaviors in the business scope, and establish appropriate precautions against high-potential unethical conducts or listed activities stated in Article 2, Paragraph 7 of the Ethical Corporate Management BestPractice Principles for | ✓ | (1) The Company has established relevant internal regulations, including the Ethical Corporate Management Best Practice Principles, the Procedures for Ethical Management and Guidelines for Conduct, and the Code of Ethical Conduct, to govern all business activities under the principle of integrity. The Board of Directors and senior management are committed to fully implementing ethical business practices. | ||
| (2) The Company’s Procedures for Ethical Management and Guidelines for Conduct explicitly require regular analysis and assessment of risks related to unethical conduct within its business scope. Based on the results, the Company develops prevention plans, which include preventive measures aligned with Article 7, Paragraph 2 of the “Ethical Corporate | None | |||
| 2. The process of the evaluation of the business practices and procedures of the employees and employees of the company, and the process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company. The process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company is based on the following: (1) The process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company. (2) The process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company. (3) The process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company. (4) The process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company. (5) The process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company. (6) The process of the evaluation of the performance of the procedures | ✓ | the process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company. The process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company. The process of the evaluation of the performance of the procedures and procedures of the employees and employees of the company. The process of the evaluation of the performance of the procedures |
| Evaluation Item | Implementation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| TWSE/TPEx Listed Companies? |
(3) Does the Company establish policies to prevent unethical conduct with clear statements regarding relevant procedures, guidelines of conduct, punishment for violation, rules of appeal, and the commitment to implement the policies regularly? | | | Management Best Practice Principles for TWSE/TPEx Listed Companies.”
(3)The Company’s established procedures and guidelines define prevention plans against unethical behavior, including clear operational procedures, conduct guidelines, disciplinary actions for violations, and a complaint mechanism, all of which are effectively implemented. | |
| 2. Fulfill operations integrity policy
(1) Does the Company evaluate business partners’ ethical records and include ethics-related clauses in business contracts?
(2) Does the Company establish an ethical management dedicated unit supervised by the Board to be in charge of corporate integrity and regularly (at least once a year) report to the board of directors? | ☑ | | (1)The Company has established an evaluation mechanism for its suppliers and contractors to ensure responsible business practices.
(2)To implement ethical corporate management, the Company has formulated the “Procedures for Ethical Management and Guidelines for Conduct”, designating the Human Resources Department as the dedicated unit responsible for assessing and investigating any violations. In the event of a major breach, the matter may be reported to the Board of Directors immediately. | None |
47
| Evaluation Item | Implementation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| (3) Does the Company establish policies to prevent conflicts of interest and provide appropriate communication channels, and implement it? | (3) The “Procedures for Ethical Management and Guidelines for Conduct” and the “Code of Ethical Conduct” clearly stipulate conflict of interest prevention policies and operating procedures applicable to all levels of personnel. Appropriate reporting channels are in place and are effectively enforced. | |||
| (4) Has the Company established effective systems for both accounting and internal control to facilitate ethical corporate management? Has the internal audit unit formulated relevant audit plans based on the results of the assessment of the risk of unethical behavior and audited the compliance of ethical corporate management accordingly? Or the Company entrusts CPAs to perform the audit? | (4)The Company maintains a sound accounting system and internal control system. In addition to external audits conducted by certified public accountants, the internal audit department performs regular and ad hoc audits in accordance with relevant regulations. | |||
| (5) Does the Company regularly hold internal and external educational trainings on operational integrity? | (5)The Company promotes ethical business practices through onboarding training, internal meetings, and periodic educational programs to raise employee awareness of ethical standards and policies. | |||
| 3. Operation of the integrity channel | ☑ | None |
| Evaluation Item | Implementation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| (1)Does the Company establish both a reward/punishment system and an integrity hotline? Can the accused be reached by an appropriate person for follow-up? | (1) Article 6 of the Company’s “Procedures for Ethical Management and Guidelines for Conduct” provides mechanisms to encourage both internal and external parties to report unethical or improper conduct. A clear whistleblowing procedure is established therein. | |||
| (2)Does the Company establish standard operating procedures for confidential reporting on investigating accusation cases, follow-up measures after investigations are completed and confidentiality mechanism? | (2) The Company has formulated standard operating procedures for investigating reported cases. All reports and subsequent investigations are handled with strict confidentiality and due diligence. | |||
| (3)Does the Company provide proper whistleblower protection? | (3) In line with the above, the Company ensures the confidentiality of whistleblowers’ identities and the content of reports, and is committed to protecting whistleblowers from any form of improper treatment or retaliation. | |||
| 4. Strengthening information disclosure | ||||
| Does the Company disclose its ethical corporate management policies and the results of its implementation on the Company’s website and MOPS? | ☑ | The Company discloses information related to the implementation of ethical corporate management through its official website. Relevant details are provided in the Corporate Governance section of the website. | None |
| Evaluation Item | Implementation Status | Deviations from “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary Statement | ||
| 5. If the Company has established its own ethical corporate principles based on “Ethical Corporate Management Best Practice Principles for TWSE/GTSMListed Companies”, please describe the difference between operation practice and the ethical corporate principles:None. | ||||
| 6. Other important information to facilitate understanding of the Company’s good faith management implementation : None. |
- Other Important Information Regarding Corporate Governance: Please refer to the Corporate Governance section on the Company's official website.
- Internal Control System
A. Statement of Internal Control System
賈綠特資源再生工程股份有限公司
內部控制制度聲明書
日期:2026年3月6日
本公司西元2025年度之內部控制制度,依據自行評估的結果,謹聲明如下:
一、本公司確知建立、實施和維護內部控制制度係本公司董事會及經理人之責任,本公司業已建立此一制度。其目的係在對營運之效果及效率(含獲利、績效及保障資產安全等)、報導具可靠性、及時性、透明性及符合相關規範暨相關法令規章之遵循等目標的達成,提供合理的確保。
二、內部控制制度有其先天限制,不論設計如何完善,有效之內部控制制度亦僅能對上述三項目標之達成提供合理的確保;而且,由於環境、情況之改變,內部控制制度之有效性可能隨之改變。惟本公司之內部控制制度設有自我監督之機制,缺失一經辨認,本公司即採取更正之行動。
三、本公司係依據「公開發行公司建立內部控制制度處理準則」(以下簡稱「處理準則」)規定之內部控制制度有效性之判斷項目,判斷內部控制制度之設計及執行是否有效。該「處理準則」所採用之內部控制制度判斷項目,係為依管理控制之過程,將內部控制制度劃分為五個組成要素:1.控制環境,2風險評估及回應,3.控制作業,4.資訊及溝通,及5.監督。每個組成要素又包括若干項目。前述項目請參見「處理準則」之規定。
四、本公司業已採用上述內部控制制度判斷項目,評估內部控制制度之設計及執行的有效性。
五、本公司基於前項評估結果,認為本公司於西元2025年12月31日的內部控制制度(含對子公司之監督與管理),包括瞭解營運之效果及效率目標達成之程度、報導係屬可靠、及時、透明及符合相關規範暨相關法令規章之遵循有關的內部控制制度等之設計及執行係屬有效,其能合理確保上述目標之達成。
六、本聲明書將成為本公司年報及公開說明書之主要內容,並對外公開。上述公開之內容如有虛偽、隱匿等不法情事,將涉及證券交易法第二十條、第三十二條、第一百七十一條及第一百七十四條等之法律責任。
七、本聲明書業經本公司西元2025年3月6日董事會通過,出席董事8人中,有0人持反對意見,餘均同意本聲明書之內容,併此聲明。

B. CPA's internal control special audit report: Please refer to MOPS : Public Information Observatory> Single Company > Corporate Governance > Company Regulations/Internal Control > Internal Control Project Review Report. https://mops.twse.com.tw/mops/#/web/t06hsg20
10. Major Resolutions of Shareholders' Meeting and Board Meetings
A. Major resolutions of General (Extraordinary) Shareholders' Meeting of Year 2025
| Date | Resolutions of Shareholders' Meeting | Action Arisen |
|---|---|---|
| 2025/06/23 Annual General Meeting | 1 · Adoption of the Company's 2024 Business Report and Consolidated Financial Statements. | Implemented accordingly. |
| 2 · Adoption of the Company's distribution plan of 2024 earnings. (Distribute cash dividend TWD 3.96311412 per share) | The ex-dividend record date was on July 26, 2025, and paid on August 18, 2025. | |
| 3 · Approval of the amendment to the Company's "Amended and Restated Memorandum and Articles of Association". | Effective immediately upon approval. | |
| 4 · Approval of the amendment to the Company's "Operational Procedures for Loaning Funds to Others". | Effective immediately upon approval. |
B. Major resolutions of the Board Meeting in recent years until the annual report being published:
| Date | Major resolutions of the Board Meeting |
|---|---|
| 2025.03.13 | Appointment of CPAs Hsu, Ming-Chuan and Tien, Chung-Yu for 2025 financial report audits, and CPA Hsu, Lin-Shun for internal control system audit. |
| Proposal for the 2024 Financial Statements. | |
| Proposal for the 2024 Business Report. | |
| Proposal for the 2024 Internal Control System Statement. | |
| Proposal for the 2024 Earnings Distribution. | |
| Endorsement and Guarantee for subsidiary BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. | |
| Loan of funds to subsidiary BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. | |
| Amendment to the Company's "Memorandum and Articles of Association." | |
| Review of the Company's 2024 Board Performance Evaluation | |
| Review of the Company's 2024 Director Compensation | |
| Review of the Company's 2024 Managerial Compensation | |
| Resolution on the Convening of the Company's 2025 Annual General Meeting | |
| 2025.05.12 | Proposal for the 2025 Q1 and 2024 Q1 Financial Statements. |
| Amendment to the "Procedures for Lending Funds to Other Parties." | |
| Amendment to "Procedures for Lending Funds to Other Parties" for BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. | |
| Amendment to "Procedures for Lending Funds to Other Parties" for ZHEJIANG ANSHUN PETTECHS FIBER CO., LTD. | |
| Amendment to "Procedures for Lending Funds to Other Parties" for ZHEJIANG BORETECH ENVIRONMENTAL ENGINEERING CO., LTD. |
| Date | Major resolutions of the Board Meeting |
|---|---|
| 2025.08.27 | Adoption of "Points for Implementing Director Continuing Education" and "Regulations for Corporate Shareholders with Controlling Power." |
| Resolution on the Appointment of the Company's Spokesperson and Acting Spokesperson | |
| Ratification of the Company’s Chief Internal Auditor. | |
| Appointment of the Company’s Chief Information Security Officer. | |
| 2025.08.27 | Proposal for the 2025 Q2 and 2024 Q2 Financial Reports. |
| Investment to establish a new company in Pinghu and capital increase via earnings for ZHEJIANG BORETECH ENVIRONMENTAL ENGINEERING CO., LTD. | |
| Resolution on the Appointment of the Company's Spokesperson and Acting Spokesperson | |
| 2025.11.12 | Proposal for the 2025 Q3 Financial Statements. |
| Appointment of the Company’s R&D Executive Officer. | |
| 2025.12.17 | 2026 Annual Operating Budget and Operating Plan. |
| Amendment to "Rules of Procedure for Board of Directors Meetings" and "Audit Committee Charter." | |
| Resolution on the Company's Managerial Compensation | |
| 2025/12/26 | 2026 Internal Audit Plan for the Company and its subsidiaries. |
| 2026.03.06 | Resolution on the Distribution of the Company's 2025 Employee and Director Compensation |
| Resolution on the Company's 2025 Unaudited Financial Information | |
| Resolution on the Company's 2025 Business Report | |
| Resolution on the Company's 2025 Earnings Distribution | |
| Resolution on the Company's 2025 Statement of Internal Control System | |
| Resolution on the Assessment of the Independence and Competency of the Company's 2025 Attesting CPAs | |
| Resolution on the Appointment of the Company's 2026 Attesting CPAs | |
| Resolution on the Amendments to the Company's 2026 Audit Plan | |
| Review of the Company's 2025 Board Performance Evaluation | |
| Review of the Company's 2025 Director Compensation | |
| Review of the Company's 2025 Managerial Compensation | |
| Resolution on the Proposed Full Re-election of Directors (Including Independent Directors) | |
| Resolution on the Acceptance of Nominations and the List of Candidates for Directors (Including Independent Directors) | |
| Resolution on Releasing the Newly Appointed Directors and Their Representatives from Non-Compete Restrictions | |
| Resolution on the Amendments to the Company's Memorandum and Articles of Association | |
| Resolution on the Convening of the Company's 2026 Annual General Meeting |
- Major Issues of Record or Written Statements Made by Any Director or Supervisor Dissenting to Important Resolutions Passed by Board of Directors: None.
v \ Information on Attesting CPA's Fees
Unit: TWD thousands
| Accounting Firm | Name of CPA | Audit Period | Audit Fee | Non-audit Fee | Total | Note |
|---|---|---|---|---|---|---|
| PriceWater HouseCoopers | HSU, MING-CHUAN TIEN, CHUNG-YU | 2025.01.01~2025.12.31 | 7,000 | 2,000 | 9,000 | Non-Audit Services:*IPO internal control review project' |
vi $\cdot$ Alternation of CPA: None.
vii $\cdot$ The Company's Chairman, President and Managerial Officer in charge of Finance or Accounting matters has held a position within CTCI's CPA firm or its affiliated enterprise in the most recent year: None.
viii $\cdot$ Changes in Shareholding of Directors, Managers and Major Shareholders
(1) Changes in Shareholding of Directors, Managers and Major Shareholders
| Title | Name | 2025 | As of April 30, 2026 | ||
|---|---|---|---|---|---|
| Holding Increase (Decrease) | Pledged Holding Increase (Decrease) | Holding Increase (Decrease) | Pledged Holding Increase (Decrease) | ||
| Chairman & CEO | OU Che-Wen | — | — | — | — |
| Director & Major Shareholders | BRAINTREE INDUSTRIES LIMITED Rep. KO Yung-Chun | — | — | — | — |
| Director & Major Shareholders | GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C. Rep. OU Po-Hao | (100,000) | — | — | — |
| Director & Major Shareholders | ECOVE Environment Corporation | (2,000) | — | (40,000) | — |
| Independent Director | HSU Wen-Kuan | — | — | — | — |
| Independent Director | TSAO Mihn | — | — | — | — |
| Independent Director | LIN Hui-Ping | — | — | — | — |
| Independent Director | HUANG Kuo-Ming | — | — | — | — |
| Managerial Officers | LIN, YU-CHUN | — | — | — | — |
| Managerial Officers | CHEN,BO-CANG (Note1) | 5,000 | — | — | — |
| Managerial Officers | CHENG,TSUNG-YUAN (Note1) | 2,000 | — | — | — |
| Managerial Officers | YEH,CHIH-FU (Note2) | — | — | — | — |
Note1: On board on May 12, 2025, and disclose the information during her tenure of office only.
