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CTCI — Audit Report / Information 2025
Apr 10, 2026
52795_rns_2026-04-10_d32e8fdb-108b-434a-acf5-aec5394d83fd.pdf
Audit Report / Information
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CTCI CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS’ REPORT DECEMBER 31, 2025 AND 2024
For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.
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INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE
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To the Board of Directors and Stockholders of CTCI Corporation
Opinion
We have audited the accompanying consolidated balance sheets of CTCI Corporation and subsidiaries (the “Group”) as at December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.
In our opinion, based on our audits and the reports of other auditors (please refer to the Other matter section), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the reports of other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
資誠聯合會計師事務所 PricewaterhouseCoopers, Taiwan 110208 臺北市信義區基隆路一段 333 號 27 樓
27F, No. 333, Sec. 1, Keelung Rd., Xinyi Dist., Taipei 110208, Taiwan T: +886 (2) 2729 6666, F:+ 886 (2) 2729 6686
www.pwc.com
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Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Group’s 2025 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
Key audit matters for the Group’s 2025 consolidated financial statements are stated as follows:
Accuracy of construction revenue
Description
Refer to Note 4(35) for accounting policy on revenue recognition, Note 5(2)A for significant accounting estimates and assumptions, and Note 6(28) for details of construction revenue.
For the construction services provided by the Group, construction revenue is recognised based on the stage of completion during the contract period. The percentage of completion will be calculated based on the actual cost as of the financial period-end in proportion to the estimated total contract cost. As a result of possible inaccuracy arising from estimated total cost which involves accounting estimates, and since the estimated total contract cost will affect the recognition of work completed and construction revenue, we considered the accuracy of construction revenue as a key area of focus for this year’s audit.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
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A. Obtained an understanding of the internal working procedures for evaluating estimated total cost and selected samples of estimated total cost on material construction to assess the consistency of valuation working flow and internal working procedures.
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B. Selected samples of estimated total cost which was approved by the project management department, including supplementary works as well as construction changes, and the related supporting documents of significant constructions.
www.pwc.com
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- C. Obtained the details of current costs and expenses, and selected samples from relevant evidences to verify against the carrying amounts to ensure the accuracy of input cost of current year, and recalculated the stage of completion.
Impairment assessment of accounts receivable of the second-tier subsidiary, CTCI Americas, Inc.
Description
Refer to Note 4(11) for the accounting policy on impairment on accounts receivable and Note 5(2) B. for accounting estimates and assumption uncertainty of impairment on accounts receivable.
As described in Note 6(13) D., the accounts receivable of the second-tier subsidiary, CTCI Americas, Inc. (“CTCI Americas”), had been made provision for expected credit loss for the year ended December 31, 2025. Considering that the aforementioned impairment assessment of accounts receivable involves significant accounting estimates, has high uncertainty and is susceptible to subjective judgment, we considered the impairment assessment of accounts receivable of CTCI Americas as a key area of focus for this year’s audit.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
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A. Obtained the impairment assessment report provided by the management for the accounts receivable evaluated by the management using collective assessment, reviewed the calculation logic, related supporting documents and verified it against the accounting records to ascertain the accuracy of customer types, classification of ageing range and calculations.
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B. For significant accounts receivable individually identified by the management, the procedures performed are as follows:
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(a) Obtained the impairment assessment report of assets issued by the expert appointed by the management and reviewed the qualification of expert to assess the independence, objectivity and competency.
www.pwc.com
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- (b) Appointed the auditor’s expert by the audit team to assess the appropriateness of the valuation model used by the management’s expert for determining the recoverable amounts and to evaluate the reasonableness of significant assumptions such as the discount rate adopted by the management’s expert.
Other matter – Reference to the audits of other auditors
The financial statements of certain subsidiaries and investments accounted for under the equity method were audited by other auditors. Therefore, our opinion expressed herein, insofar as it relates to the amounts included in respect of these subsidiaries and associates, is based solely on the reports of the other auditors. Total assets of these subsidiaries and the balances of these investments accounted for under the equity method amounted to NT$13,461,373 thousand and NT$8,283,770 thousand, constituting 9.61% and 6.61% of the consolidated total assets as at December 31, 2025 and 2024, respectively, and the comprehensive income recognized from these subsidiaries and associates amounted to NT$2,400,958 thousand and NT$1,797,404 thousand, constituting 108.99% and 55.84% of the consolidated total comprehensive income for the years then ended, respectively.
Other matter – Parent company only financial reports
We have audited and expressed an unmodified opinion with other matter paragraph on the parent company only financial statements of CTCI Corporation as at and for the years ended December 31, 2025 and 2024.
Responsibilities of management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
www.pwc.com
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In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the Group’s financial reporting process.
Auditors’ responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgement and professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
www.pwc.com
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
www.pwc.com
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We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Liao, Fu-Ming[Chen, Ching Chang ]
For and on Behalf of PricewaterhouseCoopers, Taiwan March 9, 2026
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.
www.pwc.com
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CTCI CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes 6(1) 6(2) 6(3) 6(4) 6(28) and 7 6(5) 6(5) and 8 7 7 6(6) 6(2) 6(3) 6(4) and 8 6(7) 6(8) and 8 6(9) 6(11) and 8 6(12) and 8 6(35) 6(13), 7 and 8 |
December 31, 2025 AMOUNT % $36,187,354267,244,5735151,383-947,488120,283,9911571,548-15,243,31811627,9331255,122-15,779-339,923-114,673-4,838,866386,321,9516210,678-668,732-166,877-3,331,415213,503,68710695,6931931,63713,172,27522,813,245228,444,2712053,738,51038$140,060,461100 |
December 31, 2024 | December 31, 2024 |
|---|---|---|---|---|
AMOUNT$36,187,3547,244,573151,383947,48820,283,99171,54815,243,318627,933255,12215,779339,923114,6734,838,86686,321,95110,678668,732166,8773,331,41513,503,687695,693931,6373,172,2752,813,24528,444,27153,738,510$140,060,461 |
AMOUNT$21,116,6105,579,895227,4099,145,86426,595,0051,6336,280,615412,796262,47714,692268,906187,0415,526,58575,619,528-532,269495,5943,335,87913,935,793693,310937,3561,319,2421,934,43026,429,49049,613,363$125,232,891 |
% | ||
| Current assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1120 Financial assets at fair value through other comprehensive income - current 1136 Financial assets at amortized cost - current 1140 Contract assets - current 1150 Notes receivable, net 1170 Accounts receivable, net 1180 Accounts receivable - related parties 1200 Other receivables 1210 Other receivables - related parties 1220 Current income tax assets 130X Inventories 1410 Prepayments 11XX Total current assets Non-current assets 1510 Financial assets at fair value through profit or loss - non-current 1517 Financial assets at fair value through other comprehensive income - non- current 1535 Financial assets at amortized cost - non-current 1550 Investments accounted for using equity method 1600 Property, plant and equipment, net 1755 Right-of-use assets 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1900 Other non-current assets 15XX Total non-current assets 1XXX Total assets |
175-721-5-----5 |
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60 |
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40 |
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100 |
(Continued)
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CTCI CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | December 31, 2025 December 31, 2024 Notes AMOUNT % AMOUNT % 6(14) $4,205,2003$11,640,42396(2) 158,706-234,040-6(28) and 7 42,349,0093030,264,243241,391-11,579-6(15) 21,167,4231523,478,280197 131,500-77,971-6(16) 4,677,58943,716,68437 20,371-1,756-944,3171561,57116(24) 1,856,18221,160,76217 234,820-294,196-6(18)(19) 7,324,89353,258,03136(17) and 7 366,767-213,116-83,438,1686074,912,652606(28) --173,260-6(18) 10,591,05589,373,15386(19) 17,264,6801213,573,849116(24) 499,191-344,801-6(35) 524,8921244,734-7 477,873-452,531-6(20) and 7 1,748,21211,489,542131,105,9032225,651,87020114,544,07182100,564,522806(25) 8,945,50668,122,5717(732)- (871)-6(26) 6,592,34946,516,07256(27) 3,282,50123,070,60321,397,77811,477,63912,104,50022,117,5372(2,036,042) (1) (1,645,414) (1 )6(25) (11,835)- (11,835)-20,274,0251419,646,302164(3) 5,242,36545,022,067425,516,3901824,668,369209 11 $140,060,461100$125,232,891100 |
|---|---|
| Current liabilities 2100 Short-term borrowings 2120 Financial liabilities at fair value through profit or loss - current 2130 Contract liabilities - current 2150 Notes payable 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2250 Current provisions 2280 Current lease liabilities 2320 Long-term liabilities, current portion 2399 Other current liabilities, others 21XX Total current liabilities Non-current liabilities 2527 Non-current contract liabilities 2530 Bonds payable 2540 Long-term borrowings 2550 Non-current provisions 2570 Deferred income tax liabilities 2580 Non-current lease liabilities 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity attributable to owners of parent Share capital 3110 Common stock 3170 Share capital awaiting retirement Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 3500 Treasury stocks 31XX Equity attributable to owners of the parent 36XX Non-controlling interests 3XXX Total equity Significant contingent liabilities and unrecognized contract commitments Significant events after the balance sheets date 3X2X Total liabilities and equity |
The accompanying notes are an integral part of these consolidated financial statements.
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CTCI CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)
| Items | Year ended December 31 2025 2024 Notes AMOUNT % AMOUNT % 6(28) and 7 $91,848,234100$119,924,6171006(33)(34) and 7 (82,472,567) (90) (113,326,658) (94)9,375,667106,597,95966(33)(34) and 7 (2,042,300) (2) (1,904,015) (2)(143,640)-(113,486)-12(2) (3,139,144) (4) (249,949)-(5,325,084) (6) (2,267,450) (2)4,050,58344,330,50946(29) 567,0881598,78116(30) 140,083-147,891-6(31) 121,803-57,543-6(32) and 7 (1,219,749) (1) (1,192,480) (1)6(7) 423,128-437,396-32,353-49,131-4,082,93644,379,64046(35) (1,325,677) (1) (1,444,724) (1)$2,757,2593$2,934,91636(21) $82,720-$157,284-6(3) 76,079-(139,330)-(11)-1,932-6(35) (17,861)-(37,603)-140,927-(17,717)-(695,219) (1)301,902-($554,292) (1) $284,185-$2,202,9672$3,219,1013$1,691,3612$1,942,38321,065,8981992,5331$2,757,2593$2,934,9163$1,179,7651$2,195,66521,023,20211,023,4361$2,202,9672$3,219,10136(36) $1.91$2.216(36) $1.72$1.97 |
|---|---|
| 4000 Operating revenue 5000 Operating costs 5900 Gross Profit Operating expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Impairment loss determined in accordance with IFRS 9 6000 Total operating expenses 6900 Operating income Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of profit of associates and joint ventures accounted for under equity method 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year Components of other comprehensive income that will not be reclassified to profit or loss 8311 Actuarial gains on defined benefit plans 8316 Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 8320 Share of other comprehensive (loss) income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8310 Other comprehensive income (loss) that will not be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8361 Cumulative translation differences of foreign operations 8300 Total other comprehensive (loss) income for the year 8500 Total comprehensive income for the year Profit attributable to: 8610 Owners of the parent 8620 Non-controlling interest Total Comprehensive income attributable to: 8710 Owners of the parent 8720 Non-controlling interest Total 9750 Basic earnings per share (in NT dollars) 9850 Diluted earnings per share (in NT dollars) |
The accompanying notes are an integral part of these consolidated financial statements.
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CTCI CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Year ended December 31, 2024 Balance at January 1, 2024 Profit for the year Other comprehensive income (loss) Total comprehensive income (loss) Appropriations of 2023 earnings Legal reserve Special reserve Cash dividends Employee stock options exercised Employee stock options exercised by subsidiary Share-based payment transactions Restricted stock Issuance of convertible bonds Issuance of convertible bonds by subsidiary and converted into capital Disposal of investments in equity instruments measured at fair value through other comprehensive income Recognition of change in equity of associates in proportion to the Group's ownership Non-controlling interests Cash dividends distributed by subsidiary Balance at December 31, 2024 |
Notes | Equityattributabl | e to owners of thepa | e to owners of thepa | re | nt | nt | Non-controlling interests |
Non-controlling interests |
Total equity$ 22,778,8632,934,916284,1853,219,101--(1,660,258)298,922123,080687(58,131)811,74776-1,20851,940(898,866)$ 24,668,369 |
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Capital | Capital surplus | Retained Earnings | Other EquityI | nterest | Treasurystocks | Total | ||||||||||||||||||||||
| Common stock | Share capital awaiting retirement |
Legal reserve | Special reserve | Unappropriated retained earnings |
Cumulative translation differences of foreign operations |
a f |
Unrealized losses from financial ssets measured at air value through other comprehensive income |
Revaluation surplus |
Other equity, others |
|||||||||||||||||||
| 6(27) 6(25)(26) 6(26) 6(26) 6(26) 6(26) 6(3) 6(26) |
$ 8,037,727------89,017--(4,173 )------$ 8,122,571 |
($1,330) ---------459------($871) |
$ 5,464,774------209,90524,5754143,714811,74776-867--$ 6,516,072 |
$ 2,883,788---186,815------------$ 3,070,603 |
$ 1,248,071----229,568-----------$ 1,477,639 |
$ 2,076,6401,942,38398,5372,040,920(186,815) (229,568) (1,660,258) ---1,735--74,883---$ 2,117,537 |
( $110,180)-287,851287,851-------------$177,671 |
($ 1,418,640)- (133,106)(133,106)- - - - - - - - - (74,883)- - - ($ 1,626,629) |
$51,181 |
( $193,932 ) |
( $11,835 |
) ) |
$ 18,026,264 |
) ) |
$ 4,752,599 |
) ) |
||||||||||||
-- |
-- |
- - |
1,942,383253,282 |
992,533 30,903 |
||||||||||||||||||||||||
- |
- |
- |
2,195,665 |
1,023,436 |
||||||||||||||||||||||||
------------- |
------(53,705 )------ |
- - - - - - - - - - - - - |
--(1,660,258298,92224,575414(51,970811,74776-867-- |
- - - - 98,505 273 (6,161- - - 341 51,940 (898,866 |
||||||||||||||||||||||||
$51,181 |
( $247,637 ) |
( $11,835 |
$ 19,646,302 |
$ 5,022,067 |
(Continued)
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CTCI CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Year ended December 31, 2025 Balance at January 1, 2025 Profit for the year Other comprehensive income (loss) Total comprehensive income (loss) Appropriations of 2024 earnings Legal reserve Special reserve Cash dividends Stock dividends of ordinary share Employee stock options exercised Employee stock options exercised by subsidiary Share-based payment transactions Restricted stock Conversion of convertible bonds into capital Disposal of investments in equity instruments designated at fair value through other comprehensive income Conversion of convertible bonds into capital by subsidiary Cash dividends distributed by subsidiary Recognition of change in equity of associates in proportion to the Group's ownership percentage Balance at December 31, 2025 |
Notes | Equityattributabl | e to owners of thepa | e to owners of thepa | re | nt | nt | Non-controlling interests |
Non-controlling interests |
Total equity$ 24,668,3692,757,259(554,292)2,202,967--(812,727)-178,81955,813(185)(6,472)94-192(869,007)98,527$ 25,516,390 |
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Capital | Capital surplus | Retained Earnings | Other EquityI | nterest | Treasurystocks | Total | ||||||||||||||||||||||
| Common stock | Share capital awaiting retirement |
Legal reserve | Special reserve | Unappropriated retained earnings |
Cumulative translation differences of foreign operations |
a f |
Unrealized losses from financial ssets measured at air value through other comprehensive income |
Revaluation surplus |
Other equity, others |
|||||||||||||||||||
| 6(27) 6(25)(26) 6(26) 6(26) 6(26) 6(25)(26) 6(26) 6(26) |
$ 8,122,571------812,72757,045--(46,856 )19----$ 8,945,506 |
($871) ----------139-----($732) |
$ 6,516,072-------121,77419,739(185 )(133,075 )75-92-67,857$ 6,592,349 |
$ 3,070,603---211,898------------$ 3,282,501 |
$ 1,477,639----(79,861 )-----------$ 1,397,778 |
$ 2,117,5371,691,36152,8421,744,203(211,898) 79,861(812,727) (812,727) ---1,260-(1,009) ---$ 2,104,500 |
$177,671-(658,779)(658,779)-------------( $481,108) |
($ 1,626,629)- 94,341 94,341 - - - - - - - - - 1,009 - - - ($ 1,531,279) |
$51,181 |
( $247,637 ) |
( $11,835 |
) ) |
$ 19,646,302 |
)) ) ) |
$ 5,022,067 |
) ) ) |
||||||||||||
-- |
-- |
- - |
1,691,361(511,596 |
1,065,898 (42,696 |
||||||||||||||||||||||||
- |
- |
- |
1,179,765 |
1,023,202 |
||||||||||||||||||||||||
------------- |
-------172,801----- |
- - - - - - - - - - - - - |
--(812,727-178,81919,739(185(5,73194-92-67,857 |
- - - - - 36,074 - (741- - 100 (869,00730,670 |
||||||||||||||||||||||||
$51,181 |
( $74,836 ) |
( $11,835 |
$ 20,274,025 |
$ 5,242,365 |
The accompanying notes are an integral part of these consolidated financial statements.
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CTCI CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Loss (gain) on valuation of financial assets Loss (gain) on disposal of property, plant and equipment Gain on lease modification Share of profit of associates and joint ventures accounted for under equity method Depreciation Amortization Expected credit loss Interest income Dividend income Interest expense Construction revenue from service concession arrangements Compensation costs for employee stock options Compensation costs for restricted stock Gain on disposal of investment Accrued restoration cost reversal benefit Liquidation of benefits Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss Contract assets Notes receivable Accounts receivable Accounts receivable - related parties Other receivables Other receivables - related parties Inventories Prepayments Other current assets Other non-current assets Changes in operating liabilities Contract liabilities Notes payable Accounts payable Accounts payable - related parties Other payables Other payables - related parties Provisions Other current liabilities Other non-current liabilities Cash inflow (outflow) generated from operations Interest received Dividends received Income tax refund Interest paid Income tax paid Net cash flows from (used in) operating activities |
Year ended December 31 Notes 2025 2024 $4,082,936 $4,379,6406(31) (298,880 )13,5316(31) 4,732 (2,267 )6(31) (526 ) (4,130 )6(7) (423,128 ) (437,396 )6(31)(33) 1,046,8121,072,4836(33) 221,883228,01612(2) 3,139,144249,9496(29) (567,088 ) (598,781 )6(30) (48,926 ) (15,818 )6(32) 1,219,7491,192,4806(12) (1,872,834 ) (203,452 )6(34) (185 )6876(34) (6,472 ) (58,131 )6(31) (1,656 )-(58,483 )-(6,337 )-(1,460,890 ) (2,823,807 )6,259,813 (3,383,391 )(69,915 )17,328(9,037,854 )1,488,625(164,009 )160,362(102,521 )175,206(996 )-72,36821,914687,719 (570,302 )-656,453(2,931,092 ) (7,769,558 )12,109,465 (853,795 )(10,188 )7,918(2,310,857 )2,541,58953,529 (165,105 )946,110306,13718,615938888,344111,943102,532219,157(166,615 ) (175,864 )11,314,299 (4,217,441 )676,964541,455319,117256,244137,83237,277(1,055,810 ) (1,056,421 )(1,680,287 ) (2,119,594 )9,712,115 (6,558,480 ) |
|---|---|
(Continued)
~14~
CTCI CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Increase in other receivables - related parties Proceeds from disposal of financial assets at fair value through other comprehensive income - current Proceeds from disposal of financial assets at amortized cost Increase in financial assets at amortized cost Increase in investments accounted for under the equity method Proceeds from capital reduction of associates Proceeds from investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Increase in intangible assets Increase in refundable deposits Increase in other non-current assets Increase in prepayments for land purchases Net cash flows from (used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES (Decrease) increase in short-term borrowings Decrease in short-term notes and bills payable Decrease in lease liabilities Increase in deposits received (recognized in other non-current liabilities) Proceeds from long-term debt Decrease in long-term borrowings Issuance of bonds payable Repayment of bonds payable Proceeds from employee stock options exercised Cash dividends paid Increase in non-controlling interests Net cash flows (used in) from financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Year ended December 31 Notes 2025 2024 ( $91 ) ( $916 )15,642115,2158,695,743286,720(168,650 ) (7,911,653 )6(7) (21,000 ) (150,900 )6(7) 270,000135,000201-6(37) (371,289 ) (494,593 )4,60938,6616(12)(37) (159,912 ) (142,332 )(608,886 ) (8,155 )(30,311 ) (77,391 )6(13) (1,901,520 )-5,724,536 (8,210,344 )(7,435,223 )3,805,9426(38) - (19,983 )6(38) (375,815 ) (348,205 )36,71068,9117,213,3508,674,939(349,429 ) (1,899,279 )4,991,6026,283,3626(18) (3,000,000 ) (6,000,000 )234,632422,002(1,681,734 ) (2,559,124 )-51,940(365,907 )8,480,50515,070,744 (6,288,319 )21,116,61027,404,929$36,187,354 $21,116,610 |
|---|---|
The accompanying notes are an integral part of these consolidated financial statements.
~15~
CTCI CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)
1. HISTORY AND ORGANIZATION
CTCI Corporation (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Law of the Republic of China on April 6, 1979 and commenced its operations on May 1, 1979. The main business activities of the Company and its subsidiaries (collectively referred herein as the “Group”) are the design, survey, construction and inspection of various engineering and construction projects, plants, machinery and equipment and environmental protection projects. The Company’s shares have been listed and traded on the Taiwan Stock Exchange since May 1993.
2. THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE CONSOLIDATED FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORIZATION
These consolidated financial statements were authorized for issuance by the Board of Directors on March 9, 2026.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS ® ”) Accounting Standards that came into effect as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by the FSC and became effective from 2025 are as follows:
Effective date by International Accounting New Standards, Interpretations and Amendments Standards Board Amendments to IAS 21, ‘Lack of exchangeability’ January 1, 2025
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(2) Effect of new issuances of or amendments to IFRS Accounting Standards as endorsed by the FSC but not yet adopted by the Group
New standards, interpretations and amendments endorsed by the FSC effective from 2026 are as follows:
Effective date by International Accounting New Standards, Interpretations and Amendments Standards Board Amendments to IFRS 9 and IFRS 7, ‘Amendments to the classification January 1, 2026 and measurement of financial instruments’
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| New Standards, Interpretations and Amendments | Effective date by International Accounting Standards Board |
|---|---|
| Amendments to IFRS 9 and IFRS 7, ‘Contracts referencing nature- | January 1, 2026 |
| dependent electricity’ | |
| IFRS 17, ‘Insurance contracts’ | January 1, 2023 |
| Amendments to IFRS 17, ‘Insurance contracts’ | January 1, 2023 |
| Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 – | January 1, 2023 |
| comparative information’ | |
| Annual Improvements to IFRS Accounting Standards—Volume 11 | January 1, 2026 |
The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
(3) IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC
New standards, interpretations and amendments issued by IASB but not yet included in the IFRS Accounting Standards as endorsed by the FSC are as follows:
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Effective date by
International Accounting
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| Accounting Standards as endorsed by the FSC are as follows: New Standards, Interpretations and Amendments |
Effective date by International Accounting Standards Board |
|---|---|
| Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets | To be determined by |
| between an investor and its associate or joint venture’ | International Accounting |
| Standards Board | |
| IFRS 18, ‘Presentation and disclosure in financial statements’ | January 1, 2027 (Note) |
| IFRS 19, ‘Subsidiaries without public accountability: disclosures’ | January 1, 2027 |
| Amendments to IAS 21, ‘Translation to a Hyperinflationary Presentation | January 1, 2027 |
| Currency’ |
Note: The FSC has announced in a press release on September 25, 2025 that public companies will apply IFRS 18 starting from the fiscal year 2028. Additionally, entities can choose to adopt IFRS 18 earlier based on their requirements after the FSC endorses IFRS 18.
Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.
IFRS 18, ‘Presentation and disclosure in financial statements’
IFRS 18, ‘Presentation and disclosure in financial statements’ replaces IAS 1. The standard introduces a defined structure of the statement of profit or loss, disclosure requirements related to managementdefined performance measures, and enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes.
~17~
4. SUMMARY OF MATERIAL ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
(1) Compliance statement
The consolidated financial statements of the Group have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, International Financial Reporting Standards, International Accounting Standards, IFRIC ® Interpretations, and SIC ® Interpretations that came into effect as endorsed by the FSC.
(2) Basis of preparation
-
A. Except for the following items, the consolidated financial statements have been prepared under the historical cost convention:
-
(a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.
-
(b) Financial assets at fair value through other comprehensive income.
-
(c) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.
-
B. The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
(3) Basis of consolidation
-
A. Basis for preparation of consolidated financial statements:
-
(a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.
-
(b) Inter-company transactions, balances and unrealized gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries consist with the policies adopted by the Group.
-
(c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the noncontrolling interests having a deficit balance.
~18~
- (d) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity.
B. Subsidiaries included in the consolidated financial statements:
| Name of Investor | Name of Subsidiary | Main Business Activities | Ownership (%) | Ownership (%) | Description |
|---|---|---|---|---|---|
| December 31, 2025 |
December 31, 2024 |
||||
| CTCI Corp. CTCI Development Corp. |
CTCI Advanced Systems Inc. |
Design and installation of software |
48.14 | 48.22 | Note 1 |
| CTCI Corp. | CTCI Development Corp. |
Real estate and leasing business |
100.00 | 100.00 | |
| CTCI Corp. | CTCI Investment Corp. |
Investments | 100.00 | 100.00 | |
| CTCI Corp. CTCI Investment Corp. |
CTCI Smart Engineering Corp. |
Planning and design of construction projects |
97.09 | 97.09 | |
| CTCI Advanced Systems Inc. |
CTCI Resources EngineeringInc. |
Engineering technology service |
100.00 | 100.00 | |
| CTCI Corp. CTCI Development Corp. |
CTCI USA Holding Inc. |
Investments | 100.00 | 100.00 | |
| CTCI USA Holding Inc. |
CTCI Americas, Inc. | Business development and related engineering services andplanning |
100.00 | 100.00 | |
| CTCI Corp. | CTCI Singapore Pte.Ltd. |
Planning and design of constructionprojects |
100.00 | 100.00 | |
| CTCI Investment Corp. CTCI Development Corp. ECOVE Environment Services Corp. CTCI Smart Engineering Corp. CTCI Resources EngineeringInc. |
CTCI Chemical Corp. | Wholesale, manufacturing and retail of chemical products |
75.49 | 75.49 | |
| CTCI Corp. CTCI Investment Corp. CTCI Development Corp. |
ECOVE Environment Corp. |
Environmental engineering | 53.30 | 53.56 | |
| ECOVE Environment Corp. |
ECOVE Wujih EnergyCorp. |
Environmental engineering | - | 100.00 | Note 5 |
~19~
| Name of Investor | Name of Subsidiary | Main Business Activities | Ownership (%) | Ownership (%) | Description |
|---|---|---|---|---|---|
| December 31, 2025 |
December 31, 2024 |
||||
| ECOVE Environment Corp. |
ECOVE Waste Management Corp. |
Environmental engineering | 100.00 | 100.00 | |
| ECOVE Environment Corp. |
ECOVE Environment Services Corp. |
Environmental engineering | 100.00 | 100.00 | |
| ECOVE Environment Corp. ECOVE Environment Services Corp. |
ECOVE Miaoli Energy Corp. |
Environmental engineering | 75.00 | 75.00 | |
| ECOVE Environment Corp. |
Yuan Ding Resources Management Corp. |
Environmental engineering | 100.00 | 100.00 | |
| ECOVE Environment Services Corp. |
ECOVE Environment Services Gangshan Corp. |
Environmental engineering | 100.00 | 100.00 | |
| ECOVE Environment Services Corp. |
ECOVE Resource Recycling Corp. |
Environmental engineering | 95.00 | 95.00 | |
| CTCI Corp. ECOVE Environment Services Corp. |
SINOGAL-Waste Services Co., Ltd. |
Environmental engineering | 60.00 | 60.00 | |
| CTCI Corp. | CTCI Overseas (BVI) Corp. |
Investments | 100.00 | 100.00 | |
| CTCI Overseas (BVI) Corp. |
CTCI Overseas Co., Ltd. |
Planning and design of constructionprojects |
100.00 | 100.00 | |
| CTCI Overseas Co., Ltd. |
CTCI Beijing Co., Ltd. |
Planning and design of constructionprojects |
100.00 | 100.00 | |
| CTCI Overseas Co., Ltd. |
CTCI Vietnam CompanyLimited |
Planning and design of constructionprojects |
100.00 | 100.00 | |
| CTCI Overseas Co., Ltd. |
Universal Engineering (BVI) Corporation |
Planning and design of construction projects |
100.00 | 100.00 | |
| CTCI Overseas Co., Ltd. |
CIPEC Construction CompanyInc. |
Planning and design of construction projects |
25.00 | 25.00 | Note 1 |
| CTCI Overseas Co., Ltd. CTCI Development Corp. |
CINDA Engineering & Construction Pvt. Ltd. |
Planning and design of construction projects |
100.00 | 100.00 | |
| CTCI Corp. CTCI Overseas Co., Ltd. |
CTCI Arabia Ltd. | Design and construction of chemical factories |
100.00 | 100.00 | |
| CTCI Beijing Co., Ltd. |
CTCI Shanghai Co., Ltd. |
Consulting services for constructionprojects |
100.00 | 100.00 | |
| CTCI Corp. CTCI Overseas Co., Ltd. |
CTCI Engineering & Construction Sdn. Bhd. |
Planning and design of construction projects |
100.00 | 100.00 |
~20~
| Name of Investor | Name of Subsidiary | Main Business Activities | Ownership (%) | Ownership (%) | Description |
|---|---|---|---|---|---|
| December 31, 2025 |
December 31, 2024 |
||||
| CTCI Overseas Co., Ltd. |
Sumber Mampu Sdn. Bhd. |
Investments | 10.00 | 10.00 | Note 1 |
| Sumber Mampu Sdn. Bhd. CTCI Engineering & Construction Sdn. Bhd. |
CTCI Malaysia Sdn. Bhd. |
Planning and design of construction projects |
100.00 | 100.00 | |
| CTCI Corp. Superiority (Thailand)Co.,Ltd. |
CTCI (Thailand) Co., Ltd. |
Planning and design of construction projects |
100.00 | 100.00 | |
| CTCI Advanced Systems Inc. |
Century Ahead Ltd. | Investments | 100.00 | 100.00 | |
| Century Ahead Ltd. | CTCI Advanced Systems Shanghai Inc. |
Computer skills services | 100.00 | 100.00 | |
| Universal Engingeering (BVI) Corporation |
Superiority (Thailand) Co., Ltd |
Planning and design of construction projects |
49.00 | 49.00 | Note 1 |
| CTCI Corp. | CTCI Machinery Corp. |
Planning and design of construction projects |
100.00 | 100.00 | |
| CTCI Corp. | CCJV P1 Engineering & Construction Sdn. Bhd. |
Planning of construction projects |
99.00 | 99.00 | |
| CTCI Corp. | CTCI-HDEC (Chungli)Corp. |
Waste water treatment sewerage system |
51.00 | 51.00 | |
| CTCI Corp. | PT CTCI International Indonesia |
Planning and design of construction projects |
79.00 | 79.00 | |
| ECOVE Environment Corp. |
ECOVE Solvent Recycling Corp. |
Environmental engineering | 100.00 | 100.00 | |
| ECOVE Environment Corp. |
ECOVE Solar Energy Corp. |
Electric Power Supply | 100.00 | 100.00 | Note 2 |
| ECOVE Environment Corp. |
G.D International, LLC. |
Electric Power Supply | 100.00 | 100.00 | Note 2 |
| G.D International, LLC. |
Lumberton Solar W2- 090,LLC. |
Electric Power Supply | 100.00 | 100.00 | |
| CTCI Beijing Co., Ltd. |
CTCI Innovation Co., Ltd. |
Computer skills services | 100.00 | 100.00 | |
| CTCI Corp. | MASTEQ Engineering Sdn. Bhd. |
Planning and design of construction projects |
100.00 | 100.00 | |
| CTCI Corp. CTCI USA Holding Inc. |
CTME S. A. DE C.V. |
Planning and design of construction projects |
100.00 | 100.00 |
~21~
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Ownership (%)
Name of Investor Name of Subsidiary Main Business Activities December 31, December 31, Description
2025 2024
CTCI Resources CTCI Resources Construction Industry 100.00 100.00
Engineering Inc. Construction Inc.
ECOVE Environment ECOVE Chiayi Environmental engineering 100.00 100.00
Corp. Energy Corp.
CTCI Corp.
ECOVE Environment
Services Corp.
CTCI Investment CTCI Construction Construction Industry 100.00 100.00
Corp. Corp.
CTCI Corp. CTCI STSP Water Waste water treatment 100.00 100.00 Note 3
Resources Corp. sewerage system
CTCI Advanced CTCI Flourish Long Long-term Care Services 99.98 99.98 Note 4
Systems Inc. Term Care
CTCI Resources Corporation
Engineering Inc.
----- End of picture text -----
-
Note 1: Since the Company had control over these entities’ finance, business and personnel, these subsidiaries that were less than 50% owned by the Company directly or indirectly were included in the consolidated financial statements.
-
Note 2: The subsidiary, ECOVE Environment Corp., conducted a simple merger with the secondtier subsidiaries, ECOVE Solar Energy Corp. and ECOVE South Corp. Ltd., in line with the Group restructuring in June 2024. ECOVE Solar Energy Corp. and ECOVE South Corp. Ltd. were dissolved under the approval of the Ministry of Economic Affairs.
-
Note 3: The Board of Directors of the Company resolved to establish CTCI STSP Water Resources Corp. during its meeting in November 2022 and injected capital in September 2024 amounting to $10,000.
-
Note 4: The Board of Directors of the subsidiary, CTCI Resources Engineering Inc., resolved to establish CTCI Flourish Long Term Care Corporation during its meeting in June 2024 and injected capital in December 2024 amounting to $11,996.
-
Note 5: The Board of Directors of the second-tier subsidiary, ECOVE Wujih Energy Corp., resolved to dissolve and liquidate the company during its meeting in June 2025. The liquidation was filed with the court and completed in November 2025.
-
C. Subsidiaries not included in the consolidated financial statements: None.
-
D. Adjustments for subsidiaries with different balance sheet date: None.
-
E. Significant restrictions: None.
-
F. Subsidiaries that have non-controlling interests that are material to the Group:
As of December 31, 2025 and 2024, the non-controlling interest amounted to $5,242,365 and $5,022,067, respectively. The information on non-controlling interest and respective subsidiaries is as follows:
~22~
Non-controlling interest
| Non-controllinginterest | ||
|---|---|---|
| Name of subsidiary Principal place of business ECOVE Environment Corp. Taiwan |
Amount Ownership (%) Amount 3,542,081 $ 46.70% 3,429,715 $ December31,2025 December |
Ownership (%) 31,2024 |
| 46.44% |
Summarized financial information of the subsidiary:
Balance sheets
| ECOVE EnvironmentCorp. | ECOVE EnvironmentCorp. | ECOVE EnvironmentCorp. | ECOVE EnvironmentCorp. | |||
|---|---|---|---|---|---|---|
| December 31, 2025 | December 31, 2024 | |||||
| Current assets | $ | 5,032,775 |
$ | 5,426,894 |
||
| Non-current assets | 11,774,883 | 7,922,880 | ||||
| Current liabilities | ( | 5,187,859) |
( | 2,666,878) |
||
| Non-current liabilities | ( | 3,915,827) |
( | 3,286,975) |
||
| Total net assets | $ | 7,703,972 |
$ | 7,395,921 |
Statements of comprehensive income
| Statements of comprehensive income | |||||
|---|---|---|---|---|---|
| ECOVE Environment | Corp. | ||||
| For the years ended | |||||
| December 31, | |||||
| 2025 | 2024 | ||||
| Revenue | $ | 9,656,402 | $ | 8,530,650 |
|
| Profit before income tax | $ | 1,849,673 |
$ | 1,741,306 |
|
| Income tax expense | ( | 343,786) |
( | 300,354) |
|
| Profit for the year | 1,505,887 | 1,440,952 | |||
| Other comprehensive income, net of tax | ( | 22,278) |
115,247 | ||
| Total comprehensive income for the year | $ | 1,483,609 | $ | 1,556,199 | |
| Comprehensive income attributable to | |||||
| non-controlling interest | $ | 158,626 |
$ | 198,811 | |
| Dividends paid to non-controlling interest | $ | 181,886 | $ | 241,702 |
~23~
Statements of cash flows
| ECOVE Environment | ECOVE Environment | ECOVE Environment | Corp. | ||
|---|---|---|---|---|---|
| For the years ended | |||||
| December 31, | |||||
| 2025 | 2024 | ||||
| Net cash flows from operating activities | $ | 999,394 |
$ | 1,746,365 |
|
| Net cash flows used in investing activities | ( | 2,189,591) |
( | 406,861) |
|
| Net cash flows from (used in) financing activities | 1,627,501 | ( | 999,014) |
||
| Increase in cash and cash equivalents | 437,304 | 340,490 | |||
| Cash and cash equivalents, beginning of year | 2,003,967 | 1,663,477 | |||
| Cash and cash equivalents, end of year | $ | 2,441,271 | $ | 2,003,967 |
(4) Foreign currency translation
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in New Taiwan Dollars, which is the Company’s functional and the Group’s presentation currency.
-
A. Foreign currency transactions and balances
-
(a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognized in profit or loss in the period in which they arise.
-
(b) Monetary assets and liabilities denominated in foreign currencies at the period end are retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognized in profit or loss.
-
(c) Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in other comprehensive income. However, nonmonetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.
-
(d) All other foreign exchange gains and losses based on the nature of those transactions are presented in the statement of comprehensive income within ‘other gains and losses’.
-
B. Translation of foreign operations
The operating results and financial position of all the group entities, associates and joint arrangements that have a functional currency different from the presentation currency are
~24~
translated into the presentation currency as follows:
- (a) Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;
- (b) When the foreign operation partially disposed of or sold is a subsidiary, cumulative exchange differences that were recorded in other comprehensive income are proportionately transferred to the non-controlling interest in this foreign operation. In addition, even when the Group retains partial interest in the former foreign subsidiary after losing control of the former foreign subsidiary, such transactions should be accounted for as disposal of all interest in the foreign operation.
- (c) Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and
- (d) All resulting exchange differences are recognized in other comprehensive income.
-
(5) Classification of current and non-current items
-
A. As the operating cycle for construction contracts usually exceeds one year, the Group uses the
~ -
operating cycle (typically 3 4 years) as its criteria for classifying current and non-current assets and liabilities related to construction contracts. For other assets and liabilities, the criterion is one year.
-
B. Assets that meet one of the following criteria are classified as current assets:
-
(a) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;
-
(b) Assets held mainly for trading purposes;
-
(c) Assets that are expected to be realized within twelve months from the balance sheet date;
-
(d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to settle liabilities more than twelve months after the balance sheet date.
-
-
The Group classifies all assets that do not meet the above criteria as non-current assets.
-
C. Liabilities that meet one of the following criteria are classified as current liabilities:
-
(a) Liabilities that are expected to be settled within the normal operating cycle;
-
(b) Liabilities arising mainly from trading activities;
-
(c) Liabilities that are to be settled within twelve months from the balance sheet date;
-
(d) It does not have the right at the end of the reporting period to defer settlement of the liability at least twelve months after the reporting period.
-
The Group classifies all liabilities that do not meet the above criteria as non-current liabilities.
-
~25~
(6) Cash equivalents
Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.
(7) Financial assets at fair value through profit or loss
-
A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortized cost or fair value through other comprehensive income.
-
B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognized and derecognized using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value and recognizes the transaction costs in profit or loss. The Group subsequently measures the financial assets at fair value, and recognizes the gain or loss in profit or loss.
-
D. The Group recognizes the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
(8) Financial assets at fair value through other comprehensive income
-
A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Group has made an irrevocable election at initial recognition to recognize changes in fair value in other comprehensive income and debt instruments which meet all of the following criteria:
-
(a) The objective of the Group’s business model is achieved both by collecting contractual cash flows and selling financial assets; and
-
(b) The assets’ contractual cash flows represent solely payments of principal and interest.
-
B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognized and derecognized using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value:
-
(a) The changes in fair value of equity investments that were recognized in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognized as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.
~26~
- (b) Except for the recognition of impairment loss, interest income and gain or loss on foreign exchange which are recognized in profit or loss, the changes in fair value of debt instruments are taken through other comprehensive income. When the financial asset is derecognized, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss.
(9) Financial assets at amortized cost
-
A. Financial assets at amortized cost are those that meet all of the following criteria:
-
(a) The objective of the Group’s business model is achieved by collecting contractual cash flows.
-
(b) The assets’ contractual cash flows represent solely payments of principal and interest.
-
B. On a regular way purchase or sale basis, financial assets at amortized cost are recognized and derecognized using trade date accounting.
-
C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. Interest income from these financial assets is included in finance income using the effective interest method. A gain or loss is recognized in profit or loss when the asset is derecognized or impaired.
-
D. The Group’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.
(10) Receivables
-
A. Accounts and notes receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.
-
B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
(11) Impairment of financial assets
For debt instruments measured at fair value through other comprehensive income and financial assets at amortized cost, at each reporting date, the Group recognizes the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognizes the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Group recognizes the impairment provision for lifetime ECLs.
(12) Derecognition of financial assets
The Group derecognizes a financial asset when the contractual rights to receive the cash flows from the financial asset expire.
~27~
- (13) Leasing arrangements (lessor) lease receivables
Based on the terms of a lease contract, a lease is classified as a finance lease if the lessee assumes substantially all the risks and rewards incidental to ownership of the leased asset.
-
A. At commencement of the lease term, the lessor should record a finance lease in the balance sheet as ‘lease receivables’ at an amount equal to the gross investment in the lease (including initial direct costs). The difference between gross lease receivable and the present value of the receivable is recognized as ‘unearned finance income of finance lease’.
-
B. The lessor should allocate finance income over the lease term based on a systematic and rational basis reflecting a constant periodic rate of return on the lessor’s net investment in the finance lease.
-
C. Lease payments (excluding costs for services) during the lease term are applied against the gross investment in the lease to reduce both the principal and the unearned finance income.
(14) Inventories
- Inventories are stated at the lower of cost and net realizable value. Cost is determined using the weighted-average method. The item by item approach is used in applying the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.
(15) Investments accounted for using equity method - associates
-
A. Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognized at cost.
-
B. The Group’s share of its associates’ post-acquisition profits or losses is recognized in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognize further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.
-
C. When changes in an associate’s equity do not arise from profit or loss or other comprehensive income of the associate and such changes do not affect the Group’s ownership percentage of the associate, the Group recognizes change in ownership interests in the associate in ‘capital surplus’ in proportion to its ownership.
-
D. Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
~28~
-
E. In the case that an associate issues new shares and the Group does not subscribe or acquire new shares proportionately, which results in a change in the Group’s ownership percentage of the associate but maintains significant influence on the associate, then ‘capital surplus’ and ‘investments accounted for under the equity method’ shall be adjusted for the increase or decrease of its share of equity interest. If the above condition causes a decrease in the Group’s ownership percentage of the associate, in addition to the above adjustment, the amounts previously recognized in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately on the same basis as would be required if the relevant assets or liabilities were disposed of.
-
F. When the Group disposes its investment in an associate and loses significant influence over this associate, the amounts previously recognized in other comprehensive income in relation to the associate, are reclassified to profit or loss, on the same basis as would be required if the relevant assets or liabilities were disposed of. If it retains significant influence over this associate, the amounts previously recognized in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately in accordance with the aforementioned approach.
-
G. At the balance sheet date, the Group performs an impairment test for an investment in an associate when there is an indication that the investment may be impaired. The entire carrying amount of the investment (including goodwill) is tested for impairment as a single asset, by comparing its recoverable amount (higher of value in use and fair value less costs of disposal) with its carrying amount. Any impairment loss recognized forms part of the carrying amount of the investment. Any reversal of impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.
(16) Joint operation
-
For the interest in a joint operation, the Group recognizes direct interest in (and other shares of) the joint operation’s assets, liabilities, revenues and expenses which are included in the financial statements.
-
(17) Property, plant and equipment
-
A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.
-
B. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
~29~
-
C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.
-
D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property, plant and equipment are as follows:
Buildings and structures 3 ~ 50 years Machinery and equipment 2 ~ 20 years Transportation equipment 2 ~ 10 years Office equipment 2 ~ 8 years
(18) Leasing arrangements (lessee) - right-of-use assets / lease liabilities
-
A. Leases are recognized as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of lowvalue assets, lease payments are recognized as an expense on a straight-line basis over the lease term.
-
B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of the fixed payments, less any lease incentives receivable.