Note2 : On board on November 12, 2025, and disclose the information during her tenure of office only.
(2) Shares Trading with Related Parties of Directors, Managers and Major Shareholders : None.
(3) Shares Pledge with Related Parties of Directors, Managers and Major Shareholders : None.
ix Relationship among the Top Ten Shareholders
April 25, 2026
| Name | Shareholding | Spouse & Minor | Shareholding by Nominee Arrangement | The relationship between any of the Company's Top Ten Shareholders | Note | ||||
|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Name | Relation | ||
| Braintree Industries Limited | 22,905,914 | 30.89 | - | - | - | - | Guang Shun Pettechs Fibre Industry L.L.C. | Two corporate shareholders' chairmen: father and son | - |
| Rep. OU Che-Wen | - | - | 1,678,317 | 2.26 | 15,104,847 | 20.37 | Braintree Industries Limited | The company's chairman | - |
| Guang Shun Pettechs Fibre Industry L.L.C. | 13,832,371 | 18.65 | - | - | - | - | Braintree Industries Limited | Two corporate shareholders' chairmen: father and son | - |
| Rep. OU Po-Hao | - | - | - | - | 10,134,978 | 13.67 | Guang Shun Pettechs Fibre Industry L.L.C. | The company's chairman | - |
| ECOVE Environment Corporation | 11,997,903 | 16.18 | - | - | - | - | CTCI Machinery Corporation | Sibling Companies | - |
| Rep. LIAO, C. C. | Data unavailable | ||||||||
| CTCI Machinery Corporation | 6,003,951 | 8.10 | - | - | - | - | ECOVE Environment Corporation | Sibling Companies | - |
| Rep. TAN, Y. P. | Data unavailable | ||||||||
| Yuanta Securities Co., Ltd., custodian for Target Art International Ltd. investment account | 2,465,194 | 3.32 | - | - | - | - | - | - | - |
| Hedging Account for Derivative Products, Taishin Securities Co., Ltd. | 1,324,000 | 1.79 | - | - | - | - | - | - | - |
| Cheng, C. C. | 1,232,000 | 1.66 | - | - | - | - | - | - | - |
| Industrial Technology Investment Corporation | 1,215,000 | 1.64 | - | - | - | - | - | - | - |
| Rep. LIU, W. H. | Data unavailable | ||||||||
| Abico Asia Excelsior Partners Lp | 1,165,000 | 1.57 | - | - | - | - | - | - | - |
| Rep. Excelsior Capital Management Co., Ltd. | Data unavailable | ||||||||
| Mega International Commercial Bank Co., Ltd. | 960,000 | 1.30 | - | - | - | - | - | - | - |
| Rep. TUNG, J. P. | Data unavailable |
Note : The information recorded on the shareholders books as of the latest book closure date (April 25, 2026) of the Company.
x Combined shareholding by the Company, its directors, independent directors, managers, and controlled entities in the same investee: None.
IV. Capital and Shares
i. Source of Capital
A. Issued Shares
April 30, 2026; Unit: Before capital restructuring: shares; USD; After capital restructuring: shares; NTD
| Year/Month | Issue Value (TWD) | Authorized Capital | Paid-in Capital | Note | ||||
|---|---|---|---|---|---|---|---|---|
| Shares | Amount (TWD) | Shares | Amount (TWD) | Sources of Capital | Capital Increased by Assets Other than Cash | Other | ||
| 2021/4 | 10 | 330,000,000 | 3,300,000,000 | 60,199,512 | 601,995,120 | Restructuring (Note) | — | Note1 |
| 2022/9 | 10 | 330,000,000 | 3,300,000,000 | 65,199,512 | 651,995,120 | Cash | — | Note2 |
| 2025/3 | 10 | 330,000,000 | 3,300,000,000 | 73,899,512 | 738,995,120 | Cash | — | Note3 |
| 2025/3 | 10 | 330,000,000 | 3,300,000,000 | 74,116,512 | 741,165,120 | ESOP | — | Note4 |
| 2025/9 | 10 | 330,000,000 | 3,300,000,000 | 74,119,512 | 741,195,120 | ESOP | — | Note4 |
| 2026/3 | 10 | 330,000,000 | 3,300,000,000 | 74,151,512 | 741,515,120 | ESOP | — | Note4 |
Note1: On March 3, 2021, the Board of Directors resolved to convert each share with a par value of USD 0.3 into 0.903 shares with a par value of NTD 10. The shareholding ratio of existing shareholders remained unchanged after the conversion.
Note2: Board approved a 5,000,000-share cash capital increase on Mar 29, 2022. Regulatory approval not required as it was prior to public offering.
Note3: TWSE Letter No. 11317050211 dated Nov 22, 2024
Note4: TWSE Letter No. 1131705021 dated Nov 22, 2024
B. Type of Stock
April 30, 2026
| Share Type | Authorized Capital | Note | ||
|---|---|---|---|---|
| Issued Shares | Un-issued Shares | Total Shares | ||
| Common Share | 74,151,512 | 255,848,488 | 330,000,000 | Note1 |
Note1: The Company is listed on the Taiwan Stock Exchange.
Note2: The par value of the Company's common shares is NTD 10 per share.
C. List of Major Shareholders
April 25, 2026
| Shareholder's Name | Shares | % |
|---|---|---|
| BRAINTREE INDUSTRIES LIMITED | 22,905,914 | 30.89 |
| GUANG SHUN PETTECHS FIBRE INDUSTRY L.L.C. | 13,832,371 | 18.65 |
| ECOVE Environment Corporation | 11,997,903 | 16.18 |
| CTCI Machinery Corporation | 6,003,951 | 8.10 |
| Yuanta Securities Co., Ltd., custodian for Target Art International Ltd. investment account | 2,465,194 | 3.32 |
| Hedging Account for Derivative Products, Taishin Securities Co., Ltd. | 1,324,000 | 1.79 |
| Cheng, C. C. | 1,232,000 | 1.66 |
| Industrial Technology Investment Corporation | 1,215,000 | 1.64 |
| Abico Asia Excelsior Partners Lp | 1,165,000 | 1.57 |
| Mega International Commercial Bank Co., Ltd. | 960,000 | 1.29 |
Note: The information recorded on the shareholders books as of the latest book closure date (April 25, 2026) of the Company.
D. Dividend Policy and Implementation Status
- Dividend Policies under Articles of Incorporation
The Company adopts a residual dividend policy. After paying all taxes, offsetting accumulated losses (including prior-year losses and adjustments to undistributed earnings, if any), and setting aside the statutory reserve as required (unless it has reached the Company’s paid-in capital), as well as a special reserve (if applicable), the remaining distributable earnings (including any reversed special reserves) may be distributed upon resolution by the shareholders’ meeting.
Dividends shall not be less than 30% of distributable earnings, which may also include all or part of accumulated undistributed earnings from prior years as approved by the shareholders’ meeting. At least 10% of total dividends must be paid in cash. The Board of Directors shall propose the dividend distribution plan and submit it to the shareholders’ meeting for approval.
- Proposed Distribution of Dividend: Cash dividend: As of April 30, 2026, the proposed 2025 distribution of earnings of shareholders’ dividends is set to be distributed as an all cash dividend of TWD 2.42210661 per share.
E. Impact of Stock Dividend Distribution on Business Performance, EPS and Return on Investment: None.
F. Employee and Directors' Remuneration
- Information Relating to Employee and Directors’ Remuneration in the Articles of Incorporation
During the Relevant Period, subject to the Law, the Applicable Listing Rules and these Articles, where the Company has annual profits at the end of a financial year, upon the approval of a majority of the Directors present at a meeting attended by at least two-thirds or more of the total number of the Directors, the Company may distribute not less than three percent (3%) and not more than ten percent (10%) of the profits for such year to the Employees as the Employees’ compensation in the form of shares and/or in cash and may distribute not more than two percent (2%) hereof to the Directors as the Directors’ compensation, provided, however, that the total amount of accumulated losses of the Company (including adjusted undistributed profits) shall be reserved from the said profits in advance, and the Company shall distribute the remaining balance thereof to the Employees and Directors in the proportion set out above. A report of such distribution of Employee and Directors’ compensation shall be submitted to the general meeting of the Company. Except otherwise set forth by the Applicable Listing Rules, any Directors’ compensation shall not be paid in the form of shares. The term "annual profits" as used herein shall mean the annual profits for such year before tax without
57
deducting the amount of compensation distributed to the Employees and Directors as prescribed.
- The estimation basis on remuneration to Employees and Directors, the calculating basis on the number of shares for share bonus and accounting treatment for the differences between the actual distributing amounts and estimations
Per the Articles of Association, during the listing period, if the Company is profitable, and with Board approval (two-thirds attendance and majority consent), 1%–3% of profit may be allocated to employees and up to 2% to directors, in shares and/or cash.
Any difference between accrued and actual amounts will be:
Adjusted in the current year if before financial statements are approved, or
Treated as a change in accounting estimate if after approval, and adjusted in the following year.
- Profit Distribution of Year 2025 Approved in Board of Directors Meeting for Employee and Directors' Remuneration
(1) Based on the company's 2025 profitability, employee compensation of NT$3,369,872 (1%) and director compensation of NT$1,000,000 (0.3%) will be distributed in cash, with no difference from the expenses recognized in 2025.
(2) Amount of employee and director/supervisor compensation distributed in cash or shares; if different from accrued amount, disclose difference, reason, and treatment: None.
(3) Ratio of stock-based employee compensation to total net income and total employee compensation: None.
-
Report to shareholders on distribution and outcome of compensation: None.
-
In the case of any differences between the actual distribution of employees' remuneration and directors' remuneration and the estimated amount, please state the accounting treatment of the discrepancy: None.
G. Buyback of Treasury Stock: None.
H. Corporate Bonds: None.
I. Preferred Shares: None.
J. Global Depository Receipts: None.
58
K. Employee Stock Options
1. Issuance of Employee Stock Options
| Type of Stock Option | 1^{th} ESOP |
|---|---|
| Effective Date by Regulatory Agency and Total Units | Note |
| Issue date | 2023/1/1 |
| Duration | 5 years |
| Units issued | 1,891,000 Units |
| Units unissued | — |
| Option shares to be issued as a percentage of outstanding shares | 2.55% |
| Subscription Period | From the vesting date until the end of the exercise period |
| Conversion measures | Issue new common share. |
| Conditional conversion periods and percentages | The option holder may exercise up to 100% of the granted options after four years from the grant date. |
| Number of share exercised | 252,000 Shares |
| Amount of exercised options | TWD 8,010,800 |
| Amount of share exercised | 1,639,000 Shares |
| Exercise price for unexercised shares | TWD 30.48 |
| Ratio of unexercised shares to the total issued shares | 2.21% |
| Impact on possible dilution of shareholdings | This issuance of stock options aims to attract and retain key talent, motivate employees, and strengthen cohesion, thereby creating value for the Company and its shareholders. It is expected to have a positive impact on shareholder interests. |
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April 30, 2026
- List of Executives Receiving Employee Stock Options and the Top 10 Employees
| Title | Name | No. of Option Shares | Option Shares as a Percentage of Shares issued | Exercised | Unexercised | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. of Shares Converted | Strike Price (TWD) | Amount (TWD) | Converted Shares as a Percentage of Shares issued | No. of Shares Converted | Strike Price (TWD) | Amount (TWD) | Converted Shares as a Percentage of Shares issued | |||||
| Managerial officers | General Manager of Subsidiary | Yen, C.C. | 712,000 | 0.96% | 100,000 | 32 | 3,200,000 | 0.13% | 612,000 | 30.48 | 18,653,760 | 0.83% |
| General Manager of Sub-subsidiary | Chi, C.H. | |||||||||||
| Vice General Manager of Sub-subsidiary | Ou, Y.F. | |||||||||||
| Director of Sub-subsidiary | Hsiang, C. | |||||||||||
| Director of Sub-subsidiary | Chen, C.M. | |||||||||||
| General Manager of Sub-subsidiary | Fang, K.P. | |||||||||||
| Vice General Manager of Sub-subsidiary | Chou, C. | |||||||||||
| Vice General Manager of Sub-subsidiary | Kung, C.M. | |||||||||||
| Executive Vice General Manager of Sub-subsidiary | Hsu, H.C. | |||||||||||
| Director of Sub-subsidiary | Li, Y.C. |
L. Employee Restricted Stock: None.
M. Status of Merger and Acquisition Activities: None.
N. Status of New Shares Issuance in Connection with Acquisitions: None.
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ii $\mathbf{\nabla}$ Financing Plans and Implementation
A. Planned Item: Cash capital increase through issuance of common shares in 2025.
- Approved date and document No.: Dated November 22, 2024. Taiwan Stock Exchange Letter No. 11317050211
- Amount needed for this plan: TWD 565,500,000
- Source of funds: A total of 8,700,000 new common shares were issued through a cash capital increase, with a par value of TWD 10 per share. The total proceeds raised amounted to TWD 718,508,460.
- Use of Proceeds and Expected Timeline
(Unit: TWD thousands)
| Items of the plan | Estimated Completion Date | Total Required Funding | Planned Use of Funds Schedule |
|---|---|---|---|
| 2025 Q1 | |||
| To strengthen working capital | 2025 Q1 | 718,508 | 718,508 |
- Expected Benefits
The funds raised from this cash capital increase will be fully used to strengthen working capital. This is intended to support the Company's long-term growth, business expansion, and R&D development.
The capital injection is expected to improve the financial structure, increase the self-owned capital ratio, and enhance funding flexibility, helping the Company manage market risks, maintain competitiveness, and support future business development.
- Change of plan, reasons, and before/after impact: NA.
- Date of submission to the designated FSC information reporting website: November 26, 2024.
B. Items of the plan and the executions
(Unit: TWD thousands)
| Items of the plan | The executions | Reason of being early or late and the improvement plan | ||
|---|---|---|---|---|
| To strengthen working capital | Amount to be used | Estimated | 718,508 | The capital raised from the cash capital increase was completed on March 6, 2025. As of April 30, 2026, the Company has executed the planned projects as scheduled, with 100% of the funds utilized, and no changes to the plan have occurred. |
| Actual | 718,508 | |||
| Progress of execution | Estimated | 100% | ||
| Actual | 100% |
V. Operational Highlights
i $\mathbf{\nabla}$ Business Activities
1. Business Scope
(1) Principal Business Activities of the Company
The Company is a holding company. Its operating subsidiaries are engaged in the production of chemical fibers and recycled plastics, as well as environmental equipment engineering services.
(2) Revenue distribution
Unit : TWD thousands
| Year Item | 2024 | 2025 | ||
|---|---|---|---|---|
| Revenue | % | Revenue | % | |
| Engineering Equipment | 2,179,298 | 40.03 | 1,752,190 | 36.59 |
| Chemical Fiber | 2,123,943 | 39.01 | 2,176,429 | 45.44 |
| rPET Raw Material | 1,140,825 | 20.96 | 860,726 | 17.97 |
| Total | 5,444,066 | 100.00 | 4,789,345 | 100.00 |
(3) Main Services
The Company's production segment primarily offers recycled polyester staple fiber, composite fiber, and food-grade resin pellets.
The environmental equipment engineering segment provides end-to-end engineering services—including R&D, design, manufacturing, sales, installation, and maintenance—for the recycling of polyethylene terephthalate (PET) and other plastics.
(4) New products development
The Company is engaged in the development of specialized products including antibacterial and antiviral fibers, anti-HPV fibers, oil- and water-repellent fibers, eco-friendly ocean fibers, non-dripping flame-retardant fibers, electret fibers, low-melting-point PET fibers, and recycled resins from mixed plastic waste.
Chemical methods are also being applied to cleaning technologies, with R&D efforts targeting various recycled plastic materials such as plastic trays.
In response to the global push for a circular economy, the Company will continue to focus on developing recycling and washing processes and producing recyclable raw materials, as key areas of future R&D.
2. Industry Overview
(1) Market Overview
Polyethylene terephthalate (PET) is a linear thermoplastic polymer first commercialized by DuPont in 1953. PET maintains excellent physical and mechanical properties over a wide temperature range, offering outstanding fatigue, friction, and aging resistance,
along with exceptional electrical insulation. It remains stable against most organic solvents and inorganic acids, consumes low energy during production, and features good processability, making it widely used in plastic packaging bottles, films, and synthetic fibers.
PET bottles are the preferred and widely applied material in the beverage packaging industry due to their impact resistance, transparency, non-toxicity, high barrier properties, and low cost. Used PET bottles have a relatively constant volume, are easy to sort, and hold high scrap recovery value, making recycling highly feasible. The massive consumption of PET bottles serves as the primary driver for their increasing recycling rates. Reclaiming post-consumer PET beverage bottles not only mitigates environmental pollution but also converts waste into valuable resources. According to a Wood Mackenzie Chemicals report, global PET bottle consumption reached 28.64 million tons in 2025, while the total recycled volume was 16.44 million tons, representing a recycling rate of only $58\%$ . Unrecycled post-consumer PET bottles end up in landfills, incinerators, oceans, and rivers, highlighting the immense development potential that remains in this industry.
The following chart illustrates global PET bottle consumption and recycling rates:

Sources: WoodMackenzieChemicals(2025)

The core concept of the circular economy is focused on recycling, reusing, and reintroducing resources into the manufacturing cycle. Recycled PET (rPET) is critical to achieving circular economy goals as it improves resource efficiency and reduces reliance on virgin plastics. Eco-friendly packaging made from recycled materials is gaining widespread popularity. Driven by shifting consumer expectations and corporate ESG demands, international brands across food and beverage, personal care, and household goods are accelerating their demand for rPET and sustainable packaging solutions.
On the regulatory front, governments worldwide are enacting stringent carbon-neutral legislation. The EU has levied a hefty plastic tax of €800 per metric ton on unrecycled plastic packaging since 2021, and mandates that all PET beverage bottles must contain $25\%$ recycled content by 2025, rising to $30\%$ by 2030. In the United States, California's recycled-content bill required $15\%$ recycled content in PET beverage bottles starting in
2022 (with Washington following in 2023 and New Jersey in 2024), increasing to 25% in 2025 and 50% by 2030, with non-compliant manufacturers facing fines of $440 per metric ton. Effective April 1, 2025, the Indian government mandates that rigid plastic packaging must contain at least 30% recycled plastic, increasing by 10% annually. Starting in 2026, South Korea will mandate that bottled water and non-alcoholic beverage companies use over 10% rPET in their bottles, aiming for 30% by 2030. In Southeast Asia, Singapore officially implemented its beverage Container Deposit Return Scheme (DRS) on April 1, 2026, while the Philippines and Vietnam implemented Extended Producer Responsibility (EPR) in 2023 and 2024, respectively, with Singapore, Malaysia, and Indonesia nearing implementation of their own EPR laws. In Latin America, Brazil mandates an increase in recycled content from 22% in 2026–2027 to 40% by 2040, Colombia requires PET water bottles to contain at least 50% recycled material by 2025 and 90% by 2030, and Chile mandates 15% by 2025, 25% by 2030, and 70% by 2060. Furthermore, Peru, Bolivia, Ecuador, Uruguay, and Paraguay have all set mandatory recycled content requirements for beverage bottles. As regulations and technologies mature, rPET is poised to play a vital role in carbon reduction.
In recent years, global sports apparel and food & beverage brands have committed to specific 2025 and 2030 targets for recycled plastic content to meet corporate ESG goals. These targets serve as a powerful catalyst for the PET recycling industry. Apparel giants Nike and Adidas introduced sustainability targets in 2012 and 2015, respectively, to integrate eco-friendly fibers into their products. Adidas announced a goal to use 100% recycled, recyclable, or biodegradable materials by 2024, including at least 50% recycled polyester fiber. Similarly, Nike publicly committed to increasing its use of recycled polyester materials (including fibers and fleece) to over 50% by 2025. Outside of apparel, major beverage companies like Coca-Cola have pledged to hit 25% to 50% recycled content. These collective initiatives have significantly driven up the premium value of eco-friendly fibers.
In terms of global market scale, according to the Global Recycled PET Market report published by DataM Intelligence in 2024, the global rPET market reached $11 billion in 2023. Driven by a growing consumer and market preference for sustainable and recyclable products, the global rPET market is projected to grow at a CAGR of 6.5%, reaching $15 billion by the end of 2028. Stringent government mandates and public commitments from renowned global brands will continue to propel the rapid growth of rPET demand. This shift also places higher demands on rPET quality, driving continuous transformation, upgrades, and technological advancements within the plastic recycling industry.
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Global Recycled PET Market Trends

Sources::DataM Intelligence $\cdot$ Global Recycled PET Market(2024)
(2) The EPC Industry
The Company focuses on the recycled PET market, with its core development centered on environmental equipment engineering for PET recycling, while also serving as a downstream supplier of chemical fibers and recycled PET raw materials.
Environmental protection equipment industry
| Upstream | Midstream | Downstream |
|---|---|---|
| -Steel suppliers | -Plastic washing line manufacturers and system designers | -Plastic recycling and washing plants |
| -Standard parts suppliers: motors, reducers, pumps, valves, instruments, electrical components | -Chemical fiber line manufacturers and system designers | -Chemical fiber plants |
| -Equipment suppliers: shredders, optical sorters, separators, filtration units, extrusion and fiber machines | -PET bottle-to-bottle line manufacturers and system designers | -Food-grade PET pellet plants |
In the PET bottle recycling and washing industry, the upstream consists of steel suppliers, standard component suppliers (e.g., motors, reducers, pumps, valves, instruments, low-voltage electrical parts), and functional equipment suppliers (e.g., shredders, optical sorters, eddy current separators, magnetic separators, filtration systems).
The midstream includes manufacturers and system designers of plastic washing lines, while the downstream consists of PET and other plastic recycling and washing plants. The Company operates in the midstream segment, focusing on the production and sale of parts, standalone machines, and turnkey systems for PET and plastic recycling. Through a direct sales model, the Company delivers customized plastic washing lines developed in-house. Sales personnel identify client needs, followed by project design
by the engineering team and in-house manufacturing of core washing units. Functional equipment is externally sourced and integrated into complete systems.
Upon delivery, engineers are dispatched for on-site installation, testing, and commissioning. After-sales services include consumables supply, troubleshooting, and process optimization.
The Company also operates downstream production facilities for chemical fibers and recycled PET pellets. Main products include:
a. Chemical short fibers, used in footwear, apparel, automotive interiors, building materials, baby diapers, sanitary pads, adult incontinence products, wipes, and filtration materials.
b. Food-grade recycled PET, used in beverage bottles and food packaging.
(3) Market Trend
A. Growing Demand for Recycled PET (rPET)
Industrial-grade rPET is sourced from post-consumer or post-industrial waste and is not refined to food-grade standards. It is primarily used in non-food applications such as carpet fibers, textiles, strapping materials, and automotive components.
As a sustainable alternative to virgin plastics, rPET plays a key role in various manufacturing sectors—including bottles, containers, and textiles—by reducing reliance on virgin plastic production and conserving non-renewable resources like petrochemicals.
rPET flakes possess physical and chemical properties similar to virgin PET, proving versatile across a range of end uses. rPET pellets, produced via extrusion, serve as eco-friendly raw materials for packaging, consumer goods, automotive, and construction industries, helping reduce environmental impact and resource consumption.
rPET is widely used in the textile industry to produce yarns for apparel, interior furnishings, and industrial uses. Short fibers are used in cushioning and insulation, while filament yarns are primarily used in clothing fabrics. The automotive sector also adopts rPET for seat covers, carpets, and insulation, reducing reliance on non-recyclable materials.
Textiles are a major end-use sector for rPET, enabling the production of sustainable apparel and household products. By converting waste into viable raw materials, the industry minimizes environmental impact while meeting rising consumer demand for eco-friendly solutions.
The Company's polyester staple fibers and flame-retardant materials are used across various sectors, including automotive interiors and construction materials. Additionally, in collaboration with international technology firms, the Company has successfully developed degradable petroleum-based polyester and composite fibers as part of its next-generation sustainable product offerings.
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Food-grade recycled PET (rPET) is a high-purity plastic proven safe for food and beverage packaging. It undergoes strict purification to remove contaminants and comply with health and safety regulations, particularly those enforced by the U.S. FDA. The process involves washing, melting, and reprocessing into pellets or flakes, using specialized equipment to meet direct food contact standards.
As a sustainable alternative to virgin PET, food-grade rPET helps reduce landfill waste and conserve resources while ensuring consumer safety.
The food and beverage industry is increasingly focused on sustainability and environmental responsibility by promoting recycled materials and supporting the circular economy. rPET is widely used in bottles, containers, pouches, and flexible packaging, offering a lighter, more durable, and resealable solution. Compared to virgin PET, rPET provides a cost-effective and eco-friendly packaging option, helping brands reduce plastic use, increase resource efficiency, and build a more sustainable supply chain.
rPET packaging appeals to environmentally conscious consumers seeking sustainable choices and supports companies committed to reducing environmental impact. In the food and beverage sector, growing demand for eco-friendly packaging is accelerating rPET adoption. As long as it meets industry and hygiene standards, recycled materials can be safely used in food packaging.
Manufacturers increasingly use rPET compliant with food-contact regulations to ensure legal compliance and align with sustainability goals.
In Taiwan, the Ministry of Environment launched a voluntary initiative in 2020, linking manufacturers, users, and recyclers to promote recycled plastic usage. The program aims to reach 25% recycled content in non-food plastic containers by 2025. The Group's subsidiary has obtained TFDA certification for its food-grade rPET, making it one of only four approved suppliers in Taiwan.
B. Application of Recycling Equipment and Technology
The plastic recycling market is divided into mechanical recycling and chemical recycling. Mechanical recycling remains the mainstream globally due to its lower investment cost and fewer environmental concerns, and is expected to continue leading the industry through 2032.
Mechanical recycling involves physical processes such as sorting, cleaning, shredding, and pelletizing, and is suitable for rigid plastics like PET (bottles), PE (bags and containers), PP (food packaging), HDPE (milk and detergent bottles)—materials that can be melted and reprocessed without significant chemical changes.
In the 2000s, mainstream recycling lines had a capacity of 0.5–3 tons per hour. By the 2010s, as feedstock competition increased in high-recovery regions, manufacturers shifted toward larger-scale single lines to reduce unit costs, with capacities rising to 6 tons per hour. Since the 2020s, the Company has sold several 8-
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ton/hour PET bottle washing lines, and 10-ton/hour systems are expected to enter the market within the next decade.
With the advancement of Industry 4.0, production lines featuring smart sensor integration, high automation, and self-correcting capabilities are becoming the industry norm. The ongoing enhancement of SCADA systems, optical inspection, and automated rejection technologies is turning the vision of unmanned recycling operations from "impossible" to "in progress."
Chemical recycling offers solutions for plastic waste that cannot be processed by mechanical recycling, producing recycled monomers or chemicals. In recent years, driven by major petrochemical companies, this advanced recycling method has attracted significant investment and facility development.
Despite its potential, chemical recycling—whether through pyrolysis or depolymerization—still requires policy support, value chain collaboration, and public engagement to build a fully functional circular system. Under global trends of plastic reduction and net-zero emissions, chemical recycling plays a key role in advancing closed-loop solutions for plastic waste.
(4) Competition
A. Manufacturing Operations
The chemical fiber (short staple) market is highly competitive. The Company's early product, three-dimensional hollow fiber, once held a market advantage. However, in response to intensifying competition, the Company proactively shifted toward a technology-driven strategy focused on new product development, gradually replacing traditional hollow fiber with innovative alternatives.
In recent years, due to market oversupply and low prices, many regional competitors have exited the market. The Company remains resilient and competitive by leveraging over 30 years of manufacturing experience and pursuing a differentiated product strategy to avoid direct competition in a saturated market. Notably, the Company's flame-retardant fiber has been certified with a national invention patent and has successfully dominated a niche (blue ocean) market segment for years.