-
The Group subsequently measures the lease liability at amortized cost using the interest method and recognizes interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognized as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.
-
C. At the commencement date, the right-of-use asset is stated at cost comprising the following: (a) The amount of the initial measurement of lease liability;
-
(b) Any lease payments made at or before the commencement date.
-
The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognized as an adjustment to the right-of-use asset.
~30~
(19) Investment property
An investment property is stated initially at its cost and measured subsequently using the cost model. Except for land, investment property is depreciated on a straight-line basis over its estimated useful life of 48~ 56 years.
(20) Intangible assets
- A. Licences
Separately acquired trademarks and licences are stated at historical cost. Licences have a finite useful life and are amortised on a straight-line basis over their estimated useful lives.
- B. Computer software
Computer software is stated at cost and amortized on a straight-line basis over its estimated useful life of 3 to 5 years.
- C. Goodwill
Goodwill arises in a business combination accounted for by applying the acquisition method.
-
(21) Impairment of non-financial assets
-
A. The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. When the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortized historical cost would have been if the impairment had not been recognized.
-
B. The recoverable amounts of goodwill are evaluated periodically. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount.
-
C. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is/are expected to benefit from the synergies of the business combination.
(22) Borrowings
Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in profit or loss over the period of the borrowings using the effective interest method.
(23) Notes and accounts payable
- A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.
~31~
-
B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.
-
(24) Financial liabilities at fair value through profit or loss
-
A. Financial liabilities are classified in this category of held for trading if acquired principally for the purpose of repurchasing in the short-term. Derivatives are also categorized as financial liabilities held for trading unless they are designated as hedges.
-
B. At initial recognition, the Group measures the financial liabilities at fair value. All related transaction costs are recognized in profit or loss. The Group subsequently measures these financial liabilities at fair value with any gain or loss recognized in profit or loss.
(25) Bonds payable
Ordinary corporate bonds issued by the Group are initially recognized at fair value less transaction costs. Any difference between the proceeds (net of transaction costs) and the redemption value is presented as an addition to or deduction from bonds payable, which is amortized to profit or loss over the period of bond circulation using the effective interest method as an adjustment to ‘finance costs’.
(26) Convertible bonds payable
Convertible bonds issued by the Group contain conversion options (that is, the bondholders have the right to convert the bonds into the Group’s common shares by exchanging a fixed amount of cash for a fixed number of common shares), call options and put options. The Group classifies the bonds payable upon issuance as a financial asset, a financial liability or an equity instrument in accordance with the contract terms. They are accounted for as follows:
-
A. The embedded call options and put options are recognized initially at net fair value as ‘financial assets or financial liabilities at fair value through profit or loss’. They are subsequently remeasured and stated at fair value on each balance sheet date; the gain or loss is recognized as ‘gain or loss on valuation of financial assets or financial liabilities at fair value through profit or loss’.
-
B. The host contracts of bonds are initially recognized at fair value. Any difference between the initial recognition and the redemption value is accounted for as the premium or discount on bonds payable and subsequently is amortised in profit or loss as an adjustment to
‘finance costs’over the period of circulation using the effective interest method. -
C. The embedded conversion options which meet the definition of an equity instrument are initially recognized in ‘capital surplus—share options’ at the residual amount of total issue price less the amount of financial assets or financial liabilities at fair value through profit or loss and bonds payable as stated above. Conversion options are not subsequently remeasured.
-
D. Any transaction costs directly attributable to the issuance are allocated to each liability or equity component in proportion to the initial carrying amount of each abovementioned item.
~32~
- E. When bondholders exercise conversion options, the liability component of the bonds (including bonds payable and
‘financial assets or financial liabilities at fair value through profit or loss’) shall be remeasured on the conversion date. The issuance cost of converted common shares is the total carrying amount of the abovementioned liability component and ‘capital surplus—share options’.
(27) Derecognition of financial liabilities
- A financial liability is derecognized when the obligation specified in the contract is either discharged or cancelled or expires.
(28) Non-hedging and embedded derivatives
Non-hedging derivatives are initially recognized at fair value on the date a derivative contract is entered into and recorded as financial assets or financial liabilities at fair value through profit or loss. They are subsequently remeasured at fair value and the gains or losses are recognized in profit or loss.
- (29) Provisions
Provisions (including onerous contracts, warranties, and decommissioning) are recognized when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date, which is discounted using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the obligation.
(30) Employee benefits
- A. Short-term employee benefits
Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognized as expense in that period when the employees render service.
-
B. Pensions
-
(a) Defined contribution plans
For defined contribution plans, the contributions are recognized as pension expense when they are due on an accrual basis. Prepaid contributions are recognized as an asset to the extent of a cash refund or a reduction in the future payments.
~33~
-
(b) Defined benefit plans
-
i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The rate used to discount is determined by using interest rates of high-quality corporate bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating to the terms of the related pension liability; when there is no deep market in high-quality corporate bonds, the Group uses interest rates of government bonds (at the balance sheet date) instead.
-
ii. Remeasurements arising on defined benefit plans are recognized in other comprehensive income in the period in which they arise and are recorded as retained earnings.
-
iii. Past service costs are recognized immediately in profit or loss.
-
-
C. Employees’ compensation and directors’ and supervisors’ remuneration
-
Employees’ compensation and directors’ and supervisors’ remuneration are recognized as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates.
- (31) Employee share based payment
-
A. For the equity-settled share-based payment arrangements, the employee services received are measured at the fair value of the equity instruments granted at the grant date, and are recognized as compensation cost over the vesting period, with a corresponding adjustment to equity. The fair value of the equity instruments granted shall reflect the impact of market vesting conditions and non-vesting conditions. Compensation cost is subject to adjustment based on the service conditions that are expected to be satisfied and the estimates of the number of equity instruments that are expected to vest under the non-market vesting conditions at each balance sheet date. Ultimately, the amount of compensation cost recognized is based on the number of equity instruments that eventually vest.
-
B. Restricted stocks:
-
(a) Restricted stocks issued to employees are measured at the fair value of the equity instruments granted at the grant date, and are recognized as compensation cost over the vesting period.
-
(b) For restricted stocks where those stocks do not restrict distribution of dividends to employees and employees are not required to return the dividends received if they resign during the vesting period, the Group recognizes the fair value of the dividends received by the employees who are expected to resign during the vesting period as compensation cost at the date of dividends declared.
~34~
(32) Income tax
-
A. The tax expense for the period comprises current and deferred tax. Tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income or items recognized directly in equity, in which cases the tax is recognized in other comprehensive income or equity.
-
B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.
-
C. Deferred tax is recognized, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated balance sheet. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realized or the deferred tax liability is settled.
-
D. Deferred tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. At each balance sheet date, unrecognized and recognized deferred tax assets are reassessed.
-
E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realize the asset and settle the liability simultaneously.
-
F. A deferred tax asset shall be recognized for the carryforward of unused tax credits resulting from acquisitions of equipment or technology, research and development expenditures and equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilized.
(33) Share capital
-
A. Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.
-
B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are
~35~
subsequently reissued, the difference between their carrying amount and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.
- (34) Dividends
Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders. Cash dividends are recorded as liabilities; stock dividends are recorded as stock dividends to be distributed and are reclassified to ordinary shares on the effective date of new shares issuance.
(35) Revenue recognition
-
A. Construction Engineering Revenue
-
(a) The Group provides engineering construction related services. Revenue from providing services is recognized in the accounting period in which the services are rendered. For fixedprice contracts, revenue is recognized based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided. This is determined based on the actual costs incurred relative to the total expected costs. The customer pays at the time specified in the payment schedule. If the services rendered exceed the payment, a contract asset is recognized. If the payments exceed the services rendered, a contract liability is recognized.
-
(b) Some contracts include sales and installation services of equipment. The equipment and the installation services provided by the Group are not distinct and are identified to be one performance obligation satisfied over time since the installation services involve significant customization and modification. The Group recognizes revenue on the basis of costs incurred relative to the total expected costs of that performance obligation.
-
(c) The Group recognizes revenue to the extent that it is highly probable that the revenue will not be reversed and can be measured reliably. This includes the original amounts agreed upon in the contracts, plus any contract modifications. When contract modifications are approved in writing, orally, or according to customary business practices, their impact on the progress towards completion or on the contract price is considered. The status of the contract is reassessed on a cumulative basis as of the balance sheet date.
-
(d) The Group’s estimate about revenue, costs and progress towards complete satisfaction of a performance obligation is subject to a revision whenever there is a change in circumstances. Any increase or decrease in revenue or costs due to an estimate revision is reflected in profit or loss during the period when the management become aware of the changes in circumstances.
~36~
- B. Service Revenue
The Group provides related services such as water treatment, waste treatment, removal and transportation. The Group recognizes revenue and accounts receivable based on the amount that the Group has a right to bill each month.
-
C. Sales of goods
-
(a) Revenue from sales of goods is recognized when the customer has accepted the products in accordance with the sales contract, or the Group has objective evidence that all criteria for acceptance have been satisfied.
-
(b) A receivable is recognized when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
(36) Service concession arrangements
-
A. The Group contracted with the government (grantor) a service concession arrangement whereby the Group shall provide construction of the government’s infrastructure assets for public services and operate those assets during the term of the arrangement, and when the term of the operating period expires, the underlying infrastructure assets will be transferred to the government without consideration. The Group allocates the fair value of the consideration received or receivable in respect of the service concession arrangement between construction services and operating services provided based on their relative fair values, and recognizes such allocated amounts as revenue in accordance with IFRS 15, ‘Revenue from contracts with customers’.
-
B. The consideration received or receivable from the grantor in respect of the service concession arrangement is recognized at its fair value. Such considerations are recognized as a financial asset or an intangible asset based on how the considerations from the grantor to the operator are made as specified in the arrangement. The Group recognizes a financial asset to the extent that it has an unconditional contractual right to receive cash or another financial asset from or at the direction of the grantor for the construction services.
-
(37) Government grants
Government grants are recognized at their fair value only when there is reasonable assurance that the Group will comply with any conditions attached to the grants and the grants will be received. Government grants are recognized in profit or loss on a systematic basis over the periods in which the Group recognizes expenses for the related costs for which the grants are intended to compensate.
- (38) Operating segments
The Group’ s operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The Group’s chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors that makes strategic decisions.
~37~
5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group’ s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year; and the related information is addressed below:
(1) Critical judgements in applying the Group’s accounting policies
- None.
(2) Critical accounting estimates and assumptions
-
A. Revenue recognition
-
The Group relies on the project condition and objective factors to estimate total cost. The revenue is recognized based on the percentage of input cost, and the reasonableness of estimates is reviewed regularly. The estimated total cost will be affected by industry environment transition and construction status to adjust the revenue recognition amount.
-
B. Impairment assessment of accounts receivable of the second-tier subsidiary, CTCI Americas, Inc. The second-tier subsidiary, CTCI Americas, Inc. (“CTCI Americas”)’s accounts receivable using collective assessment were classified and expected credit impairment loss was calculated based on the ageing range. The recoverable amounts of CTCI Americas’s significant accounts receivable individually identified were assessed based on the discounted value of expected future cash flows. The Group appointed experts to assess the expected future cash flows and the discount rates, and analyses the reasonableness of related assumptions.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
| TAILS OF SIGNIFICANT ACCOUNTS Cash and cash equivalents |
||
|---|---|---|
| Cash on hand and revolving funds Checking accounts and demand deposits Time deposits |
December31,2025 100,491 $ 16,490,954 19,595,909 36,187,354 $ |
December31,2024 |
| 108,097 $ 18,173,288 2,835,225 |
||
| 21,116,610 $ |
-
A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.
-
B. Details of the Group’s cash and cash equivalents pledged to others as collateral are provided in Note 8.
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(2) Financial assets and liabilities at fair value through profit or loss
| Items Current items: Financial assets mandatorily measured at fair value through profit or loss Beneficiary certificates Equity securities Convertible bonds - call/put options Derivatives Valuation adjustment Financial liabilities held for trading Derivatives Convertible bonds - call/put options Non-current items: Financial assets mandatorily measured at fair value through profit or loss Derivatives |
December31,2025 6,892,596 $ 77,558 60 158,787 7,129,001 115,572 7,244,573 $ 107,107 $ 51,599 158,706 $ 10,678 $ |
December31,2024 |
|---|---|---|
| 5,509,308 $ - - 8,466 5,517,774 62,121 |
||
| 5,579,895 $ |
||
| 150,640 $ 83,400 |
||
| 234,040 $ |
||
| - $ |
- A. Amounts recognized in profit or loss in relation to financial assets at fair value through profit or loss are listed below:
| loss are listed below: | |||||
|---|---|---|---|---|---|
| For the years ended | December31, | ||||
| 2025 | 2024 | ||||
| Financial assets mandatorily measured at | |||||
| fair value through profit or loss | |||||
| Beneficiary certificates | $ | 163,003 |
$ | 239,591 |
|
| Equity securities | 9,263 | 2,470 | |||
| Convertible bonds - call/put options | 60 | ( | 450) |
||
| Derivatives | 358,196 | 111,411 | |||
| $ | 530,522 | $ | 353,022 | ||
| Financial liabilities held for trading | |||||
| Derivatives | ($ | 263,441) |
($ | 310,753) |
|
| Convertible bonds - call/put options | 31,799 | ( | 55,800) |
||
| ($ | 231,642) | ($ | 366,553) |
~39~
- B. The Group entered into contracts relating to derivative financial assets and liabilities which were not accounted for under hedge accounting. The information is listed below:
December 31, 2025
Contract Amount
Foreign exchange swap contract (6 items) Merchandise exchange contract (35 items) Foreign exchange contract-buy (1 item) Foreign exchange contract-sell (6 item) Non-delivery foreign exchange contract-sell (21 items) Non-delivery foreign exchange contract-buy (5 items) Non-delivery foreign exchange contract-buy (3 items)
(notional principal) Contract Period USD 58,000 thousand 2025.11.20-2026.06.26 USD 75,846 thousand 2025.03.26-2026.12.16 EUR 500 thousand 2025.12.30-2026.01.20 USD 5,639 thousand 2024.12.04-2027.05.12 USD 59,400 thousand 2025.08.22-2026.07.20 USD 9,000 thousand 2025.04.18-2027.08.26 JPY 1,200,000 thousand 2025.09.05-2027.09.13
December 31, 2024
| Foreign exchange swap contract (15 items) Merchandise exchange contract (20 items) Foreign exchange contract-buy (1 item) Foreign exchange contract-sell (12 item) Non-delivery foreign exchange contract-sell (1 items) Non-delivery foreign exchange contract-sell (4 items) Non-delivery foreign exchange contract-buy (8 items) |
Contract Period USD 88,500 thousand 2024.06.05-2025.05.02 USD 20,414 thousand 2024.04.10-2025.07.16 USD 2,411 thousand 2024.10.04-2025.03.26 USD 10,874 thousand 2024.12.04-2027.05.12 USD 2,000 thousand 2024.10.07-2025.01.09 JPY 664,662 thousand 2024.11.29-2025.09.29 JPY 2,479,309 thousand 2024.09.24-2025.09.29 Contract Amount (notionalprincipal) |
|---|---|
The Group entered into contracts relating to derivative financial products to hedge exchange rate risk of import or export proceeds and price fluctuation risk of materials. However, these contracts are not accounted for under hedge accounting.
~40~
(3) Financial assets at fair value through other comprehensive income
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Items December 31, 2025 December 31, 2024
Current items:
Equity instruments
Listed stocks $ 183,481 $ 201,029
Valuation adjustment ( 32,098) 26,380
Total $ 151,383 $ 227,409
Non-current items:
Equity instruments
Unlisted shares $ 2,546,052 $ 2,546,052
Valuation adjustment ( 1,877,320) ( 2,013,783)
Total $ 668,732 $ 532,269
A. The Group has elected to classify investments that are considered to be strategic investments or
steady dividend income as financial assets at fair value through other comprehensive income.
B. Amounts recognized in profit or loss and other comprehensive income in relation to the financial
assets at fair value through other comprehensive income are listed below:
For the years ended December 31,
2025 2024
Equity instruments at fair value through
other comprehensive income
Fair value change recognized in other
comprehensive income (loss) $ 76,079 ($ 139,330)
Cumulative gains (losses) reclassified to
retained earnings due to derecognition ($ 1,906) $ 74,883
Dividend income recognized in profit or loss
Held at end of year $ 47,133 $ 12,819
----- End of picture text -----
In order to enhance the efficiency of capital utilization, the Group sold $15,642 and $115,215 of shares at fair value and resulted in cumulative (losses) gains on disposal of ($1,906) and $74,883, during the years ended December 31, 2025 and 2024, respectively.
~41~
(4) Financial assets at amortized cost
==> picture [483 x 167] intentionally omitted <==
----- Start of picture text -----
Items December 31, 2025 December 31, 2024
Current items:
Time deposits with maturity
over three months $ 947,488 $ 9,145,864
Non-current items:
Pledged demand deposits $ 9,960 $ 11,492
Pledged time deposits 87,859 260,027
-
Restricted debt service reserve account (Note) 46,643
Time deposits with maturity
over three months 22,415 224,075
Total $ 166,877 $ 495,594
----- End of picture text -----
Note: Guarantee for limit on mid-term borrowings
-
A. As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at amortized cost held by the Group was $1,114,365 and $9,641,458, respectively.
-
B. Demand deposits and time deposits pledged to others as collateral are provided in Note 8.
-
C. The Company’s second-tier subsidiary, CTCI Americas, Inc. (“CTCI Americas”), acquired debt instruments issued in the form of preferred shares by Grapevine Energy Holdings, LLC (GEH) without consideration as GEH was restructured due to financial difficulties. This acquisition was made as an additional compensation to CTCI Americas for the loss arising from delayed collection. Refer to Note 6(13) D. for the details.
(5) Notes and accounts receivable
| Notes receivable Accounts receivable Long-term receivables due in one year Lease payments receivable Less: Allowance for uncollectible accounts ( |
December31,2025 71,548 $ 15,192,779 404,091 98,099 451,651) ( 15,314,866 $ |
December31,2024 1,633 $ 5,941,944 549,868 94,839 306,036) 6,282,248 $ |
|---|---|---|
~42~
A. The ageing analysis of notes receivable, accounts receivable is as follows:
| Not past due Up to 30 days 31 to 90 days 91 to 180 days Over 181 days |
December31,2025 December31,2024 14,219,527 $ 5,498,922 $ 268,584 88,860 480,876 48,711 30,034 8,041 265,306 299,043 15,264,327 $ 5,943,577 $ |
|---|---|
-
(a) The above analysis is calculated based on past due date.
-
(b) For the year ended December 31, 2025, the Group undertook a large-scale project and requested payments from the owner in accordance with the progress billings stipulated in the contract, resulting in a significant increase in accounts receivable as of December 31, 2025.
-
B. As of December 31, 2025, December 31, 2024 and January 1, 2024, the balances of receivables (including notes receivable) with customers amounted to $15,264,327, $5,943,577 and $18,955,737, respectively.
-
C. As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s receivables (including notes receivable) was the carrying amount.
-
D. Information relating to long-term receivables due in one year is provided in Note 6(13)C.
-
E. Information relating to lease payments receivable is provided in Note 6(10).
-
F. Information relating to credit risk is provided in Note 12(2) C(b).
-
G. Details of long-term receivables due in one year pledged to others as collateral are provided in Note 8.
(6) Prepayments
| Prepayments | ||
|---|---|---|
| Prepayment for materials Prepayment for construction in progress Excess business tax paid Prepayments for insurance expense Others |
December31,2025 1,058,572 $ 1,288,266 822,221 1,134,795 535,012 4,838,866 $ |
December 31, 2024 |
| 2,086,857 $ 892,205 1,218,566 238,480 1,090,477 |
||
| 5,526,585 $ |
~43~
(7) Investments accounted for using the equity method
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| At January 1 | $ | 3,335,879 |
$ | 3,116,542 |
||
| Increase in investment accounted for using | ||||||
| equity method | 21,000 | 150,900 | ||||
| Proceeds from investment accounted for using | ||||||
| equity method | ( | 126) |
- | |||
| Share of profit of investments accounted | ||||||
| for using the equity method | 423,128 |
437,396 | ||||
| Earnings distribution of investment accounted | ||||||
| for using equity method | ( | 270,191) |
( | 240,426) |
||
| Capital reduction of associates | ( | 270,000) |
( | 135,000) |
||
| Changes in capital surplus | 98,535 | 1,411 | ||||
| Changes in other equity items | ( | 6,810) |
5,056 | |||
| At December 31 | $ | 3,331,415 | $ | 3,335,879 | ||
| December31,2025 | December 31, 2024 | |||||
| Associates: | ||||||
| Pan Asia Corp. | $ | 533,329 |
$ | 463,284 |
||
| Boretech Resource Recovery Engineering | ||||||
| Co., Ltd. (Cayman) | 826,678 | 719,796 | ||||
| Blue Whale Water Technology Corp. | 442,920 | 425,363 | ||||
| EVER ECOVE Corp. | 750,190 | 733,185 | ||||
| HDEC-CTCI (Linhai) Corp. | 122,804 | 373,104 | ||||
| Jing Ding Green Energy Technology Co., Ltd. | 195,332 | 181,928 | ||||
| Bao Ding Reclaimed Water Co., Ltd. | 460,162 |
439,219 | ||||
| $ | 3,331,415 | $ | 3,335,879 |
Associates
A. The carrying amount of the Group’s interests in all individually immaterial associates and the Group’s share of the operating results are summarized below:
As of December 31, 2025 and 2024, the carrying amount of the Group’s individually immaterial associates amounted to $3,331,415, and $3,335,879, respectively.
| Total comprehensive income | For the years endedDecember31, | For the years endedDecember31, |
|---|---|---|
| 2025 416,318 $ |
2024 | |
| 442,452 $ |
~44~
-
B. The investments accounted for using the equity method, Pan Asia Corp., Blue Whale Water Technology Corp., EVER ECOVE Corp., HDEC-CTCI (Linhai) Corp., Jing Ding Green Energy Technology Co., Ltd., and Bao Ding Reclaimed Water Co. Ltd., were accounted for based on the investees' financial statements audited by other auditors as of and for the years ended December 31, 2025 and 2024.
-
C. In December 2024, August 2024 and March 2024, the Group acquired 6,000,000, 6,000,000 and 2,190,000 shares of Bao Ding Reclaimed Water Co., Ltd. in the amount of $60,000, $60,000 and $21,900, respectively, representing 30% equity interest.