According to a January 2024 report by Mordor Intelligence, the global recycled PET (rPET) market is expected to grow from 4,490.83 thousand tons in 2024 to 6,344.41 thousand tons by 2029, with a compound annual growth rate (CAGR) of 7.16%. Currently, demand exceeds supply, especially for food-grade rPET, which requires FDA approval and poses higher entry barriers.
In September 2023, the Company was approved by the Taiwan Food and Drug Administration (TFDA) as a qualified supplier of recycled PET for food packaging applications. This positions the Company alongside major players such as Far Eastern New Century, Nan Ya Plastics, and Shinkong Synthetic Fibers. However, the Company's smaller production scale puts it at a relative disadvantage in securing raw materials compared to these larger competitors.
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B. Environmental Equipment Engineering Services
Over the past 15 years, the plastic recycling wash line market has been dominated by long-established equipment suppliers from Europe—particularly Italy, Germany, and Switzerland—with few new entrants from other countries. While China has a large number of machinery manufacturers, few possess the comprehensive engineering and system integration capabilities required by mid- to high-end clients, limiting their competitiveness in this segment.
The Company provides complete engineering solutions for plastic waste recycling lines, extending to recycled polyester fiber and recycled PET pellet production lines. Our systems are sold globally, with a primary focus on mid- and high-end downstream manufacturers.
In addition to offering standalone modular equipment, the Company delivers customized design services based on client needs. Leveraging strong procurement and cost control capabilities, we provide one-stop project services that include design, production, installation, and commissioning. These comprehensive solutions enhance the Company's competitiveness against European and American peers.
- Research and Development Overview
(1) Technical Level of Business Operations
A. Manufacturing Operations
The Company specializes in the production of short-staple chemical fiber products, including both virgin and recycled fibers. In particular, the Company has developed strong technical capabilities in differentiated products such as flame-retardant fibers, dope-dyed fibers, and composite fibers used in hygiene materials, phase-change fibers, and elastic fibers. With decades of experience, the Company has established a strong brand reputation both domestically and internationally. It also holds GRS TC (Global Recycled Standard Transaction Certificate) certification and, in 2020, obtained certification for ocean-bound plastic fibers.
In the field of recycled polyester pellets, Taiwan recently authorized the use of rPET in beverage bottles. The Company's subsidiary has successfully obtained approval from the Taiwan Food and Drug Administration (TFDA), becoming one of the few certified manufacturers in Taiwan capable of supplying food-grade rPET pellets. With the rise of the circular economy, the Company is leveraging its first-mover advantage to actively expand into both domestic and international markets.
B. Environmental Equipment Engineering Services
Since its establishment, this business unit has focused on the development of PET recycling and reuse technologies, as well as upstream and downstream integration. The Company continuously introduces competitive integrated solutions and products in the recycled PET (rPET) sector.
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Currently, the Company offers high-efficiency, high-quality recycling solutions for PET used in staple fiber, filament-grade, and food-grade applications, with processing capacities of 1.5 tons, 3 tons, 6 tons, and 12 tons per hour. Through years of experience, technical accumulation, and value chain integration, the Company has developed comprehensive solutions from bottle recycling and washing to fiber production, and from recycling to food-grade PET pellet production.
In response to growing market demand, the Company has also expanded into the development of recycling technologies for other types of plastics, broadening product applications in the field of plastic reuse.
To maintain its competitive advantage, the Company continues to invest in advanced product and technology development, aiming to enhance product performance, meet customer needs, and anticipate future market trends—thereby sustaining its position as a technology leader in the industry.
(2) Research and Development
A. Manufacturing Operations
The Company established its Chemical Fiber R&D Center in 2020, equipped with specialized laboratories for polymer modification, fiber spinning, nonwoven fabric production, and product analysis to support various stages of product development.
This comprehensive setup enhances flexibility and applicability in product design, while also serving as a reliable and efficient co-development platform for customers.
It supports market development, shared innovation, and product differentiation.
B. Environmental Equipment Engineering Services
The Company has a strong R&D team specializing in PET plastic recycling technologies, including bottle-to-fiber and bottle-to-bottle systems, core equipment development, process design, and full-plant system integration. In addition to standard process solutions, the Company also provides customized designs based on clients' specific usage and quality requirements.
To enhance competitiveness, the PET washing and recycling system has undergone significant improvements in system efficiency, product quality, energy use, space efficiency, labor requirements, and automation. This has led to the development of the new-generation ES High-Efficiency Compact Recycling System, which has been progressively implemented.
For bottle-to-bottle systems, ongoing R&D has resulted in solutions suitable for small- to medium-scale food-grade rPET production, with continued efforts to upgrade capacity and optimize core technologies and processes.
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(3) R&D Personnel and Their Educational Background
Unit: Persons
| Year Education | 2023 | 2024 | 2025 |
|---|---|---|---|
| PhD | 2 | 0 | 2 |
| Master’s Degree | 2 | 3 | 5 |
| Bachelor’s Degree / College | 37 | 50 | 52 |
| High School or Below | 3 | 3 | 2 |
| Total | 44 | 56 | 61 |
(4) Research and Development Expenses in Past Three Years
Unit: TWD thousands
| Year Item | 2023 | 2024 | 2025 |
|---|---|---|---|
| R&D Expense (A) | 75,997 | 112,918 | 75,465 |
| Operating Revenue (B) | 4,463,717 | 5,444,066 | 4,789,345 |
| (A)/(B) % | 1.70 | 2.07 | 1.58 |
(5) Successful Technology or Products Developed in the Most Recent Year
| Year | Product | Description |
|---|---|---|
| 2025 | Multi-Channel Air Separator | Resolves issues regarding high impurity levels in flakes, filtration challenges in downstream pelletizing, and black spot defects in preforms. |
| Small-Capacity PET Washing Line | Capable of processing un-de-labeled PET bottles, cold-washed PET flakes, and unrefined PET flakes. It utilizes a high-efficiency air separation system to remove labels, followed by a compact, variable-speed hot washing module and a high-speed rinsing module. A final high-efficiency air separation stage removes residual labels and dust to deliver high-quality washed material. System operating parameters can be adjusted via the control system, and the optimal washing conditions are determined by evaluating final product metrics, including backpressure testing, trace residue analysis, standard impurity rates, and color indicators. |
4. Short & Long Term Development Plans
(1) Short Term Development Plans
A. Manufacturing Operations
Amid challenging global economic conditions and intensifying market competition, the chemical fiber division continues to face sales pressure. The Company aims to consolidate existing results, expand sales of flame-retardant fibers, and phase out low-margin products while maintaining growth in high-margin segments.
For hygiene fiber products, efforts focus on increasing product diversity and cost control to enhance competitiveness. For flame-retardant fibers, the priority is to grow sales in overseas markets and strengthen promotion of colored fibers to optimize the product mix and improve profitability.
Taiwan officially approved the use of recycled PET in beverage bottles in the previous year. The Company's subsidiary, Boretech Resource Recycling Technology Co., Ltd., was among the first to receive TFDA certification for food-grade rPET pellets. With government subsidies incentivizing brand users, the Company actively engages with major beverage brands in Taiwan to promote a closed-loop system—turning used PET bottles into rPET pellets for reuse in new beverage bottles.
In 2025, ZHEJIANG SUPLAS NEW MATERIAL CO., LTD. was established in Zhejiang Province to produce rTray-related products, which is expected to bring new momentum to the Group.
B. Environmental Equipment Engineering Services
India's strong economic growth has made it the world's fastest-growing major economy. With the approval of recycled plastics in food-contact packaging, India has become one of the most promising markets for bottle-to-bottle PET recycling equipment. Deepening market penetration and expanding product offerings in India is a key strategic focus for the Group. In 2025, the Group established its subsidiary, BORETECH SOLUTION INDIA PRIVATE LIMITED, which will lay a solid foundation for the Indian market.
Despite the economic slowdown in 2025 and a temporary easing of plastic reduction policies globally, minimizing plastic usage remains an unwavering commitment worldwide. Dedicated to the mission of low-carbon environmental protection, the Equipment Engineering Business Unit's bottle-to-bottle engineering integration and chemical recycling solutions will serve as powerful tools for brands to draft new sustainability blueprints. These capabilities also form the critical foundation for the Group's advancement toward becoming an all-encompassing eco-friendly plastic enterprise. To achieve this objective, the Equipment Engineering Business Unit has established the following key operational guidelines for its major product divisions:
(A) Washing Systems Division: a. Strengthen project management, b. Control costs and improve quality, c. Establish product standardization
(B) Chemical Fiber Division: a. Enhance fiber production R&D, b. Improve technical performance and utilization of recycled PET flakes, c. Expand presence in the Indian market
(C) Bottle-to-Bottle Division: a. Strengthen engineering integration capabilities, b. Build communication channels with brand clients, c. Enhance market promotion, d. Advance product certification processes
(2) Long Term Development Plans
A. Manufacturing Operations
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The Chemical Fiber Division aims to become an industry leader in flame-retardant functional fibers and a key supplier for mainstream hygiene brands in the composite fiber sector, leveraging both R&D capabilities and sales strategy.
Key operational plans by product unit include:
(A) Polyester Fiber Unit: Due to increasing competition in flame-retardant fibers, prices have declined in recent years. To improve profitability and sales, the Division will focus on expanding export markets, supported by:
a. Adjusting production lines to increase capacity
b. Integrating the supply chain to secure stable raw material supply and reduce costs
c. Increasing export share
d. Strengthening inventory management
(B) Composite Fiber Unit: Facing low margins and limited application fields, the Division plans to enhance competitiveness through:
a. Development of differentiated products
b. Broadening customer base
c. Increasing export share
d. Strategic raw material sourcing
Under the focus on ESG, energy saving, and carbon reduction, the recycling and circular economy sector is set to become a mainstream discipline. The Basel Convention requires nations to legislate against waste imports while encouraging recycling and reuse, driving the transition of plastic usage from virgin to recycled materials and increasingly highlighting the social responsibility of international brands. Following India's approval of food-grade recycled plastics, Mainland China released 9 national standards related to recycled plastics in 2025, which took effect on February 1, 2026, establishing the technical foundation for closed-loop recycling systems and food-grade applications. The opening up of these two most populous economies in the world will drive a new wave of robust demand for recycled raw materials.
Consequently, securing feedstock sources will be a critical priority. In addition to actively developing suitable and quality-stable material sources, the business must collaborate closely with the Equipment Engineering Business Unit to enhance capacity and quality, while targeting higher goals in energy efficiency to sharpen the competitive edge of products and create a win-win outcome for both the equipment and polymer pellet businesses.
B. Environmental Equipment Engineering Services
Plastic recycling has become a global consensus, driven by government policies and global brand commitments. While the Group faces market uncertainties and industry competition, it also embraces significant growth opportunities. We remain committed
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to transforming our equipment business into a professional engineering service model, supported by the following strategic focuses:
(A) Establish a sustainable profit model by strengthening core capabilities in industry technology, engineering services, and sales & marketing. Develop integrated service capabilities to ensure every product meets international standards, enabling value chain integration and delivering a superior customer experience.
(B) Strengthen teams in R&D, engineering design, and project management, and cultivate T-shaped talent with deep expertise and cross-functional skills to support the Group's strategic goals.
(C) Stay ahead of industry trends and product evolution by leveraging innovation and advanced technologies to expand into mid-to-high-end markets and large-scale production lines, enhancing value creation.
(D) Continue transforming into a turnkey EPC engineering company, expanding beyond plastic recycling to supply systems for automated waste sorting, and advanced recycling lines for e-waste and home appliances.
Establishing a global after-sales service network through connectivity and remote systems to enhance technical support efficiency and improve customer satisfaction.
ii. Market and Sales Overview
- Market Analysis
(1) Sales Analysis by Major Services By Area
Unit: TWD thousands : %
| Item | 2023 | 2024 | 2025 | ||||
|---|---|---|---|---|---|---|---|
| Sales | % | Sales | % | Sales | % | ||
| Domestic (Note) | 172,070 | 3.85 | 518,332 | 9.52 | 124,656 | 2.60 | |
| Export | 2,876,950 | 64.45 | 3,551,279 | 65.23 | 3,409,999 | 71.20 | 65.23 |
| 358,288 | 8.03 | 244,302 | 4.49 | 274,086 | 5.72 | 4.49 | |
| 659,479 | 14.77 | 872,606 | 16.03 | 786,228 | 16.42 | 16.03 | |
| 396,930 | 8.90 | 257,547 | 4.73 | 194,376 | 4.06 | 4.73 | |
| Total | 4,463,717 | 100 | 5,444,066 | 100 | 4,789,345 | 100 |
Note : Domestic sales refer to sales within Taiwan.
(2) Market Share
A. Equipment Product Market Share
Due to the high level of customization in the Company's equipment engineering products, market share data is not readily available. However, based on the cumulative PET processing capacity of equipment sold by the Company, as of the end of 2025, the total reached approximately 6.14 million tons, accounting for 37% of the global PET bottle recycling volume of 16.44 million tons, according to Wood Mackenzie.
B. Chemical Fiber Product Market Share
The Company's subsidiary, Zhejiang Anshun Fiber, does not pursue high market share as its core strategy. Instead, it focuses on differentiated products and avoids direct competition in high-volume standardized markets. With an annual capacity of 30,000 tons, and based on China's total recycled fiber production of 5.5~6 million tons in 2025 (source: Huajing Research Institute), Anshun's market share in China is approximately 0.55%.
C. Recycled Polyester Product Market Share
The Company's subsidiary, Boretech Taiwan, produces approximately 16,000 tons of recycled PET pellets annually, targeting global markets. According to Mordor Intelligence, the global rPET market is projected to reach 15~17 million tons by 2025. Boretech Taiwan's market share is therefore approximately 0.11%.
(3) Industry Trend Overview
A. Chemical Fiber and Recycled Plastics
In the chemical fiber segment, China's hygiene product market continues to grow in penetration. According to the Household Products Committee, while the penetration rate for feminine hygiene products is nearing saturation, there is still room for growth in baby diapers, and particularly in adult incontinence products, which are expected to experience high market growth. Internationally, the hygiene product market shows even greater potential, especially in BRIC countries like India, where significant growth is anticipated.
Regarding recycled PET (rPET) pellets, driven by the ongoing global trends in ESG and carbon reduction, governments and international brands worldwide are progressively increasing their requirements for recycled material content. The EU, the US, and multiple Asian countries have successively implemented regulations regarding the use of recycled content in packaging materials, while food and beverage brands continue to raise their rPET utilization targets. Although the recycled materials market faced short-term pressure in 2025 due to low virgin plastic prices, the long-term market demand and application scope for rPET maintain strong growth potential.
B. Environmental Equipment Engineering Services
According to Wood Mackenzie, the top three global rPET consumption sectors in 2025 were fibers (42%), sheet/film (12%), and food and beverage packaging (20%). While food-grade rPET currently accounts for a smaller share, rising brand commitments are expected to drive continued demand growth in this segment.
Global PET bottle recycling has surged following sustainability targets set by major sportswear brands (e.g., Nike, Adidas) and beverage companies (e.g., Coca-Cola, PepsiCo, Danone, Nestlé) to increase recycled plastic content by 2025 and 2030. This has led to higher demand for advanced plastic washing lines.
In Japan, major trading firms formerly focused on virgin PET—such as Mitsubishi, Toyota Tsusho, and Mitsui—and brands like 7-Eleven have invested in PET bottle
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washing and bottle-to-bottle facilities since 2020–2021. With the global PET bottle recycling rate still averaging around 58%, and with aging systems being replaced to meet brand standards, the industry continues to show strong and sustainable growth potential.
(4) Competitive Advantage
A. Extensive Industry Experience and R&D Capabilities
Established in 1994, the Company has over 30 years of experience in the polyester recycling industry. Through continuous investment in R&D, it has expanded from basic PET recycling to providing customized, full-scale recycling systems. The Company has obtained 30 patents, with 41 more under application, and is supported by an experienced management and technical team. In addition to expanding applications for various recycled plastics, the Company is developing high value-added products to strengthen its market share in polyester recycling.
B. High Product Quality and Industry Recognition
The Company has long been dedicated to the environmental recycling sector, with strong capabilities in polyester fiber production, process development, and custom recycling equipment. In September 2023, Boretech Taiwan was listed by the TFDA as one of only four approved suppliers for food-grade recycled PET. The Company serves clients worldwide, including well-known publicly listed companies, and continues to gain new customers through positive referrals, contributing to steady growth in revenue and profit, and expanding its market share.
C. Vertical Integration Advantage
With operations in China and Taiwan, the Company benefits from a regional supply chain and proximity to customers. Through vertical integration, the business covers polyester processing, fiber production, equipment manufacturing, and engineering design—providing a one-stop solution across the value chain. This model enables flexible resource allocation, improves access to market intelligence, and reduces transaction friction. The Company can expand client coverage across upstream, midstream, and downstream segments, enhancing its overall competitiveness.
(5) Advantages and Disadvantages for Long-Term Development & Corresponding Strategies
A. Advantages
(A) Rising Environmental Awareness Drives Steady Market Growth
Environmental issues have become a key global focus. Governments worldwide are introducing regulations requiring companies to reduce carbon emissions, disclose ESG-related data, and publish sustainability reports. Subsidies and incentives are also being implemented to promote environmental responsibility. With public awareness increasing through media and education, demand for eco-friendly solutions continues to rise, fostering industry growth and creating greater revenue and profit opportunities.
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(B) Broad Applications of Recycled Plastics Increase Added Value
To accelerate plastic circularity, governments are enacting legislation to guide and encourage industry adoption. This expands the potential uses of recycled plastics and supports the development of a more complete secondary material market. According to a Research Nester report published in February 2023, the global recycled plastics market is expected to grow at a 6% CAGR from 2022 to 2030, driven by increasing applications across packaging, furniture, automotive, and especially building materials such as bricks, insulation, and plastic lumber. With the rise of circular construction and supportive policies, demand is expected to grow further.
(C) Experienced R&D Team Supports Customization Needs
The Company’s R&D team has extensive industry experience and technical expertise. In addition to acquiring multiple patents and continuously improving product quality, the team offers customized system designs tailored to client needs and provides professional consultation and responsive service. This has earned long-term trust and loyalty from customers and strengthened client retention.
B. Disadvantages & Corresponding Strategies
(A) Rising Labor Costs in China
The Company’s main production base is in Zhejiang, China. While China initially offered low labor and land costs, rapid economic development, demographic shifts due to the one-child policy, and a preference for less labor-intensive jobs among younger workers have made recruitment increasingly difficult. Additionally, global inflation and rising labor-related expenses—such as wages, benefits, pensions, and insurance—continue to pressure operating costs and compress profit margins.
Mitigation Measures:
The Company and its subsidiaries are improving production efficiency and increasing automation. Capacity and workforce deployment are being adjusted to reduce reliance on manual labor, while also optimizing employee compensation and benefits to reduce turnover.
(B) Inflation and War-Driven Raw Material Cost Increases
Following the COVID-19 pandemic in 2020, global production and consumption slowed. In 2022, the Russia-Ukraine conflict further pushed up energy prices and disrupted supply chains, leading to global inflation and weakening consumer demand. Furthermore, due to the impact of US tariff policies in 2025, severe exchange rate fluctuations led to a rise in raw material costs, which consequently eroded profitability.
Mitigation Measures:
The Company adopts flexible, strategic sourcing based on material prices and order volumes. It maintains strong relationships with suppliers and diversifies key
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material sources to reduce procurement risks.
2. The Company's Main Services Purposes and Service Sequences
(1) Main Purposes
The Company offers both recycled and virgin polyester and composite fibers, with applications across various sectors, including footwear, home textiles, automotive interiors, construction materials, and filtration. Eco-friendly GRS-certified polyester fibers and marine fibers with oil- and water-repellent properties are increasingly used in footwear and apparel. Composite fibers are primarily applied in hygiene products such as baby diapers, sanitary pads, wipes, and high-efficiency filtration materials.
The Company's food-grade recycled PET pellets are suitable for producing beverage bottles.
The Company's environmental equipment mainly includes plastic recycling and washing lines, which process waste PET bottles and other plastics through sorting, decontamination, shredding, washing, and drying, producing high-purity rPET flakes suitable for food-grade or microfiber applications.
Using polyester waste as raw material, the polyester staple fiber production process includes drying, melt extrusion, filtration, spinning, cooling, oiling, drawing, crimping, drying, cutting, and baling. Process parameters are adjusted based on fiber specifications.
(2) Service Sequences
A. Chemical Fiber Products
The fiber production process involves a physical transformation of polymer materials from pellet form to fiber form. The general process is as follows:

B. Recycled Plastics
The production process of recycled PET pellets is as follows:

Solid State Polycondensation

C. Recycling Equipment Engineering Business
Although Zhejiang Boretech offers a wide range of products, all production follows a standard equipment manufacturing and engineering implementation process, as outlined below:

3. Major Materials Used and Supply Status
The Group's main raw materials include carbon steel, purchased machinery units, recycled PET flakes, PE pellets, and recycled polyester pellets. Each material is sourced from multiple suppliers, with whom the Company maintains long-term and stable partnerships.
Strict controls are in place to ensure quality and delivery timelines, and material supply has remained stable with no shortages or disruptions in the past three years and the current application year.
4. Major Suppliers and Clients
(1) Major Suppliers (each commanding $10\%$ -plus share of annual order volume) Information for the Last Two Calendar Years:
Unit: TWD thousands
| Item | 2024 | 2025 | ||||||
|---|---|---|---|---|---|---|---|---|
| Company Name | Amount | % | Relation with Issuer | Company Name | Amount | % | Relation with Issuer | |
| 1 | P1 | 131,964 | 3.59 | — | P1 | 344,867 | 11.98 | — |
| 2 | Others | 3,541,559 | 96.41 | — | Others | 2,533,632 | 88.02 | — |
| Total | 3,673,522 | 100.00 | — | Total | 2,878,498 | 100.00 | — |
In 2025, purchase to supplier code P1 accounted for over $10\%$ of the Group's consolidated purchase. This was primarily due to growth in production volume and market-driven adjustments to the product mix within the Group's chemical fiber subsidiary, which led to corresponding shifts in raw material procurement. In 2025, purchase volumes from this supplier continued to rise alongside sustained demand, keeping them firmly positioned within the Group's top ten suppliers.
(2) Major Clients (each commanding $10\%$ -plus share of annual order volume) Information for the Last Two Calendar Years:
Unit: TWD thousands
| Item | 2024 | 2025 | ||||||
|---|---|---|---|---|---|---|---|---|
| Company Name | Amount | % | Relation with Issuer | Company Name | Amount | % | Relation with Issuer | |
| 1 | S3 | 623,734 | 11.46 | — | S3 | 597,653 | 12.48 | — |
| 2 | Others | 4,820,332 | 88.54 | — | Others | 4,191,692 | 87.52 | — |
| Total | 5,444,066 | 100.00 | — | Total | 4,789,345 | 100.00 | — |
In 2025, sales to customer code S3 accounted for over $10\%$ of the Group's consolidated revenue. This was primarily due to a significant increase in sales volume of recycled polyester pellets by the Group's subsidiaries. Given the continued rise in demand, the delivery volume to this customer remained high throughout the year, and S3 continued to be listed as a major customer with sales exceeding $10\%$ of total consolidated revenue.
iii. The information about employees employed for the most recent two fiscal years and up to the date of printing of the annual report
| Year | 2024 | 2025 | As of April,30 2026 | |
|---|---|---|---|---|
| Number of Employees | Direct Labor | 261 | 263 | 257 |
| InDirect Labor | 471 | 463 | 449 | |
| Total | 732 | 726 | 706 | |
| Average Age | 41.25 | 41.53 | 41.90 | |
| Average service seniority | 6.23 | 6.48 | 7.03 | |
| Number of employees at each level of educational degree(%) | PhD | 2 | 3 | 3 |
| Master’s Degree | 21 | 26 | 23 | |
| Bachelor’s Degree / College | 335 | 330 | 318 | |
| High School or Below | 374 | 367 | 362 |
iv. Environmental Protection Expenditure
- In accordance with legal requirements, disclosure of the status of obtaining pollution control facility installation permits, pollutant discharge permits, payment of pollution control fees, or establishment of dedicated environmental protection units/personnel:
(1) Pollution Control Facility Installation Permits or Pollutant Discharge Permits
The Company, in compliance with applicable regulations, is required to obtain pollution control facility installation permits or pollutant discharge permits for the following subsidiaries:
| Name | Application Item | Permit Number | Validity Period / Issue Date |
|---|---|---|---|
| Zhejiang Boretech Environmental Engineering Co., Ltd. | Registration Receipt for Fixed Pollution Source Discharge | 91330400778297749D001Y | 2024/04/25~2029/04/24 |
| 91330400778297749D002W | 2025/12/10~2030/12/09 | ||
| Permit for Discharge of Municipal Wastewater into Sewer System | 浙平字第1980117號 | 2025/12/16~2030/12/15 | |
| 浙平字第1980118號 | 2025/12/16~2030/12/15 | ||
| Zhejiang Anshun Pettechs Fiber Co., Ltd. | Pollutant Discharge Permit | 91330183751738495300IV | 2024/05/07~2029/05/06 |
| Wastewater Discharge Permit | 2037319 | 2023/08/18~2028/03/17 | |
| Boretech Resource Recovery Technology Co., Ltd. | Approval Document for Toxic Chemical Substances | 南市毒核字000229號 | 2023/05/31~2028/07/22 |
| Water Pollution Control Permit | 南市環水06361-02號 | 2023/12/06~2028/12/05 | |
| Industrial Waste Disposal Plan | 府環事字第20240027167號 | 2024/03/6~2029/03/5 |
(2) Pollution Control Expenses
The Group is primarily engaged in the production of PP and PET bottle recycling and regeneration equipment, as well as the recycling of PET bottles into flakes or pellets, and the manufacturing of polyester staple fibers and composite fibers for hygiene applications.
Zhebao and Anshun have obtained pollutant discharge permits and have engaged qualified third-party service providers for waste removal. Taibao has obtained the required approval documents for toxic chemical substances, a water pollution control permit, and an industrial waste disposal plan, and also outsources waste removal to certified third-party agencies. Pollution control fees are paid regularly.
As the Group’s production processes generate minimal wastewater and air pollution, it is currently not required to establish a dedicated environmental protection unit or personnel.
-
Environmental Pollution Remediation in the Past Two Years and Up to the Date of This Annual Report: The Group has not experienced any major environmental pollution disputes.
-
Environmental Violations and Losses in the Past Two Years and Up to the Date of This Annual Report
On August 9, 2024, the Group’s subsidiary, Zhejiang Anshun Chemical Fiber Co., Ltd., received an administrative penalty notice (Document No. 杭環富罰告〔2024〕35號) from the Hangzhou Municipal Bureau of Ecology and Environment. The violation occurred on May 5, 2024, for non-compliance with Article 45 of the Air Pollution Prevention and Control Law of the People's Republic of China, which requires production or service activities that generate volatile organic compounds (VOCs) to be conducted in enclosed spaces or equipment with proper pollution control facilities. If full enclosure is not feasible, emission-reducing measures must be taken. The company was fined RMB 28,000 and has since completed corrective actions.
- Current Pollution Status and Impact on Profitability, Competitiveness, and Capital Expenditures
The Group is not currently involved in any environmental pollution incidents. Therefore, there is no significant impact on its earnings, competitive position, or capital expenditures.
v、Labor Relations
- Employee benefit plans, continuing education, training, retirement systems, and the status of their implementation, and the status of labormanagement agreements and measures for preserving employees' rights and interests
(1) Employee Welfare Measures
In addition to offering competitive salaries and year-end bonuses, the Company provides employees with stock options, medical insurance, and travel accident insurance. Employees are also encouraged to participate in various training programs and workshops to broaden their perspectives and enhance work efficiency.
(2) Employee Training and Development
Each business unit within the Group identifies individual training needs during the
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annual performance appraisal process. Employee development plans are formulated based on job requirements, industry experience, and the employee's qualifications. With the support of HR personnel, direct supervisors and employees jointly determine suitable training approaches. All training programs are subject to management approval.
(3) Retirement System and Implementation
The Group complies with local labor laws in the countries where it operates when handling employee retirement systems.
(4) Labor Relations and Protection of Employee Rights
The Group values employee feedback and maintains an open and communicative work environment. Employees may express opinions directly to their supervisors or through meetings and email. To date, there have been no significant labor disputes.