-
D. In September 2020, the Board of Directors of the Company’s second-tier subsidiary, ECOVE Environment Service Corp., resolved to invest an aggregate amount of $650,000 in Jing Ding Green Energy Technology Co., Ltd. In 2025 and 2024, the second-tier subsidiary invested $21,000 and $9,000 in Jing Ding Green Energy Technology Co., Ltd. As of December 31, 2025 and 2024, the second-tier subsidiary has invested $216,000 and $195,000, respectively, representing 30% equity interest.
-
E. On March 6, 2025, the associate, Boretech Resource Recovery Engineering Co., Ltd. (Cayman), issued new shares. The ownership percentages of the subsidiaries, ECOVE Environment Corp. and CTCI Machinery Corp., in the associate changed because the subsidiaries, ECOVE Environment Corp. and CTCI Machinery Corp., did not subscribe the new shares proportionately. Consequently, the subsidiaries, ECOVE Environment Corp. and CTCI Machinery Corp., increased ‘capital surplus’ and ‘investments accounted for using the equity method’ by $98,408 and reclassified the gain previously recognized in other comprehensive income to profit or loss proportionately to the decrease in ownership percentage amounting to $1,574.
-
F. In May 2025 and September 2024, the shareholders of the associate, HDEC-CTCI (Linhai) Corp., resolved to reduce its capital and returned cash. The proceeds from capital reduction in proportion to the Group’s shareholding ratio amounted to $270,000 and $135,000, respectively. As of December 31, 2025 and 2024, the Group has received both and the equity interest percentage has remained unchanged.
~45~
(8) Property, plant and equipment
| Buildings and | Buildings and | Transportation | Transportation | Office | Unfinished | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Land | structures | Machinery | equipment | equipment | construction | Others | Total | ||||||||||||
| At January1,2025 | |||||||||||||||||||
| Cost | $ | 5,193,241 |
$ | 7,023,176 |
$ | 7,193,356 |
$ | 406,637 |
$ | 347,464 |
$ | 95,086 |
$ | 1,126,099 |
$ | 21,385,059 |
|||
| Accumulated depreciation | - | ( | 2,828,678) | ( | 2,922,934) | ( | 352,314) | ( | 284,049) | - | ( | 1,061,291) | ( | 7,449,266) | |||||
| $ | 5,193,241 | $ | 4,194,498 | $ | 4,270,422 | $ | 54,323 | $ | 63,415 | $ | 95,086 | $ | 64,808 | $ | 13,935,793 | ||||
| 2025 | |||||||||||||||||||
| Opening net book amount | $ | 5,193,241 |
$ | 4,194,498 |
$ | 4,270,422 |
$ | 54,323 |
$ | 63,415 |
$ | 95,086 |
$ | 64,808 |
$ | 13,935,793 |
|||
| Additions | - | 9,807 | 212,706 | 15,600 | 16,584 | 32,145 | 5,624 | 292,466 | |||||||||||
| Disposals | - | ( | 1,394) |
( | 2,684) |
( | 659) |
( | 834) |
- | ( | 3,770) |
( | 9,341) |
|||||
| Depreciation charge | - | ( | 209,491) |
( | 427,149) |
( | 18,748) |
( | 18,788) |
- | ( | 20,757) |
( | 694,933) |
|||||
| Transfers | - | ( | 22,715) |
22,415 | - | - | - | - | ( | 300) |
|||||||||
| Reclassifications | - | 24,759 | 688 | - | 4,824 | ( | 35,470) |
5,199 | - | ||||||||||
| Net exchange differences | ( | 2,280) | ( | 8) | ( | 17,232) | ( | 84) | ( | 300) | - | ( | 94) | ( | 19,998) | ||||
| Closing net book amount | $ | 5,190,961 | $ | 3,995,456 | $ | 4,059,166 | $ | 50,432 | $ | 64,901 | $ | 91,761 | $ | 51,010 | $ | 13,503,687 | |||
| At December31,2025 | |||||||||||||||||||
| Cost | $ | 5,190,961 |
$ | 7,033,483 |
$ | 7,342,660 |
$ | 411,289 |
$ | 360,467 |
$ | 91,761 |
$ | 1,127,570 |
$ | 21,558,191 |
|||
| Accumulated depreciation | - | ( | 3,038,027) | ( | 3,283,494) | ( | 360,857) | ( | 295,566) | - | ( | 1,076,560) | ( | 8,054,504) | |||||
| $ | 5,190,961 | $ | 3,995,456 | $ | 4,059,166 | $ | 50,432 | $ | 64,901 | $ | 91,761 | $ | 51,010 | $ | 13,503,687 |
~46~
| Buildings and | Buildings and | Transportation | Transportation | Office | Unfinished | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Land | structures | Machinery | equipment | equipment | construction | Others | Total | ||||||||||||
| At January1,2024 | |||||||||||||||||||
| Cost | $ | 5,181,975 |
$ | 6,972,234 |
$ | 7,099,628 |
$ | 396,080 |
$ | 340,084 |
$ | 78,100 |
$ | 1,133,963 |
$ | 21,202,064 |
|||
| Accumulated depreciation | - | ( | 2,612,806) | ( | 2,667,721) | ( | 342,972) | ( | 260,688) | - | ( | 1,054,009) | ( | 6,938,196) | |||||
| $ | 5,181,975 | $ | 4,359,428 | $ | 4,431,907 | $ | 53,108 | $ | 79,396 | $ | 78,100 | $ | 79,954 | $ | 14,263,868 | ||||
| 2024 | |||||||||||||||||||
| Opening net book amount | $ | 5,181,975 |
$ | 4,359,428 |
$ | 4,431,907 |
$ | 53,108 |
$ | 79,396 |
$ | 78,100 |
$ | 79,954 |
$ | 14,263,868 |
|||
| Additions | - | 10,890 | 249,931 | 20,399 | 2,870 | 20,071 | 9,988 | 314,149 | |||||||||||
| Disposals | - | - | ( | 36,335) |
- |
- | - | ( | 59) |
( | 36,394) |
||||||||
| Depreciation charge | - | ( | 215,872) |
( | 418,814) |
( | 19,693) |
( | 16,954) |
- | ( | 26,159) |
( | 697,492) |
|||||
| Transfers | - | - | 8,820 | - | - | - | 270 |
9,090 | |||||||||||
| Reclassifications | - | - | 5,437 | - | ( | 2,245) |
( | 3,085) |
( | 107) |
- | ||||||||
| Net exchange differences | 11,266 | 40,052 | 29,476 | 509 | 348 | - | 921 | 82,572 | |||||||||||
| Closing net book amount | $ | 5,193,241 | $ | 4,194,498 | $ | 4,270,422 | $ | 54,323 | $ | 63,415 | $ | 95,086 | $ | 64,808 |
$ | 13,935,793 | |||
| At December31,2024 | |||||||||||||||||||
| Cost | $ | 5,193,241 |
$ | 7,023,176 |
$ | 7,193,356 |
$ | 406,637 |
$ | 347,464 |
$ | 95,086 |
$ | 1,126,099 |
$ | 21,385,059 |
|||
| Accumulated depreciation | - | ( | 2,828,678) | ( | 2,922,934) | ( | 352,314) | ( | 284,049) | - | ( | 1,061,291) | ( | 7,449,266) | |||||
| $ | 5,193,241 | $ | 4,194,498 | $ | 4,270,422 | $ | 54,323 | $ | 63,415 | $ | 95,086 | $ | 64,808 | $ | 13,935,793 |
A. Amount of borrowing costs capitalized as part of property, plant and equipment and the range of the interest rates for such capitalization are as follows:
For the years ended December 31,
| Amount capitalized Range of the interest rates for capitalization |
2025 659 $ 1.325%~2.000% |
2024 |
|---|---|---|
| 699 $ |
||
| 1.325%~1.570% |
B. Refer to Note 8 for the details of pledged property, plant and equipment.
C. Transfers pertain to the right-of-use assets and reclassification from prepayments for business facilities (shown as other non-current assets).
~47~
(9) Leasing arrangements - lessee
-
A. The Group leases various assets including land, buildings, business vehicles, multifunction printers, etc. Rental contracts are typically made for periods of 1 to 7 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.
-
B. The Group’s leases for certain employee dormitories and temporary construction equipment have lease terms not exceeding 12 months. Additionally, the Group leases low-value assets such as photocopiers and portable restrooms.
-
C. The carrying amount of right-of-use assets and the depreciation charge are as follows:
| Land Buildings Transportation equipment (Business vehicles) Office equipment (Photocopiers) Other equipment Land Buildings Transportation equipment (Business vehicles) Office equipment (Photocopiers) Other equipment |
December31,2025 December31,2024 Carryingamount Carryingamount 270,307 $ 288,440 $ 340,046 330,242 55,832 48,118 12,256 15,437 17,252 11,073 695,693 $ 693,310 $ For the years ended December 31, |
December31,2024 |
|---|---|---|
| Carryingamount | ||
| 288,440 $ 330,242 48,118 15,437 11,073 |
||
| 693,310 $ |
||
| 2025 Depreciation charge 138,156 $ 136,447 58,925 7,585 5,047 346,160 $ |
2024 | |
| Depreciation charge | ||
| 175,993 $ 134,779 46,616 6,521 5,132 |
||
| 369,041 $ |
-
D. For the years ended December 31, 2025 and 2024, the additions to right-of-use assets were $360,031 and $289,645, respectively.
-
E. The information on income and expense accounts relating to lease contracts is as follows:
| Items affecting profit or loss Interest expense on lease liabilities Gain on lease modification Expense on short-term lease contracts Expense on leases of low-value assets Expense on variable lease payments |
For the years endedDecember31, | For the years endedDecember31, |
|---|---|---|
| 2025 $ 18,641 526 471,390 8,822 73,832 |
2024 | |
| $ 20,022 4,130 433,850 11,249 74,127 |
~48~
-
F. For the years ended December 31, 2025 and 2024, the Group’s total cash outflow for leases were $929,815 and $867,431, respectively.
-
G. Variable lease payments:
-
(a) The Group’s lease contract contains a variable lease payment term that is linked to the amount of electricity generated by solar energy. Changes in variable lease payments are recognized as expense in the period specified in the contract.
-
(b) If the electricity generation volume within the Group's solar power facilities increases (decreases) by 1%, the total lease payments under the lease contracts with variable lease payments for the years ended December 31, 2025 and 2024 would increase (decrease) by approximately $738 and $741, respectively.
(10) Leasing arrangements – lessor
-
A. The Group leases buildings. Rental contract is made for a period of 20 years.
-
B. The Group leases buildings through finance leases, and recognizes lease payments receivable under IFRS 16. Details are provided in Notes 6(5) and 6(13). Information on profit or loss in relation to lease contract is as follows:
| relation to lease contract is as follows: | ||
|---|---|---|
| For the years ended December 31, | ||
| 2025 | 2024 | |
| Finance income from the net investment | ||
| in the finance lease | $ 80,161 | $ 83,313 |
- C. The maturity analysis of the undiscounted lease payments in the finance lease is as follows:
| The first year after the balance sheet date The second year after the balance sheet date The third year after the balance sheet date The forth year after the balance sheet date The fifth year after the balance sheet date Beyond the fifth year after the balance sheet date |
December31,2025 175,000 $ 175,000 175,000 175,000 175,000 2,202,083 3,077,083 $ |
December 31, 2024 |
|---|---|---|
| 175,000 $ 175,000 175,000 175,000 175,000 2,377,083 |
||
| 3,252,083 $ |
- D. Reconciliation of the undiscounted lease payments and the net investment in the finance lease is provided as follows:
| Undiscounted lease payments Unearned finance income Net investment in the lease |
December | December | 31,2025 | December | December | 31,2024 | ||
|---|---|---|---|---|---|---|---|---|
| Current | Non-current | Current | Non-current | |||||
( |
$ 175,000 76,901) 98,099 $ |
( |
$ 2,902,083 683,640) 2,218,443 $ |
( |
$ 175,000 80,161) 94,839 $ |
( |
$ 3,077,083 760,541) 2,316,542 $ |
~49~
-
E. As of December 31, 2025 and 2024, the Group’s lease receivables were all current with no overdue balances.
-
F. As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s lease payments receivable was their carrying amounts.
(11) Investment property
| AtJanuary1,2025 Cost Accumulated depreciation 2025 Opening net book amount Depreciation charge Closing net book amount At December 31, 2025 Cost Accumulated depreciation AtJanuary1,2024 Cost Accumulated depreciation 2024 Opening net book amount Depreciation charge Closing net book amount At December31,2024 Cost Accumulated depreciation |
Buildings and Land structures Total 813,353 $ 223,431 $ 1,036,784 $ - 99,428) ( 99,428) ( 813,353 $ 124,003 $ 937,356 $ 813,353 $ 124,003 $ 937,356 $ - 5,719) ( 5,719) ( 813,353 $ 118,284 $ 931,637 $ 813,353 $ 223,431 $ 1,036,784 $ - 105,147) ( 105,147) ( 813,353 $ 118,284 $ 931,637 $ Buildings and Land structures Total 813,353 $ 223,431 $ 1,036,784 $ - 93,478) ( 93,478) ( 813,353 $ 129,953 $ 943,306 $ 813,353 $ 129,953 $ 943,306 $ - 5,950) ( 5,950) ( 813,353 $ 124,003 $ 937,356 $ 813,353 $ 223,431 $ 1,036,784 $ - 99,428) ( 99,428) ( 813,353 $ 124,003 $ 937,356 $ |
|---|---|
~50~
- A. Rental income from investment property and direct operating expenses arising from investment property are shown below:
| For the years ended | For the years ended | December31, | ||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Rental income from investment property | $ | 20,545 |
$ | 32,705 |
| Direct operating expenses arising from the | ||||
| investment property that generated rental | ||||
| income during the year | $ | 3,849 | $ | 4,041 |
| Direct operating expenses arising from the | ||||
| investment property that did not generate | ||||
| rental income during the year | $ | 1,871 |
$ | 2,292 |
- B. The fair value of the investment property held by the Group as at December 31, 2025 and 2024 were $1,350,171 and $1,327,351, respectively, which was valued by independent valuers. Valuations were made using the income approach with key assumptions as follows:
| Gross margin Growth rate Discount rate |
December31,2025 December 31, 2024 1.90%~2.75% 2.07%~2.80% 0.00% 0.00% 3.02% 3.02% |
|---|---|
- C. Information about the investment property that was pledged to others as collateral is provided in Note 8.
(12) Intangible assets
| Licences Software AtJanuary1,2025 Cost 1,161,593 $ 798,192 $ Accumulated amortization 187,508) ( 589,188) ( 974,085 $ 209,004 $ 2025 Opening net book amount 974,085 $ 209,004 $ Additions 1,872,834 159,912 Amortization charge 61,861) ( 118,338) ( Net exchange differences - 486 Closing net book amount 2,785,058 $ 251,064 $ At December31,2025 Cost 3,034,427 $ 958,590 $ Accumulated amortization 249,369) ( 707,526) ( 2,785,058 $ 251,064 $ |
Goodwill Total 136,153 $ 2,095,938 $ - 776,696) ( 136,153 $ 1,319,242 $ 136,153 $ 1,319,242 $ - 2,032,746 - 180,199) ( - 486 136,153 $ 3,172,275 $ 136,153 $ 4,129,170 $ - 956,895) ( 136,153 $ 3,172,275 $ |
|---|---|
~51~
| Licences Software AtJanuary1,2024 Cost 958,141 $ 655,409 $ Accumulated amortization 128,295) ( 486,526) ( 829,846 $ 168,883 $ 2024 Opening net book amount 829,846 $ 168,883 $ Additions 203,452 142,332 Amortization charge 59,213) ( 102,662) ( Net exchange differences - 451 Closing net book amount 974,085 $ 209,004 $ At December31,2024 Cost 1,161,593 $ 798,192 $ Accumulated amortization 187,508) ( 589,188) ( 974,085 $ 209,004 $ |
Goodwill Total 136,153 $ 1,749,703 $ - 614,821) ( 136,153 $ 1,134,882 $ 136,153 $ 1,134,882 $ - 345,784 - 161,875) ( - 451 136,153 $ 1,319,242 $ 136,153 $ 2,095,938 $ - 776,696) ( 136,153 $ 1,319,242 $ |
|---|---|
- A. Details of amortization on intangible assets are as follows:
| Operating costs General and administrative expenses |
2025 2024 176,051 $ 160,014 $ 4,148 1,861 180,199 $ 161,875 $ For the years endedDecember31, |
2025 2024 176,051 $ 160,014 $ 4,148 1,861 180,199 $ 161,875 $ For the years endedDecember31, |
|---|---|---|
| 160,014 $ 1,861 |
||
| 161,875 $ |
-
B. Goodwill arising from a business combination accounted for by applying the acquisition method is attributable to operating segment in Taiwan which is an independent cash-generating unit.
-
C. Goodwill is allocated to the Group’s cash-generating units identified according to operating segment. The recoverable amount of all cash-generating units has been determined based on value-in-use calculations. These calculations use pre-tax cash flow projections based on financial budgets approved by the management covering a five-year period. The recoverable amount of all cash-generating units calculated using the value-in-use exceeded their carrying amount. The key assumptions used for value-in-use calculations are as follows:
2025 2024 Gross margin 13.68%~14.06% 22.04%~22.92% Gross rate 1.31%~36.23% 2.36%~8.44% Discount rate 10.4% 9.3%
~52~
-
D. Licences: The second-tier subsidiary, ECOVE Environment Services Gangshan Corp., entered into an investment contract for the Rehabilitate-Operate-Transfer (ROT) with the Kaohsiung City Government on October 28, 2021. The second-tier subsidiary participated in the rehabilitation and operation of the refuse incineration plant in Gangshan Dist., Kaohsiung City according to the Act for Promotion of Private Participation in Infrastructure Projects and will return the operating right, rehabilitated operating assets and land of the refuse incineration plant in Gangshan Dist., Kaohsiung City to the Kaohsiung City Government after the term of the contract period expires. The duration of the contract is 15 years after the plant began operation. The second-tier subsidiary, ECOVE Environment Services Gangshan Corp., should pay royalties and rebates to the Kaohsiung City Government according to the investment contract. Royalties and rebates were calculated by multiplying the tonnage of disposable waste that the second-tier subsidiary, ECOVE Environment Services Gangshan Corp., recovered by the unit price of royalties per ton.
-
In accordance with the investment contract, the scope of rehabilitation and construction works stipulated in the contract must be completed during the period from the date of operation to June 30, 2026. The total cost of rehabilitation was $948,939. In accordance with IFRIC 12, ‘Service Concession Arrangements’, the right to sell electricity and self-collected waste in exchange for provision of construction or performance upgrade services and the rehabilitation cost to be invested in the future were recognized as intangible assets. Licences of the Company are amortized on a straight-line basis over their estimated useful life of 15 years. As of December 31, 2025 and 2024, intangible assets concession rights had been recognized in the amounts of $940,599 and $888,190, respectively.
-
E. The second-tier subsidiary, ECOVE Chiayi Energy Corp., obtained the construction and operation of the Green Energy Sustainable Circulation Center BOT Project in Chiayi City through the build-operate-transfer (BOT) mode in October 2023. In February 2024, “The Contract for the Green Energy Sustainable Circulation Center BOT Project in Chiayi City” between ECOVE Chiayi Energy Corp. and Chiayi City Government had been signed. The Group recognized the consideration as intangible assets - licences during the construction period in accordance with IFRIC 12 “Service Concession Arrangements”. As of December 31, 2025 and 2024, intangible assets concession rights had been recognized in the amounts of $1,884,086 and $153,393, respectively.
-
F. The amount of capitalized interest was $2,523 and $1,307, and the interest rates for capitalization ranged from 1.99%~2.115% for the years ended December 31, 2025 and 2024, respectively.
-
G. Refer to Note 8 for the details of pledged intangible assets.
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(13) Other non-current assets (including related parties)
| December31,2025 | December31,2025 | December31,2024 | December31,2024 | |||
|---|---|---|---|---|---|---|
| Long-term receivables | $ | 26,254,872 |
$ | 23,934,597 |
||
| Less: Long-term receivables due in one year | ( | 404,091) |
( | 549,868) |
||
| Allowance for uncollectible accounts | ( | 3,310,913) |
( | 316,541) |
||
| 22,539,868 |
23,068,188 | |||||
| Lease payments receivable | 2,218,443 | 2,316,542 | ||||
| Refundable deposits | 811,648 | 202,762 | ||||
| Prepayments for business facilities | 334,808 |
258,183 | ||||
| Contract fulfillment cost | 78,985 | 22,956 |
||||
| Prepayments for land purchases | 2,376,900 | 475,380 | ||||
| Others | 83,619 | 85,479 | ||||
| $ | 28,444,271 | $ | 26,429,490 |
-
A. As of December 31, 2025, December 31, 2024 and January 1, 2024, the Group’s long-term receivables from contracts with customers amounted to $22,252,364, $19,920,770 and $0, respectively.
-
B. As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s long-term receivables was their carrying amounts.
-
C. Long-term receivables
The Group contracted with the government (grantor) a service concession arrangement. The consideration receivable from the grantor in respect of the service concession arrangement is recognized at its fair value. Such consideration is recognized as a financial asset based on the way of the consideration from the grantor to the operator being made as specified in the arrangement. The consideration receivable from the grantor is recognized as accounts receivable if it is expected to be realized within 12 months after the balance sheet date (please refer to Note 6(5)), and is recognized as long-term receivables if it is expected to be realized more than 12 months after the balance sheet date. The major terms of the arrangement are as follows:
- (a) The second-tier subsidiary, ECOVE Wujih Energy Corp., obtained the operation for the construction of Wujih Refuse Incineration Plant by build-operate-transfer (BOT) mode since April, 2000. In September, 2000, the “Taichung City waste incineration, commission contract” between ECOVE Wujih Energy Corp., and Taichung Government had been signed. The operating period is for 20 years starting from September 6, 2004. However, according to the contract, if it is expired in advance or extended during construction or operation, duration of the operation will be deemed to be matured or extended, but not to exceed 50 years. In order to carry out the
“Waste Incineration Taichung City Commission Contract”, ECOVE Wujih Energy Corp. obtained the land-use right for a period of 20 years since the plant began operation. Duration of the land-use right is from May 23, 2000 to September 5, 2024. The
~54~
Board of Directors of the second-tier subsidiary, ECOVE Wujih Energy Corp., resolved to dissolve and liquidate the company during its meeting on June 30, 2025, and completed the liquidation on November 4, 2025. The company will be dissolved upon court approval of the liquidation completion.
-
(b) The second-tier subsidiary, ECOVE Miaoli Energy Corp., obtained the operation for the construction of Miaoli County Refuse Incineration Plant by build-operate-transfer (BOT) mode since August, 2002. In September, 2002, the “Waste Incineration Commission Contract” between ECOVE Miaoli Energy Corp., and Miaoli County Government had been signed. The operating period is for 20 years starting from February 29, 2008. However, according to the contract, if it is expired in advance or extended during construction or operation, duration of the operation will be deemed to be matured or extended, but not to exceed 50 years. In order to carry out the “Waste Incineration Miaoli County Commission Contract”, ECOVE Miaoli Energy Corp., obtained the land-use right of Miaoli Refuse Incineration Plant. Therefore, duration of the land-use right is from September 13, 2002 to February 28, 2028.
-
(c) The main performance obligation and rights of the BOT of the second-tier subsidiaries, ECOVE Wujih Energy Corp. and ECOVE Miaoli Energy Corp., are as follows:
-
i. ECOVE Wujih Energy Corp. and ECOVE Miaoli Energy Corp. need to comply with the guarantee tonnage of waste from the government according to the contract during construction or operation.
-
ii. Per service cost is calculated and adjusted based on the “Waste Incineration Commission Contract”, “Index of average regular earnings of employees-manufacturing” and “Consumer price index”.
-
(d) The subsidiary, CTCI-HDEC (Chungli) Corp.
-
i. The subsidiary, CTCI-HDEC (Chungli) Corp., obtained the operation for the construction of sewerage system in Zhongli Dist., Taoyuan City by build-operate-transfer (BOT) mode since June 2016. In August 2016, the ‘investment contract for promotion of private participation in build-operate-transfer (BOT) plan for construction of sewerage system in Zhongli Dist., Taoyuan City’ between CTCI-HDEC (Chungli) Corp., and Taoyuan Government had been signed. The concession period of the concession arrangement is 35 years starting from September 18, 2021 and the period before the concession period is the advance construction period of pipelines. As CTCI-HDEC (Chungli) Corp. expected that the costs incurred on satisfying the performance obligation can be recovered, revenue is recognized only to the extent of costs incurred during the construction period of pipelines.
-
ii. The main performance obligation and rights of the BOT of the subsidiary, CTCI-HDEC (Chungli) Corp., are as follows:
- (i) The construction period shall be from the day after the land delivery (that is, the completion of setting superficial rights) to the day before the operation and shall not
~55~
exceed four years according to the contract.
- (ii) During the operation period, the expenses paid by the Taoyuan Government can be classified as construction expense and operation expense. The items that could be classified as construction expense, including construction cost of sewage disposal plant and its appurtenant facilities, were calculated and paid based on the monthly fixed amortization amount. The items that could be classified as operation expense, including operation and maintenance expense of sewage disposal plant and sewerage pipe, were calculated and paid based on the sewage quantity.
-
D. Long-term Receivables – second-tier subsidiary, CTCI Americas, Inc. (referred as "CTCI Americas")
-
(a) CTCI Americas, which undertook a project for Bakersfield Renewable Fuels, LLC (“BKRF”), received a notification letter from BKRF on October 21, 2024, claiming that there were defects in CTCI Americas’s construction project, the completion of construction was delayed, and BKRF terminated the contract of the project with CTCI Americas starting from the date. As a result, CTCI Americas has discontinued its work in relation to the project. On October 22, 2024, the Group appointed a legal counsel to issue a legal opinion on the unilateral termination of the contract by BKRF, and considered that the contract had been improperly terminated as BKRF did not comply with the notification and improvement procedures as stipulated in the contract. The Group is of the opinion that CTCI Americas has complied with BKRF’s design requirements, and the construction work had been accepted by BKRF at each stage. As there were no defects in the construction project and delays in the completion of the construction as stated in the letter from BKRF, it was inappropriate for BKRF to terminate the contract arbitrarily. Therefore, the Group intends to reply to BKRF in writing. The Group received a notification letter from BKRF on November 20, 2024, expressing its intention to continue negotiating with the Group. The Group filed for the registration of a Mechanic’s Lien with the competent authority in California, USA, and used BKRF’s plant assets as collateral for creditor’s rights of construction to protect the Company’s rightful interests on November 26, 2024. Accordingly, the amounts expected to be collected in more than one year were classified as long-term receivables. As of December 31, 2025 and 2024, the amount was $19,122,380 (US$609 million) and $19,920,770 (US$609 million), respectively.
-
(b) On April 16, 2025, U.S. Time, the parent company of BKRF, Global Clean Energy Holdings, Inc. (GCEH), filed for the restructuring in accordance with the relevant U.S. regulations. CTCI Americas, together with GCEH and the major creditors, including Orion Energy Partners TP Agent, LLC, as the designated restructuring administrator (the “OIC”), and Vitol Americas Corp. (“Vitol”), entered into a Restructuring Support Agreement following prior negotiations. This Agreement supports the restructuring plan submitted by GCEH to the court.
~56~
The major contents of the Restructuring Support Agreement and the restructuring plan includes:
-
i. OIC, Vitol and CTCI Americas will provide the required funds and services to GCEH during the restructuring process to maintain GCEH’s normal operations and production.
-
ii. The debt structure of GCEH to OIC, Vitol and CTCI Americas is adjusted to redistribute to each level, and the debts are gradually settled in order of priority.
-
iii. After the approval of the restructuring plan, OIC will acquire all ordinary shares of GCEH, and OIC and CTCI Americas will acquire newly issued preferred shares. The preferred shares acquired by CTCI Americas without consideration served as an additional compensation for the loss arising from delayed collection. The principal of the preferred shares is US$125 million and bears an annual interest rate of 8%. If there is no interest paid quarterly, the compound interests will be accumulated and calculated into the principal. The preferred shares have no voting rights, and the priority of settlement and distribution is inferior to all secured debts, but is superior to unsecured debts and ordinary shares.
-
iv. After the approval of the restructuring plan within five years, the significant asset transactions of GCEH require prior agreement from CTCI Americas.
-
v. After the approval of the restructuring plan, CTCI Americas will appoint two directors and one observer to join the Board of Directors of GCEH.
-
According to the Restructuring Support Agreement, CTCI Americas has entered into a service contract with GCEH. During the restructuring period of GCEH, CTCI Americas will provide the construction services totaling US$75 million in accordance with the contract to assist the operation of BKRF’s plants, aiming to optimize the plant’s manufacturing processes and operational stability to reduce costs, increase production and enhance the plant’s profitability. According to the Restructuring Support Agreement, the investment amount has priority repayment status, and the assets such as BKRF’s plants are used as collateral, ensuring to receive full repayment. As of December 31, 2025, CTCI Americas has invested $2,338,740 (US$75 million) and has recognized revenue and costs in accordance with the applicable regulations. A refund liability has been accrued (shown as other non-current liabilities to related parties).
-
(c) On July 28, 2025, U.S. Time, after the confirmation hearing, the court issued a confirmation order for approving GCEH’s restructuring plan on the same day. The restructuring plan approved by the court was different with the plan submitted by GCEH on April 16, 2025 upon filing the pre-arranged restructuring due to the inclusion of settlements reached between GCEH and the Unsecured Creditors’ Committee during the restructuring process. GCEH has announced that the effective date of the restructuring is August 11, 2025 (U.S. time), and concurrently, it was delisted and became a private company. Following the restructuring,
~57~
GCEH was renamed Grapevine Energy Holdings, LLC (“GEH”), and BKRF was renamed Central Valley Renewable Fuels, LLC (“CVRF”).
-
(d) Following the effectiveness of the restructuring, the major creditors will provide exit financing to support GEH’s daily operational needs. In addition, to facilitate smoother operations of CVRF and maximize profitability, CTCI Americas will provide paid operation and maintenance services to CVRF after the restructuring takes effect. The contract term is one year, with renewal options up to a maximum of five years. The total contract value for the services to be provided under this agreement is capped at US$28.3 million, billed on a cost-plus basis, and payments shall be made in accordance with the contractual terms. As of December 31, 2025, CTCI Americas has invested $460,389 (US$15 million) and has recognized revenue and costs in accordance with the applicable regulations. A refund liability has been accrued (shown as other current liabilities to related parties).
-
(e) Based on the financial forecasts of GCEH (renamed GEH) and the repayment mechanism negotiated with major creditors, as recorded in the Restructuring Support Agreement dated April 16, 2025, U.S. Time and the restructuring plan effective August 11, 2025, U.S. Time:
-
i. For the year ended December 31, 2025, an expected credit impairment loss of $2,974,965 (US$95 million) has been recognized for the period, which arose from the difference between the present value of the expected recoverable amount of accounts receivable amounting to US$504 million that was calculated back using the discount rate and the recognized long-term receivables amounting to US$609 million, less the amount recognized at the beginning of period.
-
ii. As described in the aforementioned restructuring plan, CTCI Americas additionally acquired newly issued preferred shares of GEH without consideration. The preferred shares’ priority of settlement and distribution is inferior to all secured debts, but is superior to unsecured debts and ordinary shares, as mentioned in i. above. Therefore, the preferred shares were assessed to have no recoverable amount and were recognized at $0 as financial assets at amortised cost.
-
-
(f) As of December 31, 2025 and 2024, the maximum exposure to credit risk in respect of the amount of the aforementioned BKRF (renamed CVRF)’s accounts receivable, long-term receivables and contract assets was $18,634,675 (US$593 million) and $19,604,229 (US$599 million), respectively.
-
E. Information about the refundable deposits that were pledged to others as collateral is provided in Note 8.
-
F. Contract fulfillment costs refers to the initial reconstruction cost of the refuse incineration plant for the contract that the second-tier subsidiary, ECOVE Environment Services Corp., and the second-tier subsidiary, ECOVE Environment Services Gangshan Corp., entered into with the owner to operate the plant on its behalf. In accordance with IFRS 15, the cost is recognized as an asset and is amortized on a straight-line basis over the term of the contract.
~58~
-
G. The prepayment for land purchases arose from the purchase of the land located at Lun Hai Section No. 60-21, Lukang Township, Changhua County, amounting to $2,376,900 through Industrial Development Bureau, Ministry of Economic Affairs, as resolved by the Board of Directors of the Company's second-tier subsidiary, ECOVE Environment Services Corp. on July 19, 2022. The first installment of the land amounting to $475,380 had been paid on September 6, 2022, and the remaining balance of $1,901,520 had been paid in full on April 14, 2025. The land is currently undergoing the handover procedure and the transfer of ownership was completed in January 2026.
-
H. Information relating to lease payments receivable is provided in Note 6(10).
-
I. Refer to Note 8 for the details of pledged long-term receivables.
-
J. As at December 31, 2025 and 2024, the Group had no long-term receivables past due.
(14) Short-term borrowings
| Short-term borrowings | |||
|---|---|---|---|
| Type ofborrowing Unsecured borrowings Type of borrowing Unsecured borrowings Secured borrowings |
December31,2025 4,205,200 $ December 31, 2024 11,515,423 $ 125,000 11,640,423 $ |
Interest rate range 2.01%~7.07% Interest raterange 0.50%~8.36% 0.50%~2.15% |
Collateral |
| - Collateral |
|||
| - Note |
- Note: The promissory note made by the subsidiary - ECOVE Environment Corp. and its subsidiaries as of December 31, 2024 was $400,000.
(15) Accounts payable
| Materials payable Sub-contract costs payable Maintenance costs payable Incinerator equipment cost payable Others |
December31,2025 9,795,130 $ 10,105,712 854,196 221,699 190,686 21,167,423 $ |
December31,2024 |
|---|---|---|
| 10,683,305 $ 11,407,787 982,739 268,097 136,352 |
||
| 23,478,280 $ |
(16) Other payables
| Other payables | ||
|---|---|---|
| Accrued payroll Accrued insurance Accrued pension Business tax payable Others |
December31,2025 2,020,839 $ 141,887 51,543 1,136,604 1,326,716 4,677,589 $ |
December31,2024 |
| 2,138,580 $ 155,589 53,049 155,705 1,213,761 |
||
| 3,716,684 $ |
~59~
(17) Other current liabilities (including related parties)
| Other current liabilities Receipts in advance Receipts under custody Joint venture Refund liabilities-related parties |
December31,2025 1,072 $ - 314,567 51,128 366,767 $ |
December31,2024 2,284 $ 67,230 143,602 - 213,116 $ |
|---|---|---|
-
A. Joint venture represents the accumulated capital injection and bills over (under) an accumulated cost.
-
B. Receipts under custody represents receipts arising from construction projects.
-
C. Details of refund liabilities are provided in Notes 6(13) D. and 7(2) J.
(18) Bonds payable
| Bonds payable | |
|---|---|
| December31,2025 Bonds payable 14,899,500 $ Less: Discount on bonds payable 415,242) ( ( 14,484,258 Less: Current portion 3,893,203) ( ( 10,591,055 $ |
December 31, 2024 |
| 12,899,800 $ 527,216) |
|
| 12,372,584 2,999,431) |
|
| 9,373,153 $ |
-
A. The terms of the domestic unsecured bonds issued by the Group are as follows:
-
(a) In 2019, 2020, 2022 and 2025, the Company issued $6,000,000, $3,000,000, $1,700,000, $3,450,000 and $1,550,000, with annual fixed interest rate of 0.9%, 0.77%, 2.40%, 2.28% and 2.10% domestic unsecured bonds, as approved by the regulatory authority, respectively. The bonds mature 5 years, 5 years, 3 years, 7 years and 5 years, respectively from the issue date (from December 25, 2019 to December 25, 2024, June 22, 2020 to June 22, 2025, January 11, 2023 to January 11, 2026, March 31, 2025 to March 31, 2032 and March 31, 2025 to March 31, 2030) and will be redeemed at the maturity date. The bonds were approved to be issued on the Taipei Exchange on December 16, 2019, June 11, 2020, January 4, 2023 and March 20, 2025, respectively. As of December 25, 2024 and June 20, 2025, the Company had paid $6,000,000 and $3,000,000 upon maturity.
-
(b) In 2021, the subsidiary - ECOVE Environment Corp. issued $1,000,000 and $1,000,000, with annual fixed interest rate of 0.65% and 0.56%, domestic unsecured bonds, as approved by the regulatory authority, respectively. The bonds mature 5 years from the issue date (from May 27, 2021 to May 27, 2026) and will be redeemed at the maturity date. The bonds were approved to be issued on the Taipei Exchange on May 19, 2021.
~60~
-
B. The terms of the domestic convertible bonds issued by the Group are as follows:
-
(a) The Company
-
i. The competent authority had approved the Company's second time raising and issuance of domestic unsecured convertible bonds, with the total face value of $6,000,000. The convertible bonds would be issued by competitive bidding under public underwriting. The actual issuance price, the actual total consideration, transaction costs and the coupon rate of the convertible bonds is 104.82% premium of face value, $6,289,317 , $5,955, and 0%, respectively, and the bonds mature five years from the issue date (July 23, 2024 to July 23, 2029) and will be fully redeemed at the face value in cash at the maturity date. The convertible bonds stocks were officially listed on the Taipei Exchange since July 23, 2024.
-
ii. The bondholders have the right to ask for conversion of the bonds into common shares of the Company during the period from the date after three months of the bonds issue to the maturity date, except the stop transfer period as specified in the terms of the bonds or the laws/regulations. The rights and obligations of the new shares converted from the bonds are the same as the issued and outstanding common shares.
-
iii. The conversion price of the bonds is set up based on the pricing model specified in the terms of the bonds, and is subject to adjustments if the condition of the anti-dilution provisions occurs subsequently. The conversion price will be reset based on the pricing model specified in the terms of the bonds on each effective date regulated by the terms. If the reset conversion price is higher than the conversion price before the reset, the conversion price will not be adjusted. The conversion price was NTD 53.9 per share upon issuance. The conversion price was adjusted to NTD 51.8 per share based on the terms of the bonds. Furthermore, the conversion price of the bonds was adjusted to NT$45.5 (in dollars) per share based on the terms of the bonds since August 23, 2025, because the Company distributed cash dividends and stock dividends.
-
iv. The Company may repurchase all the bonds in cash at the bonds’ face value within 30 trading days after the closing price of the Company’s common shares is above the then conversion price by at least 30% for 30 consecutive trading days during the period from the date after three months of the bonds issue to 40 days before the maturity date. Alternatively, the Company may repurchase all the bonds in cash at the bonds’ face value at any time if the outstanding balance of the bonds is less than 10% of total initial issue amount during the period from the date after three months of the bonds issue to 40 days before the maturity date.
-
v. Under the terms of the bonds, all bonds redeemed (including bonds repurchased from the Taipei Exchange), matured and converted are retired and not to be re-issued; all rights and obligations attached to the bonds are also extinguished.
~61~
-
vi. As of December 31, 2025, convertible bonds with face value amounting to $100 had been converted into 1,930 common shares of the Company.
-
vii. As of December 31, 2025, the face value of the convertible bonds repurchased by the Company from Taipei Exchange amounted to $0.
-
(b) The subsidiary - CTCI Advanced Systems Inc.
-
i. The competent authority had approved the subsidiary - CTCI Advanced Systems Inc.'s issuance of 1[st] domestic unsecured convertible bonds, with the total face value of $300,000. The convertible bonds was issued by competitive bidding under public underwriting. The actual issuance price, the actual total consideration and the coupon rate of the convertible bonds is 109.46% premium of face value, $328,382 and 0%, respectively, and the bonds mature three years from the issue date (October 6, 2023 to October 6, 2026) and will be fully redeemed at the face value in cash at the maturity date. The convertible bonds were officially listed on the Taipei Exchange since October 6, 2023.
-
ii. The bondholders have the right to ask for conversion of the bonds into common shares of CTCI Advanced Systems Inc. during the period from the date after three months of the bonds issue to the maturity date, except the stop transfer period as specified in the terms of the bonds or the laws/regulations. The rights and obligations of the new shares converted from the bonds are the same as the issued and outstanding common shares.
-
iii. The conversion price of the bonds is set up based on the pricing model specified in the terms of the bonds, and is subject to adjustments if the condition of the anti-dilution provisions occurs subsequently. The conversion price will be reset based on the pricing model specified in the terms of the bonds on each effective date regulated by the terms. If the reset conversion price is higher than the conversion price before the reset, the conversion price will not be adjusted. The conversion price was NT$177 (in dollars) per share upon issuance. The conversion price was adjusted from NT$177 (in dollars) per share to NT$167.6 (in dollars) per share since July 3, 2024 because of the distribution of cash dividends of 2023. The conversion price was adjusted from NT$167.6 (in dollars) per share to NT$151.1 (in dollars) per share since July 2, 2025 because of the distribution of cash dividends of 2024.
-
iv. CTCI Advanced Systems Inc. may repurchase all the bonds in cash at the bonds’ face value within 30 trading days after the closing price of CTCI Advanced Systems Inc.’s common shares is above the then conversion price by at least 30% for 30 consecutive trading days during the period from the date after three months of the bonds issue to 40 days before the maturity date. Alternatively, CTCI Advanced Systems Inc. may repurchase all the bonds in cash at the bonds’ face value at any time if the outstanding balance of the bonds is less than 10% of total initial issue amount during the period from the date after three months of the bonds issue to 40 days before the maturity date.
~62~
-
v. Under the terms of the bonds, all bonds redeemed (including bonds repurchased from the Taipei Exchange), matured and converted are retired and not to be re-issued; all rights and obligations attached to the bonds are also extinguished.
-
vi. As of December 31, 2025, convertible bonds with face value amounting to $400 had been converted into 2,353 common shares of CTCI Advanced Systems Inc.
-
vii. As of December 31, 2025, the face value of the convertible bonds repurchased by CTCI Advanced Systems Inc. from Taipei Exchange amounted to $0.
-
(c) Regarding the issuance of convertible bonds, the equity conversion options for the Company and CTCI Advanced Systems Inc. amounting to $811,747 and $45,087, respectively, were separated from the liability component and were recognized in ‘capital surplus—share options’ in accordance with IAS 32. The call options and put options embedded in bonds payable were separated from their host contracts and were recognized in ‘financial assets or liabilities at fair value through profit or loss’ in net amount in accordance with IFRS 9 because the economic characteristics and risks of the embedded derivatives were not closely related to those of the host contracts. The effective interest rates of the bonds payable for the Company and CTCI Advanced Systems Inc. after such separation were 1.9445% and 2.4863%, respectively.
- (19) Long term borrowings
| Type of borrowings Secured borrowings Unsecured borrowings Less: Current portion ( Financing amount Interest rate range |
December 31, 2025 13,126,370 $ 7,570,000 3,431,690) ( 17,264,680 $ 24,295,000 $ 1.8350%~5.4015% |
December31,2024 8,925,799 $ 4,906,650 258,600) 13,573,849 $ 21,354,150 $ 1.7100%~6.21009% |
|---|---|---|
-
A. Information about the assets that were pledged as collateral for bank borrowings is provided in Note 8.
-
B. The second-tier subsidiary, ECOVE Environment Service Corp., has used the land located at Lun Hai Section No. 60-21, Lukang Township, Changhua County, as collateral. The land handover process is currently underway, while the transfer of ownership was completed in January 2026. The asset mortgage will be setup within one month after the transfer to serve as collateral for the bank loan.
-
C. The subsidiary, ECOVE Environment Corp., is committed to maintaining the following financial ratios and conditions throughout the duration of the unsecured borrowing in the parent company only financial statements:
-
(a) Current ratio (current assets/current liabilities) shall be above 100%.
-
(b) Financial debt ratio (total financial liabilities/shareholders’ equity) shall not exceed (or equal to) 160%.
~63~
-
(c) Net tangible assets (shareholders’ equity less intangible assets) shall be above NT$5 billion.
-
D. The second-tier subsidiary, ECOVE Environment Service Corp., is committed to maintaining the following financial ratios and conditions throughout the duration of the contract in the financial statements:
-
(a) The subsidiary, ECOVE Environment Corp., must maintain a direct and indirect ownership stake of no less than 51% in ECOVE Environment Service Corp. and is required to appoint the Chairman of the Board for ECOVE Environment Service Corp.
-
(b) The interest coverage ratio, calculated as (EBITDA: Earnings Before Interest, Taxes, Depreciation, and Amortization) divided by (interest expenses plus long-term borrowings due within one year), must not fall below 1.2 times. This ratio is subject to semi-annual review by the bank.
-
E. The subsidiary, ECOVE Environment Corp., and the second-tier subsidiary, ECOVE Environment Services Corp., did not violate any of the above covenants.