- Loss suffered by the Company due to dispute between labor and employer in the most recent fiscal years
The Company is used to valuing the employees' benefits and calling a labor and employer meeting and welfare committee meeting on a quarterly basis, and also installs the suggestions box to make a two-way communication channel available to employees. Therefore, the relationship between labor and employer is harmonious and no dispute over labor has arisen in the past. No material loss or punishment has been suffered by the Company due to dispute between labor and employer in the past three years. In the future, the Company will continue to adhere to the same principle and solidify the relationship between labor and employer further.
vi. Cyber security management
-
Preface:
From our perspective, information management requires both software and hardware comprising equipment, and system (hardware), and safety awareness (software), which are all key to ensuring information security. With a dedicated information security management system and a dedicated team, the Company is able to adopt optimal approaches to utilize resources, centralize management in an appropriate and timely manner, and upgrade existing information security network equipment and mechanisms, so that the information of Arizon is kept secure in line with current trends. We will continuously work toward increasing employees' awareness towards the risks of information security to reinforce our lines of defense for information security. -
Information Security Risk Management Framework:
Arizon has established an Information Security Team with the highest supervisor of the information unit acting as the Chief Information Security Officer who will lead a team consisting of Vice Presidents of each department. Each department assigns appropriate personnel as the Information Security Personnel, and members of the information unit serve as Information Security Officers.
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To ensure clear division of professional responsibilities for the Arizon's cybersecurity, adequate technical support, and transparent control mechanisms, in order to comply with relevant government regulations and simultaneously strengthen the company's information security governance, an Information Security Management Team has been established.
This team is responsible for promoting, coordinating, supervising, and reviewing information security management matters, as well as formulating and periodically reviewing information security policies and objectives. Simultaneously, the team is responsible for proposing concrete implementation and management plans, regularly reporting relevant results to the Board of Directors, assessing and screening potential risks, and developing corresponding plans.
- Quantitative and qualitative objectives of information security:
(1) Quantitative:
| No. | Item | Location | Percentage/ Frequency | Notes |
|---|---|---|---|---|
| 1 | Availability of the information system | All | 99.99 times/year | Disruption hours/total operation hours ≤ 0.1% |
| 2 | Rate of completion of reporting, response, and recovery within the required time after an information security incident is identified | All | 100% | |
| 3 | Click rate of emails in social engineering exercises | All | Less than 4% | |
| 4 | Click rate of attachments in emails in social engineering exercises | All | Less than 2% | |
| 5 | Planning and operating social engineering exercises | All | 1 times/year | |
| 6 | Organization of information security and social engineering exercises | All | 1 times/year |
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| No. | Item | Location | Percentage/ Frequency | Notes |
|---|---|---|---|---|
| 7 | Penetration test and vulnerability scanning | All | 1 times/year | |
| 8 | Information security audit | All | 1 times/year | |
| 9 | System recovery drills | All | 1 times/year |
(2) Qualitative:
A. Adjusts the contents of information security updates in response to changes in laws and technologies to prevent unauthorized access, use, control, leakage, damage, tampering, destruction, or other infringement of information systems and information, and to ensure their confidentiality, integrity, and availability.
B. Meet the requirements of information security on each level to ensure information confidentiality, integrity, and availability.
C. Enhance employees' information security awareness and effective detection and prevention of external attacks.
- Specific management plans:
| Network Information Security Control | Data Access Control | Change Recovery Mechanism | Communication and Verification |
|---|---|---|---|
| • Implemented and regularly maintained firewall policies. | |||
| • Periodically reviewed network services and monitored system logs for anomalies. | |||
| • Established measures to prevent malicious activities and deployed intrusion detection mechanisms. | |||
| • Conducted software inventory and applied security updates. | |||
| • Ensured all network services comply with the Company’s information security policies. | • Implemented password update requirements, with a minimum length of six characters. | ||
| • Remote system logins require proper authorization and appropriate access rights. | |||
| • Access rights are assigned based on job functions. | |||
| • Access rights are revoked upon employee departure and adjusted upon job reassignment. | |||
| • Data on storage media is erased or overwritten prior to equipment disposal. | • Conducted annual reviews of information security policies, protective measures, and emergency response plans. | ||
| • Performed annual system recovery drills. | |||
| • Established a system backup mechanism with offsite storage. | |||
| • Reviewed and adjusted network security control measures as appropriate. | |||
| • Performed monthly backups of firewall configuration files, with immediate | • Conducted annual information and communication security inspections, with reviews for potential improvements and follow-up actions. | ||
| • Provided regular and ad hoc information security training and awareness programs for employees to enhance security awareness. |
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| Network Information Security Control | Data Access Control | Change Recovery Mechanism | Communication and Verification |
|---|---|---|---|
| backups upon any changes. |
vii $\cdot$ Important Contracts
April 30, 2026
| Agreement | Counterparty | Period | Major Contents | Restrictions |
|---|---|---|---|---|
| Lease Agreement | Xiangli Machinery Co., Ltd. | 2023/03/01~2028/02/28 | Liuying Plant Lease | None |
| Lease Agreement | Licheng Industrial Co., Ltd. | 2021/03/01~2032/12/31 | Liuying Plant Lease | None |
| Lease Agreement | Hangzhou Chunshui Coated Glass Co., Ltd. | 2024/03/01-2027/02/28 | Fuyang Plant – Used as Warehouse | None |
| 2026/01/01-2028/12/31 | ||||
| Loan Agreement | Mega Bank | 2025/10/29~2026/10/28 | ST Loan Facility | None |
| Loan Agreement | Fubon | 2025/05/06~2026/05/05 | ST Loan Facility | None |
| Loan Agreement | FEIB | 2025/04/08~2026/04/07 | ST Loan Facility | None |
| Loan Agreement | CCB | 2025/07/17~2026/07/16 | ST Loan Facility | None |
| Loan Agreement | ICBC | 2025/07/29~2026/07/29 | ST Loan Facility | None |
| Loan Agreement | ABC | 2025/07/23~2026/07/22 | ST Loan Facility | None |
| Loan Agreement | BOCOM | 2021/09/01~2028/09/01 | MGA | None |
| Loan Agreement | BOC | 2026/03/11~2029/03/10 | MGA | None |
VI. Analysis of Financial Status
i. Analysis of Financial Status
- Major Reasons for Significant Changes in Assets, Liabilities, and Shareholders’ Equity Over the Past Two Years, and Related Impacts; Material Impacts Should Include Future Response Plans
Unit: TWD thousands
| Year
Item | 2024 | 2025 | Difference | |
| --- | --- | --- | --- | --- |
| | | | Amount | % |
| Current Assets | 3,142,300 | 3,629,416 | 487,116 | 16 |
| Property, Plant and Equipment | 743,980 | 784,582 | 40,602 | 5 |
| Intangible Assets | 39,517 | 89,898 | 50,381 | 127 |
| Other Assets | 238,003 | 200,738 | (37,265) | (16) |
| Total Assets | 4,163,800 | 4,704,634 | 540,834 | 13 |
| Current Liabilities | 1,874,803 | 1,721,738 | (153,065) | (8) |
| Non-current Liabilities | 75,077 | 40,784 | (34,293) | (46) |
| Total Liabilities | 1,949,880 | 1,762,522 | (187,358) | (10) |
| Capital Stock | 651,995 | 741,195 | 89,200 | 14 |
| Capital Surplus | 711,279 | 1,343,047 | 631,768 | 89 |
| Retained Earnings | 785,498 | 824,310 | 38,812 | 5 |
| Other equity | 65,148 | 33,559 | (31,589) | (48) |
| Total Equity | 2,213,920 | 2,942,111 | 728,191 | 33 |
| Explanation of Major Changes (Changes exceeding 10% and at least 1% of total assets):
(1) Current Assets: Primarily due to an increase in cash inflows from operating and financing activities.
(2) Intangible Assets: Primarily due to the acquisition of computer software.
(3) Total Assets: Primarily due to the increase in current assets and intangible assets.
(4) Non-Current Liabilities: Primarily due to a decrease in deferred tax liabilities and lease liabilities.
(5) Total Liabilities: Primarily due to the substantial decrease in contract liabilities as equipment contracts were fully fulfilled and recognized as revenue.
(6) Share Capital and Capital Surplus: Primarily due to the issuance of new shares for the initial public offering (IPO) capital increase in 2025.
(7) Share Capital and Capital Surplus: Primarily due to the issuance of new shares for the initial public offering (IPO) capital increase in 2025.
(8) Total Equity: Primarily due to the premium on the issuance of new shares for the IPO capital increase in 2025. | | | | |
ii $\cdot$ Analysis of Financial Performance
- Major Reasons for Significant Changes in Operating Revenue, Operating Profit, and Pre-tax Profit Over the Past Two Years
Unit: TWD thousands
| Item\Year | 2024 | 2025 | Difference Amount | % |
|---|---|---|---|---|
| Operating Revenue | 5,444,066 | 4,789,345 | (654,721) | (22) |
| Gross Profit | 1,166,250 | 1,096,748 | (69,502) | (6) |
| Operating Expenses | 616,858 | 701,283 | 84,425 | 14 |
| Operating Income | 549,392 | 395,465 | (153,927) | (28) |
| Non-operating Income and expenses | 90,022 | 27,032 | (62,990) | (70) |
| Profit before Tax | 639,414 | 422,497 | (216,917) | (34) |
| Net Income | 489,554 | 332,544 | (157,010) | (32) |
| Other Comprehensive Income | 68,384 | (31,589) | (99,973) | (146) |
| Total comprehensive income for the year | 557,938 | 300,955 | (256,983) | (46) |
| Explanation of Major Changes: (1) Operating Revenue: Primarily due to the impact of the global economic climate and production cutbacks on equipment and recycled plastics. (2) Gross Profit: Primarily due to a decrease in equipment shipments and revenue not yet recognized for items pending acceptance. (3) Operating Expenses: Primarily due to a higher reversal of unrealized expected credit losses in 2024. (4) Operating Income: Primarily due to the decrease in market demand, revenue, and gross profit, alongside an increase in administrative expenses in 2025. (5) Non-Operating Income and Expenses: Primarily due to the depreciation of the US Dollar, foreign currency valuation losses, and asset impairment.Profit before Income Tax: Increase mainly due to strong market demand and higher interest income in 2024. (6) Profit Before Tax: Primarily due to the global economic environment in 2025 impacting shipments and reducing profitability. (7) Net Income: Primarily due to the global economic environment in 2025 impacting shipments and reducing profitability. (8) Other Comprehensive Income: Primarily due to exchange differences on translation of foreign operations resulting from the depreciation of the US Dollar. (9) Total Comprehensive Income: Primarily due to the global economic environment in 2025 impacting shipments and reducing profitability. |
iii. Analysis of Cash Flow
- Cash Flow Analysis for the Past 2 Year
Unit: TWD thousands
| Item\Year | 2024 | 2025 | Difference | |
|---|---|---|---|---|
| Amount | Amount | Amount | % | |
| Operating Activities | (97,451) | 239,015 | 336,466 | 345 |
| Investing Activities | (126,451) | (101,562) | 24,889 | 20 |
| Financing Activities | (73,447) | 442,970 | 516,417 | 703 |
| Explanation to changes: (1) Operating Activities: Primarily due to the increase in net income for 2025, unreversed expected credit losses, and the decrease in assets such as prepayments and inventories. (2) Investing Activities: Primarily due to the acquisition of computer software in 2025. (3) Financing Activities: Primarily due to the issuance of new shares for the IPO capital increase in 2025. |
-
Liquidity Improvement Plan: No liquidity shortfall has been identified.
-
Analysis of Cash Liquidity for the Coming Year
(1) Operating Activities: The Group expects stable growth in revenue and profit in 2026, with operating activities generating positive cash inflows.
(2) Investing Activities: Primarily related to annual capital expenditures on equipment and software.
(3) Financing Activities: Financing arrangements, including bank borrowings, capital increases, and dividend distributions, will be made based on the overall cash flow needs from operating and investing activities.
iv. Major Capital Expenditure Items: None
v. Investment Policy in the Most Recent Year, Main Causes for Profits or Losses, Improvement Plans and the Investment Plans for the Coming Year
- Investment Policy
The Company's investment policy focuses on core business operations and does not engage in non-core industries. All investment activities comply with procedures approved by the Board of Directors or the shareholders' meeting, including the "Procedures for Acquisition or Disposal of Assets," "Procedures for Handling Related Party Transactions," and "Regulations Governing Transactions with Related Parties, Specific Companies, and Affiliated Enterprises."
Investment operations are also conducted in accordance with the Company's internal control system under the investment cycle. In addition to following the Company's internal policies, each invested subsidiary also considers local regulations and actual operational conditions to ensure appropriate internal control.
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- Main Reasons for Investment Gains or Losses in the Most Recent Year and Improvement Plans
Unit: TWD thousands
| Name | 2025 Investment Gain/Loss Recognized | Reasons for Gain or Loss | Improvement Plan |
|---|---|---|---|
| Rizen Co., Ltd. | (63) | Primarily from equity method income. | Potential expansion into the Americas based on Group development plans. |
| First Cool International Co., Ltd | 343,698 | Primarily from equity method income. | — |
| Boretech Resource Recovery Technology Co., Ltd. | (29,221) | Primarily due to stable business operations. | — |
| Cycleplus, LLC | (63) | Currently not in operation | Potential expansion into the Americas based on Group development plans. |
| Zhejiang Boretech Environmental Engineering Co., Ltd. | 211,106 | Primarily due to stable business operations. | — |
| Zhejiang Anshun Pettechs Fiber Co., Ltd. | 173,714 | Primarily due to stable business operations. | — |
| Jiaxing Baomat Trading Co., Ltd | 2,426 | Primarily due to stable business operations. | — |
| PT Boretech Solutions Indonesia | (7,861) | Primarily due to stable business operations. | — |
| Zhejiang Suplas New Material Co., Ltd. | (42,945) | Mainly due to its establishment in September 2025 and being in the early stages of operation. | — |
| BORETECH SOLUTION INDIA PVT LTD | (2,967) | Mainly due to its establishment in September 2025 and being in the early stages of operation. | — |
- Investment Plan for the Coming Year: None.
vi $\cdot$ Analysis of Risk Management
1. Risk Management
(1) Effects of Changes in Interest Rates, Foreign Exchange Rates and Inflation on Corporate Finance, and Future Response Measures:
(1.1) Interest rate
Unit: TWD thousands
| Item\Year | 2024 | 2025 |
|---|---|---|
| Interest Income/ Expense(A) | 44,254 | 37,071 |
| Sales(B) | 5,444,066 | 4,789,345 |
| A/B(%) | 0.81 | 0.77 |
The Group's interest income primarily arises from bank deposits, while interest expenses mainly result from bank borrowings for working capital and lease liabilities. The net interest margin represents an immaterial portion of annual operating revenue; therefore, the impact of interest rate fluctuations on the Group's operations is limited. To mitigate potential interest rate risks, the Group closely monitors market trends, maintains strong relationships with banks, and ensures good credit standing. This enables access to preferential rates when future financing needs arise. In addition, the Group will continue to implement sound financial planning and consider appropriate financial instruments to manage interest rate risk effectively.