(20) Other non-current liabilities (including related parties)
| Net defined benefit liabilities Deposits received Deferred revenue Refund liabilities, related parties Others |
December31,2025 288,104 $ 923,053 75,518 388,575 72,962 1,748,212 $ |
December 31, 2024 |
|---|---|---|
| 392,692 $ 886,343 93,194 - 117,313 |
||
| 1,489,542 $ |
-
A. Deferred revenue is a cash grant received from the New Jersey government in the United States in 2017 since Lumberton builds and operates a solar power station in New Jersey. The construction period of the solar power station is 15 years.
-
B. Details of refund liabilities are provided in Notes 6(13) D. and 7(2) J.
(21) Pensions
-
A. Defined benefit pension plan
-
(a) The Company and its domestic subsidiaries have a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company contributes monthly an amount equal to 6.5% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement
~64~
fund committee. Also, the Company would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contributions to cover the deficit by next March.
- (b) The amounts recognized in the balance sheet are as follows:
| December | 31,2025 | December | 31,2024 | |||
|---|---|---|---|---|---|---|
| Present value of defined benefit obligations | $ | 2,199,840 |
$ | 2,346,077 |
||
| Fair value of plan assets | ( | 1,911,736) | ( | 1,953,385) | ||
| Net defined benefit liability | $ | 288,104 |
$ | 392,692 |
- (c) Movements in net defined benefit liabilities are as follows:
| At January 1 Current service cost Interest expense (income) Remeasurements: Return on plan assets Change in financial assumptions Experience adjustments Pension fund contribution Paid pension ( At December 31 |
2025 | |
|---|---|---|
~65~
2024
| 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Present value of | ||||||||
| defined benefit | Fair value of | Net defined | ||||||
| obligations | plan assets | benefit liability | ||||||
| At January 1 | $ | 2,525,909 |
($ | 1,881,556) |
$ | 644,353 |
||
| Current service cost | 22,655 |
- |
22,655 | |||||
| Interest expense (income) | 29,857 |
( | 22,448) |
7,409 | ||||
| 2,578,421 |
( | 1,904,004) |
674,417 | |||||
| Remeasurements: | ||||||||
| Return on plan assets | - | ( | 37,739) |
( | 37,739) |
|||
| Change in financial assumptions | ( | 47,822) |
- | ( | 47,822) |
|||
| Experience adjustments | 66,746 | ( | 138,469) |
( | 71,723) |
|||
| 18,924 | ( | 176,208) |
( | 157,284) |
||||
| Pension fund contribution | - |
( | 116,233) |
( | 116,233) |
|||
| Paid pension | ( | 251,268) |
243,060 | ( | 8,208) |
|||
| At December 31 | $ | 2,346,077 |
($ | 1,953,385) |
$ | 392,692 |
-
(d) The Bank of Taiwan was commissioned to manage the Fund of the Company’s and its domestic subsidiaries’ defined benefit pension plan in accordance with the Fund’s annual investment and utilization plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund” (Article 6: The scope of utilization for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-thecounter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilization of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorised by the Regulator. The Company and its domestic subsidiaries have no right to participate in managing and operating that fund and hence the Company and its domestic subsidiaries are unable to disclose the classification of plan assets fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2025 and 2024 is given in the Annual Labor Retirement Fund Utilization Report announced by the government.
-
(e) The principal actuarial assumptions used were as follows:
| Discount rate Future salary increases |
For the years endedDecember31, | For the years endedDecember31, |
|---|---|---|
| 2025 1.30%~1.84% 2.50%~4.00% |
2024 | |
| 1.50%~2.38% | ||
| 3.00%~4.00% |
~66~
Assumptions regarding future mortality experience are set based on actuarial advice in accordance with published statistics and experience in each territory.
Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:
Discount rate Future salary increases Increase 0.25% Decrease 0.25% Increase 0.25% Decrease 0.25%
December 31, 2025
Effect on present value of defined benefit obligation ($ 30,390) $ 31,248 $ 25,425 ($ 24,859) December 31, 2024 Effect on present value of defined benefit obligation ($ 33,890) $ 34,830 $ 28,600 ($ 27,985)
The sensitivity analysis above is based on one assumption which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.
The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous period.
-
(f) Expected contributions to the defined benefit pension plans of the Group for the year ending December 31, 2026 amount to $40,474.
-
B. Defined contribution pension plan
-
(a) Effective July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company and its domestic subsidiaries contribute monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment.
-
(b) The pension costs under the defined contribution pension plans of the Group for the years ended December 31, 2025 and 2024 were $283,014 and $271,981, respectively.
-
(c) Some overseas subsidiaries adopted a defined contribution pension plan, covering all regular employees. Pension cost for the years ended December 31, 2025 and 2024 amounted to $157,860 and $206,953, respectively.
~67~
(22) Share-based payment - employee compensation
A. The Company
- (a) For the years ended December 31, 2025 and 2024, the Company’s share-based payment arrangements were as follows:
==> picture [444 x 32] intentionally omitted <==
----- Start of picture text -----
Quantity Contract Vesting
Type of arrangement Grant date granted period conditions
----- End of picture text -----
| Type of arrangement | Grant date | Quantity granted |
Contract period |
Vesting conditions |
|---|---|---|---|---|
| Sixth plan of employee | 2018.03.09 | 20,000 units | 6 years | Service of 2 to |
| stock options | 4 years | |||
| Seventh plan of employee | 2019.03.08 | 20,000 units | 6 years | Service of 2 to |
| stock options | 4 years | |||
| Eighth plan of employee | 2020.01.08 | 20,000 units | 6 years | Service of 2 to |
| stock options | 4 years |
(b) The above employee stock options are set forth below:
- i. Details of the sixth plan of employee stock options outstanding are set forth below:
| Stockoptions Options outstanding at beginning of year Options waived Options exercised Options outstanding at end of year Options exercisable at end of year |
No. of units Weighted- average No. of units Weighted- average (shares in exercise price (shares in exercise price thousands) (indollars) thousands) (indollars) - - 3,521.21 NT$33.30 - - 1,854.63) ( - - - 1,666.58) ( NT$33.30 - - - - - - - - For the years endedDecember31, 2025 2024 |
|---|---|
| No. of units (shares in thousands) - - - - - |
~68~
ii. Details of the seventh plan of employee stock options outstanding are set forth below:
==> picture [417 x 493] intentionally omitted <==
----- Start of picture text -----
For the years ended December 31,
2025 2024
Weighted- Weighted-
No. of units average No. of units average
(shares in exercise price (shares in exercise price
Stock options thousands) (in dollars) thousands) (in dollars)
Options outstanding
at beginning of
year 5,301.40 NT$36.50 8,931.04 NT$38.00
- -
Options waived ( 2,537.27) ( 86.20)
Options exercised ( 2,764.13) NT$36.50 ( 3,543.44) NT$37.50
Options outstanding
at end of year - - 5,301.40 NT$36.50
Options exercisable
at end of year - - 5,279.29 NT$36.50
iii. Details of the eighth plan of employee stock options outstanding are set forth below:
For the years ended December 31,
2025 2024
Weighted- Weighted-
No. of units average No. of units average
(shares in exercise price (shares in exercise price
Stock options thousands) (in dollars) thousands) (in dollars)
Options outstanding
at beginning of
year 4,999.57 NT$29.00 8,776.10 NT$30.20
- -
Options waived ( 84.25) ( 84.93)
Options exercised ( 2,940.36) NT$26.50 ( 3,691.60) NT$30.00
Options outstanding
at end of year 1,974.96 NT$25.50 4,999.57 NT$29.00
Options exercisable
at end of year 1,958.10 NT$25.50 4,969.75 NT$29.00
----- End of picture text -----
iii. Details of the eighth plan of employee stock options outstanding are set forth below:
(c) The weighted-average stock price of stock options at exercise dates for the years ended December 31, 2025 and 2024 were NT$33.09 and NT$46.36, respectively.
~69~
- (d) As of December 31, 2025 and 2024, the range of exercise prices of stock options outstanding were NT$25.50 and NT$29.00~NT$36.50, respectively, and the weighted-average remaining contractual periods were as follows:
==> picture [439 x 15] intentionally omitted <==
----- Start of picture text -----
Type of arrangement December 31, 2025 December 31, 2024
----- End of picture text -----
| Type ofarrangement | December31,2025 | December 31, 2024 |
|---|---|---|
| Sixth plan of employee stock options | 0 year | 0 year |
| Seventh plan of employee stock options | 0 year | 0.5 year |
| Eighth plan of employee stock options | 0 year | 1 year |
- (e) The fair value of stock options is measured using the Black-Scholes option-pricing model. Relevant information is as follows:
| Type of arrangement |
Grant date |
Stock price (in dollars) |
Exercise price (in dollars) |
Expected price volatility |
Expected option life |
Expected dividends rate |
Risk free interest rate Fair value per unit (in dollars) |
|---|---|---|---|---|---|---|---|
| Sixth plan of employee stock options Seventh plan of employee stock options Eighth plan of employee stock options |
2018.3.9 2019.3.8 2020.1.8 |
NT$ 45.9 NT$ 48.9 NT$ 36.9 |
NT$ 45.9 NT$ 48.9 NT$ 36.9 |
24.96%~ 26.37% 22.88%~ 23.56% 19.14%~ 21.50% |
4~5 years 4~5 years 4~5 years |
0% 0% 0% |
0.63%~ 0.72% NT$ 9.56~ NT$11.29 0.64%~ 0.67% NT$ 9.38~ NT$10.82 0.55%~ 0.57% NT$5.95~ NT$7.44 |
-
(f) For the years ended December 31, 2025 and 2024, expenses recognized arising from sharebased payment amounted to ($185) and $5, respectively.
-
B. Subsidiary – CTCI Advanced Systems Inc.
-
(a) For the years ended December 31, 2025 and 2024, the subsidiary’s share-based payment transactions are set forth below:
| Type ofarrangement Sixth plan of employee stock options Seventh plan of employee stock options Eighth plan of employee stock options |
Grantdate 2018.03.23 2019.03.08 2020.01.08 |
Quantity granted |
Contract period |
Vesting conditions |
|---|---|---|---|---|
| 600 units 600 units 600 units |
6 years 6 years 6 years |
Service of 2 to 4 years Service of 2 to 4 years Service of 2 to 4 years |
~70~
(b) The above employee stock options are set forth below:
- i. Details of the sixth plan of employee stock options outstanding are set forth below:
==> picture [417 x 226] intentionally omitted <==
----- Start of picture text -----
For the years ended December 31,
2025 2024
Weighted- Weighted-
No. of units average No. of units average
(shares in exercise price (shares in exercise price
Stock options thousands) (in dollars) thousands) (in dollars)
Options outstanding
at beginning of
year - - 34.50 NT$30.90
- - - -
Options waived
- -
Options exercised ( 34.50) NT$30.90
Options outstanding
- - - -
at end of year
Options exercisable
- - - -
at end of year
----- End of picture text -----
ii. Details of the seventh plan of employee stock options outstanding are set forth below:
| Stockoptions Options outstanding at beginning of year Options waived Options exercised ( Options outstanding at end of year Options exercisable at end of year |
For the years ended December 31, | For the years ended December 31, | For the years ended December 31, |
|---|---|---|---|
| No. of units Weighted- average (shares in exercise price thousands) (indollars) 20.25 NT$28.10 - - 20.25) NT$28.10 ( - NT$28.10 - NT$28.10 2025 |
2024 | ||
| No. of units (shares in thousands) 76.75 - 56.50) 20.25 20.25 |
Weighted- average exercise price (indollars) |
||
| NT$29.70 - NT$29.10 NT$28.10 NT$28.10 |
~71~
iii. Details of the eighth plan of employee stock options outstanding are set forth below:
==> picture [417 x 227] intentionally omitted <==
----- Start of picture text -----
For the years ended December 31,
2025 2024
Weighted- Weighted-
No. of units average No. of units average
(shares in exercise price (shares in exercise price
Stock options thousands) (in dollars) thousands) (in dollars)
Options outstanding
at beginning of
year 26.75 NT$35.00 212.50 NT$37.00
- - -
Options waived ( 0.50)
Options exercised ( 26.75) NT$32.30 ( 185.25) NT$36.90
Options outstanding
at end of year - NT$31.50 26.75 NT$35.00
Options exercisable
at end of year - NT$31.50 26.75 NT$35.00
----- End of picture text -----
-
(c) For the years ended December 31, 2025 and 2024, the weighted-average exercise price at the exercise date for those exercised stock options amounted to NT$30.49 and NT$34.56, respectively.
-
(d) As of December 31, 2025 and 2024, the exercise prices of stock options outstanding were NT$28.10~NT$31.50 and NT$28.10~NT$35.00, respectively. The weighted-average remaining contractual periods were as follows:
| Type of arrangement Sixth plan of employee stock options Seventh plan of employee stock options Eighth plan of employee stock options |
December31,2025 0 year 0 year 0 year |
December31,2024 |
|---|---|---|
| 0 year 0.25 year 1 year |
- (e) The fair value of stock options is measured using the Black-Scholes option-pricing model. Relevant information is as follows:
| Type of arrangement |
Grant date |
Stock price (in dollars) |
Exercise price (in dollars) |
Expected price volatility |
Expected option life |
Expected dividends rate |
Risk free interest rate |
Fair value per unit (in dollars) |
|---|---|---|---|---|---|---|---|---|
| Sixth plan of employee stock options Seventh plan of employee stock options Eighth plan of employee stock options |
2018.03.23 2019.03.08 2020.01.08 |
NT$46.85 NT$42.20 NT$49.40 |
NT$46.85 NT$42.20 NT$49.40 |
21.33%~ 22.13% 19.42%~ 20.74% 18.19%~ 19.43% |
4~5 years 4~5 years 4~5 years |
0% 0% 0% |
0.65%~ 0.72% 0.64%~ 0.67% 0.55%~ 0.57% |
NT$8.67~ NT$9.85 NT$7.08~ NT$8.33 NT$7.60~ NT$8.96 |
~72~
-
(f) For the years ended December 31, 2025 and 2024, the expenses incurred on share-based payment transactions were $0 and $6, respectively.
-
C. Subsidiary – ECOVE Environment Corp.
-
(a) For the years ended December 31, 2025 and 2024, the subsidiary’s share-based payment transactions are set forth below:
==> picture [444 x 32] intentionally omitted <==
----- Start of picture text -----
Type of Quantity Contract Vesting
arrangement Grant date granted period conditions
----- End of picture text -----
| Type of arrangement |
Grant date | Quantity granted |
Contract period |
Vesting conditions |
|---|---|---|---|---|
| Sixth plan of | 2018.7.09 | 1,500 units | 6 years | Service of |
| employee stock options | 2 to 4 years | |||
| Seventh plan of | 2019.7.24 | 1,500 units | 6 years | Service of |
| employee stock options | 2 to 4 years | |||
| Eighth plan of | 2020.4.13 | 1,500 units | 6 years | Service of |
| employee stock options | 2 to 4 years |
-
(b) The above employee stock options are set forth below:
-
i. Details of the sixth plan of employee stock options outstanding are set forth below:
| Stockoptions Options outstanding at beginning of year Options waived Options exercised Options expired Options outstanding at end of year Options exercisable at end of year |
For the years endedDecember31, | For the years endedDecember31, | For the years endedDecember31, |
|---|---|---|---|
| No. of units Weighted- average No. of units Weighted- average (shares in exercise price (shares in exercise price thousands) (indollars) thousands) (indollars) - - 77.00 NT$128.00 - - - - - - 58.00) ( NT$128.00 - - 19.00) ( - - - - - - - - - 2025 2024 |
2024 | ||
| No. of units (shares in thousands) - - - - - - |
Weighted- average exercise price (indollars) |
||
| NT$128.00 - NT$128.00 - - - |
~73~
ii. Details of the seventh plan of employee stock options outstanding are set forth below:
| For the years endedDecember31, | For the years endedDecember31, | For the years endedDecember31, | For the years endedDecember31, | |||
|---|---|---|---|---|---|---|
| Weighted- 2025 |
Weighted- 2024 |
|||||
| No. of units | average | No. of units | average | |||
| (shares in | exercise price | (shares in | exercise price | |||
| Stockoptions | thousands) | (indollars) | thousands) | (indollars) | ||
| Options outstanding | ||||||
| at beginning of | ||||||
| year | 149.00 | NT$158.20 | 437.00 | NT$165.90 | ||
| Options waived | ( | 1.00) |
- | - | - | |
| Options exercised | ( | 125.00) |
NT$157.60 | ( | 288.00) |
NT$164.40 |
| Options outstanding | ||||||
| at end of year | ( | 23.00) |
- |
149.00 | NT$158.20 | |
| Options exercisable | ||||||
| at end of year | - |
- | 149.00 | NT$158.20 | ||
| Details of the eighth plan of employee stock options outstanding are set forth below: | ||||||
| For the years ended December 31, | ||||||
| 2025 | 2024 | |||||
| Weighted- | Weighted- | |||||
| No. of units | average | No. of units | average | |||
| (shares in | exercise price | (shares in | exercise price | |||
| Stock options | thousands) | (indollars) | thousands) | (in dollars) | ||
| Options outstanding | ||||||
| at beginning of | ||||||
| year | 373.00 | NT$159.70 | 739.00 | NT$167.50 | ||
| Options waived | ( | 1.00) |
- | ( | 10.00) |
- |
| Options exercised | ( | 219.00) |
NT$157.97 | ( | 356.00) |
NT$167.17 |
| Options outstanding | ||||||
| at end of year | 153.00 | NT$151.50 | 373.00 | NT$159.70 | ||
| Options exercisable | ||||||
| at end of year | 153.00 | NT$151.50 | 373.00 | NT$159.70 |
iii. Details of the eighth plan of employee stock options outstanding are set forth below:
-
(c) For the years ended December 31, 2025 and 2024, the weighted-average stock price of stock options amounted to NT$292.08 and NT$296.94, respectively.
-
(d) As December 31, 2025 and 2024, the range of exercise prices of stock options outstanding were NT$151.5 and NT$158.20~NT$159.70, respectively, and the weighted-average remaining contractual periods were as follows:
| Type of arrangement Seventh plan of employee stock options Eighth plan of employee stock options |
December31,2025 - 0.25 year |
December31,2024 |
|---|---|---|
| 0.5 year 1.25 year |
~74~
- (e) The fair value of stock options is measured using the Black-Scholes option-pricing model. Relevant information is as follows:
==> picture [443 x 39] intentionally omitted <==
----- Start of picture text -----
Stock Exercise Expected Expected Risk free Fair value
Type of Grant price price price Expected dividends interest per unit
arrangement date (in dollars) (in dollars) volatility option life rate rate (in dollars)
----- End of picture text -----
| arrangement | date | (in dollars) | (in dollars) | volatility |
option life | rate | rate | (in dollars) |
|---|---|---|---|---|---|---|---|---|
| Sixth plan of | 2018.7.9 | NT$173.5 | NT$173.5 | 11.38%~ | 4~5 | 0% | 0.66%~ | NT$17.88~ |
| employee stock | 12.71% | years | 0.71% | NT$22.44 | ||||
| options | ||||||||
| Seventh plan of | 2019.7.24 | NT$212.5 | NT$212.5 | 10.83%~ | 4~5 | 0% | 0.56%~ | NT$20.57~ |
| employee stock | 11.00% | years | 0.58% | NT$23.68 | ||||
| options | ||||||||
| Eighth plan of | 2020.4.13 | NT$203.0 | NT$203.0 | 11.58%~ | 4~5 | 0% | 0.41%~ | NT$20.26~ |
| employee stock | 12.02% | years | 0.45% | NT$23.79 | ||||
| options |
- (f) For the years ended December 31, 2025 and 2024, the expenses incurred on share-based payment transactions were $0 and $676, respectively.
-
(23) Restricted stocks to employees
-
A. For the years ended December 31, 2025 and 2024, restricted stocks to employees of the Group are as follows:
| Type of arrangement First plan of restricted stocks to employees Second plan of restricted stocks to employees |
Grantdate 2022.01.01 2023.01.01 |
Quantity Contract Vesting granted (in thousands) period conditions 5,500 shares 3 to 5 years 3 to 5 years’ service and performance conditions 4,150 shares 3 to 5 years 3 to 5 years’ service and performance conditions |
|---|---|---|
-
(a) Issuance price: No consideration in return, issuance price was NT$0 per share.
-
(b) The above share-based payment arrangements are as follows:
-
i. Details of the first plan of restricted stocks to employees are as follows:
| Options outstanding as at January 1 Options retired ( Options outstanding as at December 31 |
2025 No. of options (sharesin thousands) 4,461 4,458) 3 |
2024 |
|---|---|---|
| No. of options (sharesin thousands) |
||
| 4,665 204) ( |
||
| 4,461 |
~75~
ii. Details of the second plan of restricted stocks to employees are as follows:
| Options outstanding as at January 1 Options retired Options outstanding as at December 31 |
2025 2024 No. of options No. of options (sharesin thousands) (shares in thousands) 3,757 3,924 214) ( 167) ( 3,543 3,757 |
|---|---|
- (c) Relevant information on the fair value of the share-based payment arrangements is as follows:
| Type of arrangement First plan of restricted stocks to employees Second plan of restricted stocks to employees |
Stock price Grantdate (in dollars) 2022.01.01 NT$37.2 2023.01.01 NT$41.85 |
Fair value per unit(indollars) |
|---|---|---|
| NT$37.2 NT$41.85 |
-
(d) The types of shares issued and given to employees were ordinary shares. Excluding inheritance, employees may not sell, pledge, transfer, give to another person, create any encumbrance on, or otherwise dispose of restricted stocks before their vesting conditions are met. Other rights and obligations of the ordinary shares are the same as other ordinary shares outstanding. If employees voluntarily resign, voluntarily apply for retirement, are dismissed or paid off during the vesting period, the restricted stocks that have not yet been acquired will be deemed as not meeting the vesting conditions on the date of the event. The Company will redeem the restricted stocks without consideration and the restricted stocks will be retired.
-
(e) The employees who are applicable to the abovementioned share-based payment arrangements are official full-time employees of the Company and its domestic subsidiaries who are in service on the grant date of restricted stocks to employees.
-
B. For the years ended December 31, 2025 and 2024, expenses incurred on restricted stocks to employees amounted to ($6,472) and ($58,131), respectively.