(1.2) Foreign exchange rates
Unit: TWD thousands
| Item\Year | 2024 | 2025 |
|---|---|---|
| Net Foreign Exchange Gain/Loss(A) | 33,067 | (7,339) |
| Sales (B) | 5,444,066 | 4,789,345 |
| A/B(%) | 0.61 | (0.15) |
The Group's main operations are based in Mainland China, followed by Taiwan, with sales primarily in China and other Asian markets. Sales are mainly denominated in RMB and USD, while most raw material imports are settled in USD. Although natural hedging exists between receivables and payables, the need to convert currencies (RMB and TWD) for daily operations still leads to foreign exchange gains or losses.
A stronger USD results in exchange gains on the Group's USD assets; conversely, a weaker USD leads to exchange losses. The finance team actively monitors currency markets and manages foreign exchange exposure to mitigate the impact of exchange rate fluctuations on operations.
(1.3) Inflation
The Group closely monitors raw material price trends, maintains strong relationships with suppliers, and manages cost structures to adapt to market changes. These efforts
help mitigate the impact of inflation on product costs. As a result, inflation has not had a material effect on the Group's profitability.
(2) Policies, Main Causes of Gain or Loss and Future Response Measures with Respect to High-risk, High-leveraged Investments, Lending or Endorsement Guarantees, and Derivatives Transactions
(2.1) High-Risk and High-Leverage Investments
The Group adheres to a conservative and business-focused financial policy, avoiding high-risk or high-leverage investments. As such, risk exposure remains limited.
(2.2) Lending, Guarantees, and Derivatives
In 2025 and up to the date of this report, the Group provided intercompany loans to meet internal capital needs—specifically from the Company to Boretech Resource Recycling Technology Co., Ltd., and from ZHEJIANG BORETECH ENVIRONMENTAL ENGINEERING CO., LTD. to ZHEJIANG ANSHUN PETTECHS FIBER CO., LTD. and BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD.. All transactions were approved by the Board and executed in accordance with the Group's "Procedures for Lending Funds to Others." In addition, corporate guarantees were issued by BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. for bank financing, in accordance with the Group's "Endorsement and Guarantee Operating Procedures."
The Group does not engage in speculative foreign exchange activities. Any use of derivatives is governed by the Group's "Procedures for Derivative Transactions" and based solely on actual business needs. As of the reporting date, no derivative transactions have been undertaken.
(3) Future R&D Plans and Estimated R&D Expenditures
(3.1) Future R&D Plans
| Project Name | Project content |
|---|---|
| Whole-Bottle Label Separation System | Adjustable positive and reverse airflows efficiently separate and collect labels/dust in a closed-loop system, balancing pressure to prevent external leakage. |
| Small-Capacity PET Pelletizing Line | Features a specialized low-speed, low-temp screw to minimize degradation/energy use, an underwater pelletizer utilizing residual heat for crystallization, and a vibratory bed to increase crystallinity. |
| Small-Capacity PET Pellet SSP Line | A 50 kg/hr system for solid-state polycondensation (SSP) to enhance IV for bottle flakes and high-viscosity chips, suitable for testing and exhibition. |
| Microwave Vacuum Drying System | A 1,000 kg/h rapid, low-temp microwave vacuum drying system that lowers moisture/VOC vaporization temperatures, ideal for heat-sensitive and mixed plastics. |
| Underwater Crystallizing & Pelletizing System | A 2,000 kg/h system designed for rPET underwater pelletizing and inline crystallization, achieving 30% crystallinity. |
| Eco-Spin Combined Machine | A 1,500 kg/h system enabling drying-free spinning via venting screws and vacuum pumps, reducing energy by 20%, building height by 12m, and saving over RMB 4 million in costs. |
| PP/PE Solvent-Based | An economical recycling method that isolates and purifies without |
| separation system | a 1000 kg/h liquid/air flow system for 1000 kg/h of water, and a 1000 kg/h liquid/air flow system for 1000 kg/h of water. |
| PET Pelletization | An efficient process to reduce the heat and heat of the material, and to reduce the heat of the material. |
| Project Name | Project content |
|---|---|
| Recycling Technology | destroying chemical structures; completed lab-scale testing and product process path verification for pilot line design. |
| PET Alcoholysis Monomer Recovery Technology | Achieves closed-loop textile-to-textile recycling via waste depolymerization, decolorization, and continuous inline crystallization, establishing BHET monomer quality benchmarks. |
| Pyrolysis Recycling Technology | A complete continuous pyrolysis solution (>30 t/d, >56 days operation) covering plastic pre-treatment, oil post-treatment, inline dewaxing/dechlorination, and emissions handling. |
| TEXLON® New High-Performance & Cost-Effective Flame-Retardant Fibers | Core high-barrier product line (LOI >42%, ASTM E84/EN13823 compliant) optimized for geotextile markets, targeting a production of 1,000 tons/month. |
| ECO-SAFE® Degradable Fibers, Degradable Petroleum-Based Fibers & Degradable Bio-Based Fibers | Developing degradable petroleum-based (ES/low-melting) and bio-based (PLA/PBAT/PEF) fibers to secure market advantages and brand visibility. |
| ECO-ELAST® Solid Side-by-Side Elastic Fibers, Hollow Side-by-Side Elastic Fibers & Eccentric Elastic Fibers | Patented elastic fibers targeting facial masks, nonwovens, and high-end mattresses; currently expanding the customer base through pilot completion, mass production, and BD cooperation. |
| Flame-Retardant 4080 Bi-Component Fibers, ECO-SAFE® Low-Melting-Point Fibers & Flame-Retardant Low-Melting-Point Fibers | Differentiated low-melting fibers mass-produced on Line 2 (black/white FR); successfully lab-tested degradable FR versions and pushing for scale-up and shrinkage optimization. |
| Fully Recycled 4080 Bi-Component Fibers | Mass production achieved for 3D fully recycled low-melting fibers; currently trialing 2.5D versions and optimizing processes for 2D/1.5D fibers. |
| JOULELON® Phase-Change Fibers & Cationic Phase-Change Fibers | Partnering with manufacturers to commercialize solid-solid phase-change fibers within two years, focusing on 1.5D/3D trials and multi-functional antibacterial integration. |
| High-Loft PP & Fully Recycled PP | Leveraging lightweight PP features; completed successful lab trials for high-loft PP and pushing toward sample promotion, pilot testing, and fully recycled versions. |
| Hygiene-Grade ET Fibers | Developing ultra-fine 0.6D fibers with functional differentiation such as antibacterial properties, essence infusion, and odor elimination. |
(3.2) Estimated R&D Expenditures
The Group expects to maintain a high level of R&D investment throughout 2026. In line with business growth and expansion, we aim to independently develop new processes with a focus on modularization, automation, and simplification to meet diverse customer needs. Increased R&D funding will accelerate project execution,
while we continue to recruit experienced and creative R&D professionals to enhance innovation capabilities and strengthen overall market competitiveness.
(4) Effects of and Response to Changes in Policies and Regulations Relating to Corporate Finance and Sales:
The Company is incorporated in the Cayman Islands and does not engage in substantive economic activities there. Its primary operations are based in Mainland China and Taiwan. The Group conducts its business in compliance with key domestic and international policies and legal regulations, and closely monitors relevant policy and regulatory changes in its operating regions. Preventive measures are taken in advance through various channels. When necessary, the Group consults with legal and accounting professionals or commissions them to assess and plan appropriate responses. As of the date of this annual report, there have been no significant impacts on the Group's financial or operational activities arising from changes in major policies or laws in the Cayman Islands or its principal operating regions.
(5) Effects of and Response to Changes in Technology (including Information Security Risk) and in Industry Relating to Corporate Finance and Sales:
The Group closely monitors technological developments and industry trends relevant to its business, continuously enhancing production capabilities and assessing potential operational impacts. We remain responsive to technological and industrial changes, adjusting our development direction as needed. As of the end of the most recent fiscal year and the date of this annual report, there have been no significant impacts on the Group's financial or business operations due to technological changes (including information security risks) or industry shifts.
(6) The Impact of Changes in Corporate Image on Corporate Risk Management, and the Company's Response Measures
The Group upholds the principles of integrity, trust, and sustainable management. Since its establishment, it has remained focused on its core business, prioritizing product quality, corporate image, and risk control, while adhering to all relevant local and international regulations. As of the date of this annual report, there have been no significant events affecting the Group's corporate image that would materially impact its operations.
(7) Expected Benefits from, Risks Relating to and Response to Merger and Acquisition Plans: None.
(8) Expected Benefits from, Risks Relating to and Response to Factory Expansion Plans: Not Applicable.
(9) Risks Relating to and Response to Excessive Concentration of Purchasing Sources and Excessive Customer Concentration:
(9.1) Risks Relating to Excessive Concentration of Purchasing Sources
In both 2024 and 2025, the Group's purchases from any single supplier accounted for less than 15% of total procurement, indicating no concentration risk. The Group
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maintains relationships with more than three suppliers for each major raw material, most of whom are well-established industry leaders with whom the Group has maintained long-term, stable partnerships. Furthermore, with the continued introduction of recycled polyester-related products by international suppliers, the Group has increasing flexibility in sourcing options. As a result, there have been no supply shortages that have affected production scheduling.
(9.2) Risks Relating to Excessive Customer Concentration
In 2024 and 2025, only sales to Customer B accounted for 11% of the Group's total revenue, while sales to other customers were each below 10%. There is no sales concentration risk. The Group maintains long-term and close relationships with its customers, with products, delivery, and services consistently meeting customer expectations. In addition, the Group continues to actively develop new clients and expand into new markets, further reducing any risk of sales concentration.
(10) Effects of, Risks Relating to and Response to Large Share Transfers or Changes in Shareholdings by Directors, or Shareholders with Shareholdings of over 10%:None.
(11) Effects of, Risks Relating to and Response to Changes in Control over the Company: None.
- Litigation or Non-Litigation Matters
(1) Any litigation, non-litigation, or administrative proceedings over the past two fiscal years and up to the date of this annual report that have been finalized or are still pending, and whose outcomes may significantly impact shareholders' equity or the price of the Company's securities, are disclosed below, including the nature of the case, claim amount, date of initiation, main parties involved, and current status: None.
| Case | Counterparty | Cause & Process | Impact on Company's Financials and Operations |
|---|---|---|---|
| Sales Contract Dispute | Gezhouba Huanjia (Dalian) Renewable Resources Co., Ltd., Huaiyuan Branch (Defendant) | The defendant defaulted on equipment payment of RMB 5.04 million owed to Zhejiang Boretech Environmental Engineering Co., Ltd. The case was accepted by Tianzhuo Law Firm in January 2020 and filed with the Huaiyuan County People's Court, Anhui Province. Zhejiang Boretech won the case in both first and second instance trials. The case is currently in the enforcement stage. | As the defendant has no enforceable assets, the parent company Gezhouba Huanjia (Dalian) Renewable Resources Co., Ltd. was added as a joint obligor. No payment has been recovered to date. |
| Property Dispute | Shandong Grande New Material Technology Co., Ltd. | In 2012, the defendant failed to pay the final balance of an equipment purchase to Zhejiang Boretech. Although the statute of limitations for litigation had expired, the case was refiled as a property dispute by Tianzhuo | Per the mediation agreement, the defendant was to pay RMB 100,000 by June 1, 2022, or be liable for RMB 200,000 if unpaid. |
| Case | Counterparty | Cause & Process | Impact on Company’s Financials and Operations |
|---|---|---|---|
| Law Firm and accepted in March 2021 by the Linyi High-tech Industrial Development Zone Court in Shandong. The case concluded through mediation. | The enforcement is ongoing, but the defendant has no enforceable assets. No funds have been recovered. |
(2) Any lawsuits, non-litigation, or administrative proceedings involving the Company’s directors, supervisors, president, de facto responsible persons, shareholders holding more than 10% of shares, or subsidiaries, that have been concluded or are still pending in the past two fiscal years and up to the date of this annual report, which may have a material impact on shareholders' equity or the Company's stock price: None.
(3) Any incidents involving the Company’s directors, supervisors, managerial officers, or shareholders holding more than 10% of shares that fall under Article 157 of the Securities and Exchange Act in the past two fiscal years and up to the date of this annual report, as well as the Company’s handling of such incidents: None.
- Whether any directors, supervisors, managerial officers, or shareholders holding more than 10% of shares have encountered financial distress or loss of creditworthiness in the past two fiscal years and up to the date of this annual report, and its impact on the Company's financial condition: None.
vii. Other Material Risks and Countermeasures: None.
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VII. Special Disclosure
i $\cdot$ Summary of Affiliated Companies
A. Consolidated Business Reports
(1) Organizational Chart

(2) Basic information of the various affiliated enterprises
Unit: NT$ thousand(NT$ unless otherwise specified)
| Company name | Date of establishment | Address | Paid-in capital | Main businesses/products |
|---|---|---|---|---|
| First Cool International Co., Ltd | 2013/7/10 | 4th Floor, Ellen Skelton Building, 3076 Sir Francis Drake Highway, Road Town, Tortola, British Virgin Islands VGl 110. | US$9,596 | Holding |
| Rizen Co., Ltd. | 2013/4/10 | 4th Floor, Ellen Skelton Building, 3076 Sir Francis Drake Highway, Road Town, Tortola, British Virgin Islands VGl 110. | US$10,000 | Holding |
| Company name | Date of establishment | Address | Paid-in capital | Main businesses/products |
|---|---|---|---|---|
| Boretech Resource Recovery Technology Co., Ltd. | 2017/11/16 | No. 2, Gong 6th Road Liuying District Tainan City 736, TAIWAN | NT$338,000 | Manufacture and sale of polyester pellets |
| Cycleplus, LLC | 2013/5/30 | 1820 INDUSTRIAL DR STOCKTON, CA 95206. | US$7,000 | Sale of waste plastics |
| Zhejiang Boretech Environmental Engineering Co., Ltd. | 2005/10/27 | Rd.12 Dongzhou Industrial Zone, Fuyang Dist. Hangzhou, China. | US$23,500 | Manufacture and sale of waste plastic recycling equipment |
| Zhejiang Anshun Pettechs Fiber Co., Ltd. | 2003/9/17 | Rd.12 Dongzhou Industrial Zone, Fuyang Dist. Hangzhou, China. | US$7,596 | Manufacture and sale of various chemical fibers |
| Jiaxing Baomat Trading Co., Ltd | 2021/2/9 | No.888, Jiuliting Avenue, Caoqiao Street, Pinghu, China. | CNY500 | Sale of chemical fibers and recycling equipment for waste plastics |
| PT Boretech Solution Indonesia | 2023/7/26 | The Plaza Office Tower Lt.41, Jalan M.H. Thamrin Kav. 28-30,, Desa/Kelurahan Gondangdia, Kec. Menteng, Kota Adm. Jakarta Pusat, Provinsi DKI Jakarta, | IDR 10 billion, of which IDR 9.9 billion had not yet been injected as of December 31, 2024. | Provision of services related to waste plastic recycling equipment |
| BORETECH SOLUTION INDIA PRIVATE LIMITED | 2025/07 | G No.-118, Flat No.-701, Nr. Urse Kh Tennessee, Vadgaon (Pune), Pune, Maval, Maharashtra, India, 412106 | INR 87,470 | Manufacture and sale of waste plastic recycling equipment |
| Zhejiang Suplas New Material Co., Ltd. | 2025/08 | Area A, Workshop No. 6, No. 68 Caoqiao Section, Caoqiao Street, Pinghu, China. | CNY27,000 | Manufacture and sale of waste plastic trays |
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(3) The same shareholders as those presumed to have controlling and subordinate relationships: None
(4) Related to the industries covered by the company's operations:
BORETECH Resource Recovery Engineering CO., LTD. ("the Company" or "BORETECH") was incorporated on April 8, 2013, in the Cayman Islands as an investment holding company. The Company is primarily engaged in the design, manufacturing, and sale of recycling equipment, as well as the production and sale of recycled plastics and chemical fibers. It also provides integrated services across the upstream and downstream sectors of the industry.
99
(5) Basic information of Directors, Supervisors, and Presidents of affiliates
Unit: TWD thousand; Share
| Company name | Title | Name or representative | Shares held | |
|---|---|---|---|---|
| Number of shares | Shareholding ratio | |||
| FIRST COOL INTERNATIONAL CO., LTD | Chairman | OU Che-Wen | 15,994 | 100% |
| Director | TIAO Hsiu-Hua | |||
| Director | GUANG SHUN Rep. OU Po-Hao | |||
| Director | BRAINTREE Rep. KO Yung-Chun | |||
| CEO | OU Che-Wen | |||
| RIZEN CO., LTD. | Chairman | OU Che-Wen | 50,000 | 100% |
| Director | TIAO Hsiu-Hua | |||
| Director | GUANG SHUN Rep. OU Po-Hao | |||
| Director | BRAINTREE Rep. KO Yung-Chun | |||
| CEO | OU Che-Wen | |||
| BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. | Chairman | BORETECH(KY) Rep. OU Po-Hao | 33,800,000 | 100% |
| Director | BORETECH(KY) Rep. LEE Jo-Hua | |||
| Director | BORETECH(KY) Rep. TIAO Hsiu-Hua | |||
| Supervisor | BORETECH(KY) Rep. KO Yung-Chun | |||
| CEO | YEN Chien-Chih | |||
| CYCLEPLUS, LLC | Chairman | LEE Jo-Hua | Investment | 100% |
| CEO | OU Po-Hao | USD 232,930 |
| Company name | Title | Name or representative | Shares held | |
|---|---|---|---|---|
| Number of shares | Shareholding ratio | |||
| ZHEJIANG BORETECH ENVIRONMENTAL ENGINEERING CO., LTD. | Chairman Director | FIRST COOLRep. OU Che-Wen | Investment USD 726,661 | 100% |
| Director | FIRST COOLRep. CHI,Chiu-Huang | |||
| Supervisor | FIRST COOLRep. TIAO Hsiu-Hua | |||
| CEO | FIRST COOLRep. CHOU,Chun CHI,Chiu-Huang | |||
| ZHEJIANG ANSHUN PETTECHS FIBER CO., LTD. | Chairman Director | FIRST COOLRep. OU Che-Wen | Investment USD 234,219 | 100% |
| Director | FIRST COOLRep. LEE Jo-Hua | |||
| Supervisor | FIRST COOLRep. TIAO Hsiu-Hua | |||
| CEO | FIRST COOLRep. LIN Yu-Chun | |||
| FANG Kuo-Ping | ||||
| JIAXING BAOMAT TRADING CO., LTD. | Chairman Supervisor | BORETECH(Zhejiang) Rep. OU Che-Wen | Investment USD 2,202 | 100% |
| CEO | BORETECH(Zhejiang) Rep. OU Po-Hao | |||
| CHI,Chiu-Huang |
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| Company name | Title | Name or representative | Shares held | |
|---|---|---|---|---|
| Number of shares | Shareholding ratio | |||
| PT Boretech Solution Indonesia | Chairman | OU Yi-Feng | IDR 10 billion, of which IDR 9.9 billion had not yet been injected as of December 31, 2024. | 100% |
| Director | CHIU Ching-Fu | |||
| Director | QIAN Wei | |||
| Director | GU Jin-Feng | |||
| Director | WANG Yu-Song | |||
| Director | CHEN Ke-Ying | |||
| Director | HENG Dong-Hai | |||
| Director | ZHAO Chun-Yang | |||
| Director | LI Yong-Zhi | |||
| Director | CHI,Chiu-Huang | |||
| CEO | OU Yi-Feng | |||
| BORETECH SOLUTION INDIA PRIVATE LIMITED | Chairman | OU Yi-Feng | Investment | 100% |
| Director | RAVI TAMBAD | NT$30,615 | ||
| Zhejiang Suplas New Material Co., Ltd. | Chairman | OU Che-Wen | Investment | 100% |
| Supervisor | OU Yi-Feng | NT$123,390 |
(6) ) Financial and operational overview of affiliated companies
Unit: TWD thousand
| Company name | Paid-in capital | Total assets | Total liabilities | Net worth | Operating revenue | Operating profit | Current profit and loss (after tax) | EPS (NT$) (after taxes) |
|---|---|---|---|---|---|---|---|---|
| FIRST COOL INTERNATIONAL CO., LTD | US$9,596 | 3,890,077 | 1,822,543 | 2,067,534 | 3,928,839 | 444,428 | 384,244 | 23,837.24 |
| RIZEN CO., LTD. | US$10,000 | 4,356 | 715 | 3,641 | - | - | (63) | (1.27) |
| BORETECH RESOURCE RECOVERY TECHNOLOGY CO., LTD. | NT$338,000 | 623,931 | 269,372 | 354,559 | 860,727 | (36,849) | (29,221) | (0.87) |
| CYCLEPLUS, LLC | US$7,000 | 4,892 | 537 | 4,355 | - | (39) | (63) | NA |
| ZHEJIANG BORETECH ENVIRONMENTAL ENGINEERING CO., LTD. | US$23,500 | 2,415,058 | 1,049,327 | 1,365,731 | 1,849,448 | 247,905 | 211,106 | NA |
| ZHEJIANG ANSHUN PETTECHS FIBER CO., LTD. | US$7,596 | 1,314,360 | 637,708 | 676,652 | 2,176,460 | 239,775 | 173,714 | NA |
| JIAXING BAOMAT TRADING CO., LTD. | CNY500 | 14,549 | 4 | 14,545 | 9,798 | 2,772 | 2,426 | NA |
| Company name | Paid-in capital | Total assets | Total liabilities | Net worth | Operating revenue | Operating profit | Current profit and loss (after tax) | EPS (NT$) (after taxes) |
|---|---|---|---|---|---|---|---|---|
| PT Boretech Solution Indonesia | IDR 10 billion, of which IDR 9.9 billion had not yet been injected as of December 31, 2024. | 27,046 | 4,912 | 22,134 | - | (3,448) | (7,861) | NA |
| BORETECH SOLUTION INDIA PRIVATE LIMITED | INR87,470 | 34,724 | 7,049 | 27,675 | 8,013 | (2,966) | (2,967) | (0.34) |
| Zhejiang Suplas New Material Co., Ltd. | CNY21,000 | 191,043 | 99,112 | 91,931 | - | (2,603) | (2,473) | NA |
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B. Report on Affiliated Companies: The consolidated financial statements of affiliated companies are the same as the Company's consolidated financial statements. Please refer to the Company's consolidated financial statements available on the Market Observation Post System (MOPS). MOPS website link: https://mops.twse.com.tw/mops/#/web/home
C. Report on Related Parties: NA.
ii $\cdot$ Progress of Private Placement of Securities During the Last Year and Up to the Print Date of the Annual Report: None.
iii $\cdot$ Other supplemental information: None.
iv $\cdot$ Explanation of the significant differences compared to the regulations on the protection of shareholders' rights and interests in our country
The Company has amended its Articles of Incorporation in accordance with the key shareholder protection items listed in the "Checklist for Protection of Shareholders' Rights in the Jurisdiction of Incorporation of Foreign Issuers," as revised and announced by the Taiwan Stock Exchange Corporation on February 6, 2026.
As the laws of the Cayman Islands are not necessarily consistent with those of the Republic of China (Taiwan), the following table outlines the reasons for, nature of, and impact on Taiwanese shareholders arising from the differences between the Company's Articles of Incorporation and the items set forth in the checklist.
| Differences | Cayman law and description | Memorandum and Articles of Association (“AOA”) regulations and description |
|---|---|---|
| Special Resolution: Requires attendance by shareholders representing at least two-thirds of issued shares, with majority approval of votes cast. If attendance is only over half, then two-thirds of votes cast must approve. | Under Cayman Islands law, a special resolution requires the presence of shareholders representing more than 50% of the total issued shares and the approval of at least two-thirds of the votes cast. | Article 39, Paragraph 1 and Article 2, Paragraph 1 of the Company's AOA define a special resolution as one passed by at least two-thirds of the voting rights of shareholders present at a meeting attended by shareholders representing more than half of the total issued voting shares, in person, by authorized corporate representatives, or by proxy, thereby aligning with both Cayman Islands law and Taiwan Company Act requirements for public companies. |
| 1. Must be approved by shareholders' meeting and conducted pro rata. 2. May be done in non-cash assets with shareholder approval and recipient consent. | Cayman Islands Companies Act Articles 14–18 stipulate strict mandatory procedures and substantive rules for capital reduction, which cannot be amended through the AOA. | The Company's AOA Article 14 provides that capital reduction shall follow Cayman law and applicable listing rules. As the Cayman rules differ significantly from Taiwan's shareholder protection requirements, Article 24, Paragraph 1 of the AOA stipulates that capital reduction |
| Differences | Cayman law and description | Memorandum and Articles of Association (“AOA”) regulations and description |
|---|---|---|
| 3. Asset value must be audited by a CPA before the meeting. | shall be conducted through pro-rata share repurchase to safeguard shareholder rights. | |
| 1. Holding a physical meeting outside Taiwan requires TWSE approval within two days. | ||
| 2. A professional stock agent in Taiwan must handle voting matters. | Cayman Islands law has no relevant provisions. | The Company’s AOA Article 31 stipulates that physical shareholder meetings during listing shall be held in Taiwan. As such, no offshore meeting approval or notification process is necessary. |
| Nonetheless, the Company will engage a professional shareholder services agent in Taiwan to handle voting matters during such meetings. | ||
| Companies may not convert between par and no-par value shares. | Under Cayman Islands Companies Act Section 8(1): “no exempted company shall divide its capital into both shares of a fixed amount and shares without nominal or par value.” Conversion between par value and no-par shares is not allowed. | The Company only issues par value shares. To prevent ambiguity, AOA Article 7, Paragraph 5 states: “The Company shall not issue no-par shares or convert par value shares into no-par shares.” |
| Shareholders holding ≥3% for over a year may request an EGM. If not convened within 15 days, they may apply to the authority to convene it themselves. | Cayman law does not provide for a competent authority to approve shareholder-convened meetings. | Following Taiwan Stock Exchange letter No. 0991701319 dated April 13, 2010, AOA Article 32, Paragraph 1 states that shareholders holding at least 3% of the issued shares for over one year may request the Board to convene an extraordinary meeting. If the Board does not issue a notice within 15 days, such shareholders may convene the meeting themselves without requiring authority approval. |
| Voting by Written or Electronic Means: Deemed as attending the meeting in person. | Under Cayman law, shareholders voting in writing or electronically are deemed to have appointed the chairman as proxy and are not considered present in person. | AOA Article 57 stipulates that shareholders voting in writing or electronically are deemed to have authorized the chairman to act as their proxy. The chairman may not vote on unspecified matters, ad hoc motions, or amendments not expressly stated, in line |
| Differences | Cayman law and description | Memorandum and Articles of Association (“AOA”) regulations and description |
|---|---|---|
| with Cayman law requirements. Practically, this approach does not significantly differ from Taiwan law. | ||
| 1. Earnings Distribution or Loss Coverage (Quarterly or Semi-Annual):May be conducted quarterly or semi-annually. | ||
| 2. Must be reviewed by audit committee and approved by the board | ||
| 3. Legal reserves and taxes must be retained first. | ||
| 4. New share issuance requires shareholder meeting approval; cash dividends need only board approval. | ||
| 5. Must be based on CPA-audited or reviewed financials. | Cayman law does not regulate interim distributions. | The Company adopts an annual earnings distribution policy per AOA Article 100, Paragraph 3 and does not implement quarterly or semi-annual distributions. Therefore, the related shareholder protection checklist provisions are not applicable. |
v、Material Event Impact on Shareholders' Equity or Share Price in Recent Years until the Annual Report being published: None