(24) Provisions
| Onerous Decommissioning contracts Warranty liabilities At January 1, 2025 985,596 $ 175,030 $ 342,178 $ Additional provisions 1,291,213 275,376 19,949 Used during the year 306,839) ( 17,147) ( 7,774) ( Reversal of impairment 325,278) ( 1,566) ( 59,753) ( Exchange differences 15,800) ( - 2,571) ( At December 31, 2025 1,628,892 $ 431,693 $ 292,029 $ |
Litigation Total 2,759 $ 1,505,563 $ - 1,586,538 - 331,760) ( - 386,597) ( - 18,371) ( 2,759 $ 2,355,373 $ |
|---|---|
~76~
| Onerous Decommissioning contracts Warranty liabilities At January 1, 2024 873,654 $ 78,844 $ 334,663 $ Additional provisions 723,458 112,832 14,366 Used during the year 604,444) ( 2,261) ( 5,822) ( Reversal of impairment 33,952) ( 14,385) ( 4,500) ( Exchange differences 26,880 - 3,471 At December 31, 2024 985,596 $ 175,030 $ 342,178 $ |
Litigation Total 2,759 $ 1,289,920 $ - 850,656 - 612,527) ( - 52,837) ( - 30,351 2,759 $ 1,505,563 $ |
Litigation Total 2,759 $ 1,289,920 $ - 850,656 - 612,527) ( - 52,837) ( - 30,351 2,759 $ 1,505,563 $ |
|---|---|---|
| 1,505,563 $ |
| Analysis of total provisions: | ||||
|---|---|---|---|---|
| December | 31, 2025 | December | 31, 2024 | |
| Current | $ | 1,856,182 | $ | 1,160,762 |
| Non-current | $ | 499,191 |
$ | 344,801 |
A. Onerous contracts
The Group’s provisions for the onerous contracts mainly refer to the difference of the cost of fulfilling a non-cancellable onerous contract less the consideration that will be received for fulfilling the contract.
- B. Warranty
The Group gives warranties on construction engineering. Provision for warranty is estimated based on historical warranty data of construction engineering.
-
C. Decommissioning liabilities
-
(a) It pertains to the contracts for the operation and maintenance service of refuse incineration plant between the subsidiaries, ECOVE Environment Service Corp. and SINOGAL-Waste Services Co., Ltd., and the grantors, requiring return of refuse incineration plant and recovery of refuse incineration plant, related machinery and equipment when the contract expires. The Group has estimated the related recovery cost when the service contracts commence and amortizes it over the contract period.
-
(b) It pertains to the land lease contracts among ECOVE Environment Corp., ECOVE Solar Power Corp., and the landowners, requiring demolition of solar power models and recovery of land when the contract expires. The Group has estimated the related recovery cost when the service contracts commence and amortizes it over the contract period.
(25) Share capital
- A. As of December 31, 2025 and 2024, the Company’s authorized capital were all $12,000,000, and the paid-in capital were $8,945,506 and $8,122,571, consisting of 894,550,551 shares and 812,257,088 shares, respectively, with a par value of NT$10 per share.
~77~
Movements in the number of the Company’s ordinary shares outstanding (excluding treasury shares) are as follows:
| 2025 | 2024 | |||
|---|---|---|---|---|
| At January 1 | 810,912,354 | 802,382,111 | ||
| Employee stock options exercised | 5,704,481 |
8,901,625 | ||
| Conversion of convertible bonds into capital | 1,930 |
- |
||
| Reacquisition and retirement of share capital | ( | 4,598,557) |
( | 284,282) |
| Reacquisition of share capital awaiting | ||||
| retirement | ( | 73,212) |
( | 87,100) |
| Capitalization of earnings | 81,272,709 | - |
||
| Capitalization of earnings - shares of the parent | ||||
| company held by subsidiaries | ( | 125,998) |
- |
|
| At December 31 | 893,093,707 |
810,912,354 |
-
B. As the employees did not meet the vesting conditions of the restricted stocks to employees, the Group redeemed 4,671,769 shares and 371,382 shares and recorded them as reduction of share capital and share capital awaiting retirement for the years ended December 31, 2025 and 2024, respectively.
-
C. The domestic subsidiaries of the Company measured the services provided by the employees by considering the equity instruments that the Company granted to their employees as equity-settled share-based payment transactions and recognized corresponding increase in equity.
-
D. Treasury shares
-
(a) Reason for share reacquisition and movements in the number of the Company’s treasury shares are as follows:
| shares are as follows: | ||
|---|---|---|
| Name of company Reason for holdingthe shares reacquisition Subsidiary-ECOVE Environment Services Corp. To maintain stockholders’ equity Subsidiary-CTCI Investment Corp. 〃 Subsidiary-CTCI Development Corp. 〃 Name of company Reason for holdingthe shares reacquisition Subsidiary-ECOVE Environment Services Corp. To maintain stockholders’ equity Subsidiary-CTCI Investment Corp. 〃 Subsidiary-CTCI Development Corp. 〃 |
December | 31,2025 |
| Numberofshares 1,130 378,944 1,003,558 1,383,632 December |
Carryingamount | |
| 10 $ 3,241 8,584 |
||
| 11,835 $ |
||
| 31,2024 | ||
| Numberofshares 1,028 344,436 912,170 1,257,634 |
Carryingamount | |
| 10 $ 3,241 8,584 |
||
| 11,835 $ |
~78~
- (b) Pursuant to the R.O.C. Securities and Exchange Law, the number of shares bought back as treasury share should not exceed 10% of the number of the Company’s issued and outstanding shares and the amount bought back should not exceed the sum of retained earnings, paid-in capital in excess of par value and realized capital surplus.
(26) Capital surplus
-
A. Pursuant to the R.O.C. Company Law, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Law requires that the amount of capital surplus to be capitalized mentioned above should not exceed 10% of the paid-in capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.
-
B. The details and movements of capital surplus are provided as follows:
| At January 1, 2025 Employee stock options exercised Employee stock options exercised by subsidiary Share-based payment transaction Restricted stocks to employees Conversion of convertible bonds into capital Issuance of convertible bonds by subsidiary Change in equity of associates in proportion to the Group's ownership At December 31, 2025 |
Share premium |
Treasury share transactions |
Changes in ownership interests in subsidiaries |
Employee stock options |
Restricted stocks to employees |
Net change in equity of associates |
Stock options 811,747 $ - - - - 14) ( - - 811,733 $ |
Others Total 9,242 $ 6,516,072 $ - 121,774 - 19,739 - 185) ( - 133,075) ( - 75 - 92 - 67,857 9,242 $ 6,592,349 $ |
Total |
|---|---|---|---|---|---|---|---|---|---|
| 4,502,666 $ 162,167 - - 66 89 - - 4,664,988 $ |
5,043 $ - - - - - - - 5,043 $ |
406,778 $ - 19,739 - - - 92 - 426,609 $ |
554,873 $ 40,393) ( - 185) ( - - - - 514,295 $ |
224,271 $ - - - 133,141) ( - - - 91,130 $ |
1,452 $ - - - - - - 67,857 69,309 $ |
||||
| 6,592,349 $ |
~79~
==> picture [490 x 228] intentionally omitted <==
----- Start of picture text -----
Changes in
Treasury ownership Restricted Net change
Share share interests in Employee stocks to in equity of Stock
premium transactions subsidiaries stock options employees associates options Others Total
At January 1, 2024 $ 4,209,263 $ 5,043 $ 382,127 $ 637,957 $ 220,557 $ 585 $ - $ 9,242 $ 5,464,774
Employee stock options
exercised 293,403 - - ( 83,498) - - - - 209,905
Employee stock options
exercised by subsidiary - - 24,575 - - - - - 24,575
Share-based payment
transaction - - - 414 - - - - 414
Restricted stocks to
employees - - - - 3,714 - - - 3,714
Issuance of convertible
bonds - - - - - - 811,747 - 811,747
Issuance of convertible
bonds by subsidiary - - 76 - - - - - 76
Change in equity of
associates in proportion to
the Group's ownership - - - - - 867 - - 867
At December 31, 2024 $ 4,502,666 $ 5,043 $ 406,778 $ 554,873 $ 224,271 $ 1,452 $ 811,747 $ 9,242 $ 6,516,072
----- End of picture text -----
- C. Refer to Notes 6(22) and (23) for details about the capital surplus - employee stock options and restricted stocks to employees.
(27) Retained earnings
- A. The Company shall, after all taxes and dues have been paid and its losses have been covered and at the time of allocating surplus profits, first set aside 10% of such profits as legal reserve. However, when the legal reserve amounts to the authorized capital, this shall not apply. Furthermore, in accordance with the provisions of laws and regulations and the rules prescribed by the central competent authority, a special reserve shall be set aside. If there is recovery of the balance of special reserve, the recovered amount shall be included in the distribution of the profit for the current year. The allocable profit for the current year, which is the balance after the profit distribution and covering losses aforementioned as the preceding paragraph, together with the undistributed retained earnings accrued from prior years shall be referred to as accumulated distributable earnings, which shall be distributed as dividends to shareholders according to shareholders’ resolutions. The Board of Directors is authorized to distribute all or part of the distributable dividends, bonus, capital surplus and legal reserve in cash through a resolution by half of the two-thirds of the attendees at the Board of Directors’ meeting, which shall then be reported to the shareholders during their meeting.
The Company’s dividend policy takes into consideration the requirements for business expansion and industry growth, future operating needs and stability of financial structure. Thus, the distribution of the accumulated distributable earnings is in accordance with the shareholders’ resolutions. Also, the amount of shareholders’ bonus shall not be less than 50% of accumulated distributable earnings of the Company, and in particular, cash dividends shall not be less than 20% of total dividends distributed.
~80~
-
B. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the balance of the reserve exceeds 25% of the Company’s paid-in capital.
-
C. Special reserve
-
(a) In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.
-
(b) The amounts previously set aside by the Company as special reserve on initial application of IFRSs in accordance with Jin-Guan-Zheng-Fa-Zi Letter No. 1010012865, dated April 6, 2012, shall be reversed proportionately when the relevant assets are used, disposed of or reclassified subsequently. Such amounts are reversed upon disposal or reclassified if the assets are investment property of land, and reversed over the use period if the assets are investment property other than land.
-
D. Details of the appropriations of 2024 and 2023 earnings as resolved by the shareholders during their meeting on May 28, 2025 and May 27, 2024, respectively are as follows:
| Dividends per share Amount (in NTdollars) Set aside as legal reserve 211,898 $ (Reversal of) set aside as special reserve 79,861) ( Distribution of stock dividends from earnings 812,727 1.00 $ Distribution of cash dividends from earnings 812,727 1.00 1,757,491 $ 2.00 $ 2024 |
2023 | 2023 |
|---|---|---|
| Amount 186,815 $ 229,568 - 1,660,258 2,076,641 $ |
Dividends per share (in NTdollars) |
|
| 2.06 $ |
||
~81~
-
E. Details of the appropriations of 2025 earnings as proposed by the Board of Directors on March
-
9, 2026 are as follows:
| Set aside as legal reserve Set aside as special reserve Distribution of stock dividends from earnings Distribution of cash dividends from earnings |
Dividends per share Amount (in NTdollars) 174,583 $ 563,430 180,082 0.20 $ 720,328 0.80 1,638,423 $ 1.00 $ 2025 |
|---|---|
The appropriation proposal of 2025 earnings has not yet been resolved by the stockholders as of March 9, 2026.
-
F. For the years ended December 31, 2024 and 2023, the total amount of the Company’s share capital outstanding has been changed due to the exercise of employee stock options, the redemption of the restricted stocks not meeting the vesting conditions and the conversion of convertible bonds. In accordance with the resolution of the shareholders, the Chairman was authorized to adjust the dividends payout ratio. The distribution of cash dividends from 2024 and 2023 earnings was adjusted from $1.00 and $2.06 (in NT dollars) per share to $1.00188286 and $2.04862745 (in NT dollars) per share, respectively. The distribution of stock dividends from 2024 earnings was adjusted from $1.00 (in NT dollars) per share to $1.00188285 (in NT dollars) per share.
-
G. For information relating to employees’ compensation (bonuses) and directors’ remuneration, refer to Note 6 (34).
(28) Operating revenue
| Operating revenue | ||
|---|---|---|
| Revenue from contracts with customers | For the years endedDecember31, | |
| 2025 91,848,234 $ |
2024 | |
| 119,924,617 $ |
~82~
A. Disaggregation of revenue from contracts with customers
The Group derives revenue from the transfer of goods and services over time and at a point in time in the following major product lines and geographical regions:
| For the year ended December 31,2025 |
Construction Engineering Revenue 81,354,641 $ 5,935,390 87,290,031 $ - $ 81,354,641 81,354,641 $ Construction Engineering Revenue 110,587,374 $ 9,795,893 120,383,267 $ - $ 110,587,374 110,587,374 $ |
ServiceRevenue 9,982,605 $ 148,888 10,131,493 $ - $ 9,982,605 9,982,605 $ ServiceRevenue 8,811,481 $ 46,527 8,858,008 $ - $ 8,811,481 8,811,481 $ |
Other Operating Revenue 510,988 $ 1,026,107 1,537,095 $ 510,988 $ - 510,988 $ Other Operating Revenue 525,762 $ 842,441 1,368,203 $ 525,762 $ - 525,762 $ |
Total | ||
|---|---|---|---|---|---|---|
| Total segment revenue Inter-segment revenue Revenue from external customer contracts Timing of revenue recognition At a point time Over time For the year ended December 31,2024 |
91,848,234 $ 7,110,385 |
|||||
| 98,958,619 $ |
||||||
| 510,988 $ 91,337,246 |
||||||
| 91,848,234 $ |
||||||
| Total 119,924,617 $ 10,684,861 |
||||||
| Total segment revenue Inter-segment revenue Revenue from external customer contracts Timing of revenue recognition At a point time Over time |
||||||
| 130,609,478 $ |
||||||
| 525,762 $ 119,398,855 |
||||||
| 119,924,617 $ |
- B. For the Hsinta Thermal Power Plant Reconstruction Program of Taiwan Power Company (Taipower), which was jointly undertaken by the Company and General Electric International Inc. (GE), a fire incident occurred on September 9, 2025. From the date that the incident occurred to March 9, 2026, the Company and GE cooperated fully with Taipower and competent authority to investigate the cause of the incident. Before the date the Company and GE provide an analysis report on the cause of the incident, the information of the incident is primarily based on Taipower’s announcements.
~83~
-
C. Contract assets and liabilities
-
(a) The Group has recognized the following revenue-related contract assets and liabilities:
| December 31, 2025 | December 31, 2025 | December 31, 2024 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| Contract assets-construction contract | ||||||
| revenue | $ | 20,293,889 |
$ | 26,595,005 |
||
| Less: Allowance for uncollectible accounts | ( | 9,898) |
- |
|||
| Contract liabilities-construction contract | ||||||
| revenue | ( | 42,349,009) |
( | 30,264,243) |
||
| Contract liabilities-repairs contract revenue | - |
( | 173,260) |
|||
| ($ | 22,065,018) | ($ | 3,842,498) |
- (b) Revenue recognized that was included in the contract liability balance at the beginning of the year.
| Revenue recognized that was included in the contract liability balance at the beginning of the year Construction contracts revenue Repairs contract revenue |
For the years ended December 31, | For the years ended December 31, |
|---|---|---|
| 2025 20,793,222 $ 173,260 20,966,482 $ |
2024 | |
| 23,200,767 $ 322,490 |
||
| 23,523,257 $ |
-
D. For the construction contracts signed by the Group, the transaction prices allocated to the unsatisfied contracts as of December 31, 2025 and 2024 are expected to be recognized as revenue amounting to $450,355,031 and $333,421,114 from 2026 to 2054 and from 2025 to 2054, respectively.
-
E. The contract between the second-tier subsidiary, SINOGAL-Waste Services Co., Ltd., and the Macau Refuse Incineration Plant of the Macao Environmental Protection Bureau ended on November 30, 2024. Additionally, SINOGAL-Waste Services Co., Ltd. signed a short-term service contract with the Macao Environmental Protection Bureau on December 1, 2024, July 8, 2025 and August 12, 2025, and the contract period was up to September 24, 2025. The handover of the plant was completed as scheduled upon contract expiration.
-
F. For refund liabilities recognized by the Group, refer to Note 6 (13)D.
(29) Interest income
| nterest income | |
|---|---|
| Interest income from bank deposits | For the years endedDecember31, |
| 2025 2024 567,088 $ 598,781 $ |
~84~
(30) Other income
| For the years ended | For the years ended | December31, | ||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Rental revenue | $ | 9,883 |
$ | 11,036 |
| Dividend income | 48,926 |
15,818 | ||
| Government grants revenue | 13,845 |
14,257 | ||
| Other income - others | 67,429 | 106,780 | ||
| $ | 140,083 | $ | 147,891 |
(31) Other gains and losses
| Other gains and losses | ||||||
|---|---|---|---|---|---|---|
| For the years ended | December 31, | |||||
| 2025 | 2024 | |||||
| (Loss) gain on disposal of property, plant and | ||||||
| equipment | ($ | 4,732) |
$ | 2,267 |
||
| Gain from lease modification | 526 | 4,130 |
||||
| Gain on disposal of investments | 1,656 | - | ||||
| Foreign exchange (loss) gain | ( | 157,852) |
77,739 | |||
| Gain (loss) on financial assets at fair value | ||||||
| through profit or loss | 298,880 | ( | 13,531) |
|||
| Depreciation charge on investment property | ( | 1,055) |
( | 1,055) |
||
| Depreciation charge on right-of-use assets | ( | 8,027) |
( | 8,023) |
||
| Other losses | ( | 7,593) |
( | 3,984) |
||
| $ | 121,803 |
$ | 57,543 |
(32) Finance costs
| Finance costs | ||
|---|---|---|
| Interest expense Interest on loan Interest on corporate bonds Interest on lease liability Less: Capitalized interest payments ( |
For the years endedDecember31, | |
| 2025 936,349 $ 267,941 18,641 3,182) ( 1,219,749 $ |
2024 | |
| 984,620 $ 189,844 20,022 2,006) |
||
| 1,192,480 $ |
~85~
(33) Expenses by nature
| Subcontract costs Materials Employee benefit expense Incinerator equipment costs on buried equipment Depreciation Amortization Others |
2025 2024 35,532,196 $ 58,745,501 $ 26,324,201 32,864,808 10,917,861 11,579,367 1,012,568 922,335 1,037,730 1,063,405 221,883 228,016 12,751,212 10,190,676 87,797,651 $ 115,594,108 $ For the years endedDecember31, |
|---|---|
(34) Employee benefit expense
| For the years ended | For the years ended | December31, | ||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Salaries and wages | 9,224,341 $ |
$ | 9,915,712 |
|
| Employee stock options | ( | 185) |
687 | |
| Restricted stocks to employees | ( | 6,486) |
( | 58,131) |
| Labor and health insurance fees | 574,940 | 564,237 | ||
| Pension costs | 472,445 | 508,998 | ||
| Other personnel expenses | 652,806 |
647,864 | ||
| 10,917,861 $ |
$ | 11,579,367 |
-
A. When the Company generates net profit in the annual accounts, the Company may, after reserving a sufficient amount of the income before tax to cover the accumulated losses, with the resolution of the Board of Directors, distribute no more than 1.5% of the income before tax to pay to directors as remuneration and distribute 1.5% to 5% of the income before tax to pay to the employees as compensation, of which at least 0.5% shall be distributed for rank-and-file employees. The employees’ compensation could be in the form of stock or cash and could be distributed to the employees of subsidiaries of the Company under certain conditions. A report of the distribution of employees’ compensation, compensation for rank-and-file employees and directors’ remuneration shall be submitted to the stockholders during their meeting.
-
B. For the years ended December 31, 2025 and 2024, employees’ compensation was accrued at $50,741 and $58,272, respectively; directors’ remuneration was accrued at $13,730 and $18,000, respectively. The aforementioned amounts were recognized in salary expenses and other expenses.
The employees’ compensation and directors’ remuneration were estimated and accrued based on an amount of 1.5% to 5% and not higher than 1.5% of distributable profit of current year for the years ended December 31, 2025, respectively.
~86~
Employees’ compensation and directors’ remuneration for 2024 as resolved at the meeting of Board of Directors were in agreement with those amounts recognized in the 2024 financial statements.
Information about employees’ compensation and directors’ remuneration of the Company as resolved at the meeting of Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
(35) Income tax
- A. Income tax expense
Components of income tax expense:
| ome tax Income tax expense Components of income tax expense: |
||||||
|---|---|---|---|---|---|---|
| For the years ended | December31, | |||||
| 2025 | 2024 | |||||
| Current tax: | ||||||
| Current tax on profits for the year | $ | 1,868,889 |
$ | 1,521,004 |
||
| Tax on undistributed surplus earnings | 1,544 | 770 |
||||
| Prior year income tax under (over) estimation | 71,762 | ( | 66,639) |
|||
| Total current tax | 1,942,195 | 1,455,135 | ||||
| Deferred tax: | ||||||
| Origination and reversal of temporary | ||||||
| differences | ( | 616,768) |
( | 10,334) |
||
| Effect of foreign exchange | 250 | ( | 77) |
|||
| Total deferred tax | ( | 616,518) |
( | 10,411) |
||
| Income tax expense | $ | 1,325,677 | $ | 1,444,724 |
B. Reconciliation between income tax expense and accounting profit
| For the years ended | For the years ended | December31, | |||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Income tax calculated by applying statutory | |||||
| rate to the profit before tax | $ | 1,667,331 |
$ | 2,036,163 |
|
| Tax exempt income by tax regulation | ( | 383,254) |
( | 533,665) |
|
| Prior year income tax under (over) estimation | 71,762 | ( | 66,639) |
||
| Effect from investment tax credits | ( | 6,951) |
( | 6,939) |
|
| Effect from appropriations of earnings from | |||||
| foreign subsidiary | ( | 1,337) |
4,227 | ||
| Change in assessment of realization of | |||||
| deferred tax assets | ( | 165,203) |
( | 89,704) |
|
| Use of taxable losses that have not been | |||||
| recognized as deferred tax assets in the past | ( | 32,209) |
( | 62,661) |
|
| Effect from controlled foreign company rules | 69,444 | 203,700 | |||
| Pillar Two income taxes | 104,550 | - | |||
| Tax on undistributed surplus earnings | 1,544 | 770 | |||
| Capital reduction to offset against | |||||
| accumulated deficits | - | ( | 40,528) |
||
| Income tax expense | $ | 1,325,677 | $ | 1,444,724 |
~87~
- C. Amounts of deferred tax assets or liabilities as a result of temporary differences, tax losses and investment tax credits are as follows:
| investment tax credits are as follows: | ||||||
|---|---|---|---|---|---|---|
| Deferred income tax assets: -Temporary differences: Unrealized loss on financial instruments Unrealized exchange loss Unrealized loss on foreign investments Unrealized loss on unfinished construction Unrealized warranty costs Unrealized losses on doubtful debts Unrealized compensated absences Unrealized maintenance costs Unrealized loss on market value decline and obsolete and slow-moving inventories Unrealized golf card annual fee Unrealized gain on sales of fixed assets Unrealized pension Tax losses Others Subtotal -Deferred tax liabilities: Unrealized exchange gain Unrealized gain on foreign investments Unrealized pension Unrealized concessions arrangements gain Investment property Unrealized gain on financial instruments Others Subtotal Total |
2025 | |||||
| At January1 | Recognized in profit or loss |
Recognized in other comprehensive income |
At December 31 | |||
| 368,402 $ 361 1,036,613 133,104 35,007 20,200 31,751 28,461 204 1,080 884 62,565 127,886 87,912 1,934,430 18,817) ($ 59,094) ( 9,888) ( 140,396) ( 9,655) ( 4,173) ( 2,711) ( 244,734) ( 1,689,696 $ |
1,282) ($ 505 630,035 161,946 10,424 8,407 1,231 652 6 - 110) ( 4,768) ( 4,459 81,394 892,899 7,866 $ 197,026) ( 620) ( 61,394) ( 343 4,145 29,695) ( 276,381) ( 616,518 $ |
- $ - - - - - - - - - - 14,084) ( - - 14,084) ( - $ - 3,777) ( - - - - 3,777) ( 17,861) ($ |
367,120 $ 866 1,666,648 295,050 45,431 28,607 32,982 29,113 210 1,080 774 43,713 132,345 169,306 2,813,245 10,951) ($ 256,120) ( 14,285) ( 201,790) ( 9,312) ( 28) ( 32,406) ( 524,892) ( 2,288,353 $ |
~88~
2024
| Recognized in | Recognized in | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| other | ||||||||||
| Recognized in | comprehensive | |||||||||
| At | January1 | profit | or loss | income | At | December 31 | ||||
| Deferred income tax assets: | ||||||||||
| -Temporary differences: | ||||||||||
| Unrealized loss on financial instruments | $ | 366,422 |
$ | 1,980 |
$ | - |
$ | 368,402 |
||
| Unrealized exchange loss | 1,028 | ( | 667) |
- | 361 | |||||
| Unrealized loss on foreign investments | 1,130,532 | ( | 93,919) |
- | 1,036,613 | |||||
| Unrealized loss on unfinished construction | 66,807 | 66,297 |
- | 133,104 | ||||||
| Unrealized warranty costs | 13,750 | 21,257 |
- | 35,007 | ||||||
| Unrealized losses on doubtful debts | 20,200 | - |
- | 20,200 | ||||||
| Unrealized compensated absences | 29,830 | 1,921 |
- | 31,751 | ||||||
| Unrealized maintenance costs | 26,493 | 1,968 |
- | 28,461 | ||||||
| Unrealized loss on market value decline and obsolete and slow-moving inventories |
197 | 7 |
- | 204 | ||||||
| Unrealized golf card annual fee | 1,080 | - | - | 1,080 | ||||||
| Unrealized gain on sales of fixed assets | 966 | ( | 82) |
- | 884 | |||||
| Unrealized pension | 115,578 | ( | 18,647) |
( | 34,366) |
62,565 | ||||
| Tax losses | 122,512 | 5,374 | - | 127,886 | ||||||
| Others | 57,023 | 30,889 | - | 87,912 | ||||||
| Subtotal | 1,952,418 | 16,378 | ( | 34,366) |
1,934,430 | |||||
| -Deferred tax liabilities: | ||||||||||
| Unrealized exchange gain | ($ | 8,247) |
($ | 10,570) |
$ | - |
($ | 18,817) |
||
| Unrealized gain on foreign investments | ( | 49,060) |
( | 10,034) |
- | ( | 59,094) |
|||
| Unrealized pension | ( | 6,312) |
( | 339) |
( | 3,237) |
( | 9,888) |
||
| Unrealized concessions arrangements gain | ( | 141,604) |
1,208 | - | ( | 140,396) |
||||
| Investment property | ( | 10,015) |
360 | - | ( | 9,655) |
||||
| Unrealized gain on financial instruments | ( | 6,010) |
1,837 | - | ( | 4,173) |
||||
| Others | ( | 14,282) |
11,571 | - | ( | 2,711) |
||||
| Subtotal | ( | 235,530) |
( | 5,967) |
( | 3,237) |
( | 244,734) |
||
| Total | $ | 1,716,888 | $ | 10,411 | ($ | 37,603) | $ | 1,689,696 |
~89~
- D. Expiration dates of unused tax losses and amounts of unrecognized deferred tax assets are as follows:
==> picture [463 x 47] intentionally omitted <==
----- Start of picture text -----
December 31, 2025
Amount filed/ Unrecognized
Year incurred assessed Unused amount deferred tax assets Expiry year
----- End of picture text -----
| 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 |
3,110 $ 692,003 388,705 344,687 198,080 8,170 14,628 16,050 44,649 2,036,393 3,746,475 $ |
3,110 $ 7,208 9,972 164,676 198,080 8,170 14,628 16,050 44,649 2,036,393 2,502,936 $ |
- $ 2026 - 2027 - 2028 3,631 2029 198,080 2030 - 2031 - 2032 - 2033 - 2033 2,015,719 2034 2,217,430 $ |
|---|---|---|---|
==> picture [463 x 202] intentionally omitted <==
----- Start of picture text -----
December 31, 2024
Amount filed/ Unrecognized
Year incurred assessed Unused amount deferred tax assets Expiry year
2016 $ 3,110 $ 3,110 $ - 2026
2017 692,003 7,208 - 2027
2018 388,705 9,972 - 2028
2019 344,687 325,721 325,721 2029
2020 198,080 198,080 198,080 2030
2021 8,170 8,170 - 2031
2022 14,628 14,628 - 2032
2023 16,050 16,050 - 2033
2024 44,649 44,649 - 2033
$ 1,710,082 $ 627,588 $ 523,801
----- End of picture text -----
- E. The amounts of deductible temporary differences that were not recognized as deferred tax assets are as follows:
Deductible temporary differences
| December31,2025 2,217,430 $ |
December31,2024 |
|---|---|
| 523,801 $ |
- F. Assessment of income tax
The Company’s income tax returns through 2020 have been assessed and approved by the Tax Authority.
- G. The Group has applied the exception to recognizing and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes.
~90~
-
H. The Group’s exposure to Pillar Two income taxes arising from the Pillar Two legislation is as follows:
-
(a) The subsidiary, PT CTCI International Indonesia, and the branch, CTCI Corporation Qatar Branch, were incorporated in Indonesia and Qatar, respectively. The legislation for the countries mentioned above came into effect on January 1, 2025.
-
(b) PT CTCI International Indonesia and CTCI Corporation Qatar Branch were incorporated in Indonesia and Qatar, respectively. The average effective tax rate was both lower than 15%. In response to the aforementioned exposure to Pillar Two income taxes, the current tax expense related to Pillar Two income taxes that the Group recognized for the years ended December 31, 2025 and 2024 were $104,550 and $0, respectively.
(36) Earnings per share
| Basic earnings per share Profit attributable to ordinary shareholders of the parent Diluted earnings per share Assumed conversion of all dilutive potential ordinary shares Employee stock options Restricted stocks to employees Employees’ compensation Convertible bonds Profit attributable to ordinary shareholders of the parent plus assumed conversion of all dilutive potential ordinary shares |
Amount after tax Weighted-average number of ordinary shares outstanding (shares in thousands) Earnings per share (in NT dollars) 1,691,361 $ 886,852 1.91 $ - 449 - 3,546 - 1,697 72,026 131,867 1,763,387 $ 1,024,411 1.72 $ For the yearendedDecember 31,2025 |
Amount after tax Weighted-average number of ordinary shares outstanding (shares in thousands) Earnings per share (in NT dollars) 1,691,361 $ 886,852 1.91 $ - 449 - 3,546 - 1,697 72,026 131,867 1,763,387 $ 1,024,411 1.72 $ For the yearendedDecember 31,2025 |
Amount after tax Weighted-average number of ordinary shares outstanding (shares in thousands) Earnings per share (in NT dollars) 1,691,361 $ 886,852 1.91 $ - 449 - 3,546 - 1,697 72,026 131,867 1,763,387 $ 1,024,411 1.72 $ For the yearendedDecember 31,2025 |
|
|---|---|---|---|---|
| 1,691,361 $ - - - 72,026 1,763,387 $ |
1.91 $ 1.72 $ |
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==> picture [481 x 269] intentionally omitted <==
----- Start of picture text -----
For the year ended December 31, 2024
Weighted-average
number of ordinary
Amount shares outstanding Earnings per share
after tax (shares in thousands) (in NT dollars)
Basic earnings per share
Profit attributable to ordinary
shareholders of the parent $ 1,942,383 880,801 $ 2.21
Diluted earnings per share
Assumed conversion of all
dilutive potential ordinary shares
-
Employee stock options 2,983
-
Restricted stocks to employees 8,218
-
Employees’ compensation 1,558
Convertible bonds 43,568 115,830
Profit attributable to ordinary
shareholders of the parent plus
assumed conversion of all
dilutive potential ordinary shares $ 1,985,951 1,009,390 $ 1.97
----- End of picture text -----
Note: The abovementioned weighted average number of ordinary shares outstanding was retrospectively adjusted proportionately to the capitalized amount of earnings on August 23, 2025, and accordingly, the basic earnings per share and diluted earnings per share were calculated on December 31, 2024.
(37) Supplemental cash flow information
Investing activities with partial cash payments
| Supplemental cash flow information Investing activities with partial cash payments |
|||||||
|---|---|---|---|---|---|---|---|
| For the years ended | December 31, | ||||||
| 2025 | 2024 | ||||||
| Purchase of property, plant and equipment | |||||||
| (including transfers) | $ | 292,466 |
$ | 323,239 |
|||
| Add: Opening balance of payable on | |||||||
| equipment | 19,641 | 23,751 | |||||
| Ending balance of prepayment for | |||||||
| business facilities | 334,808 | 258,183 |
|||||
| Less: Ending balance of payable on | |||||||
| equipment | ( | 9,494) |
( | 19,641) |
|||
| Opening balance of prepayment for | |||||||
| business facilities | ( | 258,183) |
( | 85,094) |
|||
| Less:Provision for dismantlement costs | ( | 7,949) |
( | 5,845) |
|||
| Cash paid during the year | $ | 371,289 | $ | 494,593 |
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| For the years ended | For the years ended | For the years ended | December31, | |||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Increase in intangible assets | $ | 2,032,746 |
$ | 345,784 |
||
| Less: Construction revenue from | ||||||
| service concession arrangements | ( | 1,870,311) |
( | 202,145) |
||
| Less:Capitalisation of interest | ( | 2,523) |
( | 1,307) |
||
| Cash paid during the year | $ | 159,912 | $ | 142,332 |
(38) Changes in liabilities from financing activities
The Group’s liabilities from financing activities for the years ended December 31, 2025 and 2024 included short-term borrowings, short-term notes and bills payable, corporate bonds payable, longterm borrowings, and lease liabilities, changes in cash flow from financing, etc. The summary amount is as follows. For the rest of the information, refer to the cash flow statement.
==> picture [476 x 159] intentionally omitted <==
----- Start of picture text -----
2025
Liabilities from
Short-term Lease Long-term financing
borrowings liabilities Bonds payable borrowings activities-gross
At January 1 $ 11,640,423 $ 746,727 $ 12,372,584 $ 13,832,449 $ 38,592,183
Changes in cash
flow from
financing
activities ( 7,435,223) ( 375,815) 1,991,602 6,863,921 1,044,485
Changes in other
non-cash items - 341,781 120,072 - 461,853
At December 31 $ 4,205,200 $ 712,693 $ 14,484,258 $ 20,696,370 $ 40,098,521
----- End of picture text -----
| Short-term Short-term notes and bills Lease Bonds borrowings payable liabilities payable At January 1 12,145,791 $ 19,983 $ 905,758 $ 12,867,988 $ Changes in cash flow from financing activities ( 505,368) ( 19,983) ( 348,205) 283,362 Changes in other non-cash items - - 189,174 ( 778,766) At December 31 11,640,423 $ - $ 746,727 $ 12,372,584 $ 2024 |
2024 | Liabilities from financing activities-gross 28,684,999 $ 10,496,776 589,592) ( 38,592,183 $ |
||
|---|---|---|---|---|
| Long-term borrowings 2,745,479 $ 11,086,970 - 13,832,449 $ |
7. RELATED PARTY TRANSACTIONS
(1) Names of related parties and relationship
Names of related parties Relationship with the Group Blue Whale Water Technology Corp. Associate EVER ECOVE Corp. Associate
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----- Start of picture text -----
Names of related parties Relationship with the Group
----- End of picture text -----
| Names of related parties | Relationship withthe Group |
|---|---|
| HDEC-CTCI (Linhai) Corp. | Associate |
| Bao Ding Reclaimed Water Co., Ltd. | Associate |
| Pan Asia Corp. | Associate |
| HDEC Corp. | Other related party |
| CTCI Foundation | Other related party |
| CTCI Education Foundation | Other related party |
| MIE Industrial Sdn. Bhd. | It was one of the Group’s other related parties, |
| however, it was no longer a related party of | |
| the Group since May 2024. | |
| PT Gudang Gajah Lestari | Other related party |
| Ho-Ping Power Company | It was one of the Group’s other related parties, |
| however, it was no longer a related party of | |
| the Group since August 2025. | |
| Taiwan Cement Corp. Hoping Branch | It was one of the Group’s other related parties, |
| however, it was no longer a related party of | |
| the Group since August 2025. | |
| It was one of the Group’s other related parties, | |
| Molie Quantum Energy Corporation | however, it was no longer a related party of |
| the Group since August 2025. | |
| It was one of the Group’s other related parties, | |
| Taiwan Cement Corp. | however, it was no longer a related party of |
| the Group since August 2025. | |
| Kaohsiung Cement Products Plant Taiwan Cement Corporation |
It was one of the Group’s other related parties, however, it was no longer a related party of the Group since August 2025. |
| Taiwan Cement Company’s Taipei Cement Product Plant Taoyuan Branch |
It was one of the Group’s other related parties, however, it was no longer a related party of the Group since August 2025. |
| Central Valley Renewable Fules, LLC | It has been one of the Group's other related parties since August 2025. |
(2) Significant transactions and balances with related parties
A. Construction revenue
| Associates Other related parties |
For the years endedDecember31, | For the years endedDecember31, |
|---|---|---|
| 2025 302,978 $ 556,510 859,488 $ |
2024 | |
| 343,364 $ 1,200,448 |
||
| 1,543,812 $ |
~94~
The price on the construction contracts entered into with related parties are set through negotiation by both parties. The collection terms were approximately the same as those with third parties.
B. Contract assets and liabilities
| Contract assets: Associates Other related parties Contract liabilities: Associates Other related parties |
December31,2025 22,035 $ 132,925 154,960 $ 66,951 $ 16,332 83,283 $ |
December31,2024 102,280 $ 122,080 |
|---|---|---|
| 224,360 $ 33,898 $ 382,870 |
||
| 416,768 $ |
- C. Cost of construction
| Cost of construction: Associates Other related parties |
For the years endedDecember31, | For the years endedDecember31, |
|---|---|---|
| 2025 6,301 $ 427,098 433,399 $ |
2024 | |
| 21,182 $ 451,041 |
||
| 472,223 $ |
The price on the construction subcontracts entered into with related parties are set through negotiation by both parties.
- D. Accounts receivable
| Accounts receivable Associates Other related parties Less: Allowance for losses ( |
December31,2025 240,846 $ 387,422 335) 627,933 $ |
December31,2024 |
|---|---|---|
| 304,299 $ 108,497 - |
||
| 412,796 $ |
-
(a) As of December 31, 2025, December 31, 2024, and January 1, 2024, the balances of the Group’s accounts receivable from related parties arising from customer contracts amounted to $627,933, $412,796, and $573,158, respectively.
-
(b) As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s accounts receivable from related parties was their carrying amounts.
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E. Other non-current assets
| E. | Other non-current assets | |||
|---|---|---|---|---|
| December31,2025 | December | 31,2024 | ||
| Long-term accounts receivable: | ||||
| Central Valley Renewable Fules,LLC | 18,555,045 $ |
$ | - | |
| F | Other receivables | |||
| December31,2025 | December | 31,2024 | ||
| Other related parties | 1,133 $ |
$ | 137 |
|
| G. | Loans to related parties (shown as other receivables due from related parties) | |||
| Other related parties | 14,646 $ |
$ | 14,555 |
- G. Loans to related parties (shown as other receivables due from related parties) Other related parties $ 14,646 $
Loans to related parties are repayable within one year after loans were granted, and the interest was collected at 6% per annum for the years ended December 31, 2025 and 2024.
- H. Payables for related parties
Accounts payable:Other related parties Other payables: Other related parties |
December31,2025 131,500 $ 20,371 151,871 $ |
December31,2024 |
|---|---|---|
| 77,971 $ 1,756 |
||
| 79,727 $ |
-
I. Leasing arrangements - lessee
-
(a) The Group leases buildings from other related parties. Rental contracts are made for periods from 2010 to 2029, and payments are made semiannually.
-
(b) Lease liability
- i. Outstanding balance:
| ii. Interest expense: Other related parties Other related parties |
December31,2025 December31,2024 33,094 $ 41,227 $ For the years endedDecember31, |
December31,2024 |
|---|---|---|
| 41,227 $ |
||
| 2025 238 $ |
2024 | |
| 294 $ |
~96~
J. Other current liabilities and non-current liabilities
| Refer to Note 6(13)D. Provision for endorsements and guarantees Current refund liabilities: Central Valley Renewable Fules, LLC Non-current refund liabilities: Central Valley Renewable Fules, LLC Associates |
December31,2025 51,128 $ 388,575 $ December31,2025 4,505,355 $ |
December31,2024 - $ |
|---|---|---|
| - $ December31,2024 |
||
| $ | 4,873,355 $ |
-
K. Provision for endorsements and guarantees
-
L. The Group donated $15,000 and $15,000 to the CTCI Education Foundation in May 2025 and March 2024, respectively, for personnel training and enterprise social responsibility.
(3) Key management compensation
| For the years ended | For the years ended | December31, | |||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Salaries and other short-term employee benefits | $ | 236,540 |
$ | 263,970 |
|
| Post-employment benefits | 6,226 | 2,310 | |||
| Other long-term benefits | 2,600 | 3,024 |
|||
| Share-based payments | ( | 377) |
( | 1,458) |
|
| $ | 244,989 | $ | 267,846 |
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8. PLEDGED ASSETS
==> picture [507 x 31] intentionally omitted <==
----- Start of picture text -----
Book value
Pledged assets December 31, 2025 December 31, 2024 Purpose
----- End of picture text -----
| Financial assets at amortized cost - non-current Pledged demand deposits Pledged time deposits Other non-current assets Refundable deposits Property, plant and equipment Long-term receivables Long-term receivables due in one year Investment property Intangible assets Licences |
9,960 $ 87,859 811,648 7,149,537 3,787,643 217,271 856,000 207,093 13,127,011 $ |
11,492 $ Guarantee for litigation deposits, construction contracts and bid 260,027 Guarantee for oil expense, litigation deposits, construction contracts and bid 202,762 Guarantee for oil expense, rent, golf certificates, tender bonds, dormitory deposit, and wages 7,256,441 Guarantee for long-term and short-term borrowings 3,079,955 Guarantee for long-term borrowings 372,866 Guarantee for long-term borrowings 860,664 Guarantee for long-term and short-term borrowings 120,010 Guarantee for long-term borrowings 12,164,217 $ |
|---|---|---|
- SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS
In addition to those items which have been disclosed in Note 6(28), the significant contingent liabilities and unrecognized contract commitments of the Group as of December 31, 2025 were as follows:
-
(1) Guarantee
-
A. The Group had outstanding notes payable for security deposits under various construction projects amounting to $4,769,771.
-
B. The Group had letters of guarantee for warranty and security deposits under various construction projects amounting to $105,693,923.
-
C. The Group had outstanding notes payable for bank financing amounting to $228,882,562.
-
(2) The Group had unused and outstanding letters of credit of $9,122.
-
(3) The Group had outstanding commitments for construction subcontracts, net of billings that had been paid and accrued in the future of $74,844,153.
-
(4) The subsidiaries had entered into contracts for acquisition of materials amounting to $4,686,046.
-
(5) The subsidiaries had outstanding commitments for service contracts amounting to $100,238.
~98~
(6) The subsidiary, CTCI Smart Engineering Corp., has entered into an electrical and mechanical contract with RPTI International Ltd. (RPTI) on behalf of the joint venture by RSEA Engineering Corp. and CTCI Smart Engineering Corp. for partial permanent work of electrical and mechanical engineering. However, as RPTI International Ltd. was behind schedule, it agreed that CTCI Smart Engineering Corp. hire others to carry out the pending construction. In addition, because RPTI was unable to perform the air conditioning construction as stated in the contract, CTCI Smart Engineering Corp. revoked the air conditioning construction, and re-contract out to Jehng Long Engineering Corp. The aforementioned construction expenses for hiring others and for working on the terminated construction and losses were expected to be paid using RPTI ’ s estimated assessment amount and retention payment. However, RPTI filed a lawsuit with the Taiwan Taipei District Court, alleging improper deduction by CTCI Smart Engineering Corp. and requesting construction payment of $72,024 along with an interest at 5% per annum from November 28, 2007 until the date of repayment. The case was still in trial and CTCI Smart Engineering Corp. filed a counter-claim on August 8, 2008, alleging RPTI's estimated assessment amount and retention amount were insufficient to cover all payables, and requesting payment of $94,569. The amount of $22,947 of the requested payment of $94,569 shall be paid along with an interest at 5% per annum from July 16, 2008 until the date of repayment, while the remaining request amount shall be paid along with an interest at 5% per annum from the date when RPTI receives the transcription of counter-complaint until the date of repayment. RPTI expanded its claim to request a payment of $111,079 along with an interest. On April 27, 2015, Taiwan Taipei District Court rendered a judgement (Year 2008, Zian-Zi No. 21, Civil case) that CTCI Smart Engineering Corp. needs to pay RPTI an amount of $84,305 which comprises of $72,574 along with an interest at 5% per annum from November 28, 2007 and of the remaining $11,731 along with an interest at 5% per annum from December 15, 2010 until the date of repayment. RPTI ’ s remaining appeal and CTCI Smart Engineering Corp. ’ s counter-claim were refuted. CTCI Smart Engineering Corp. disagreed with the verdict and filed an appeal with the Taiwan High Court in the prescribed time, asking for rejection to RPTI ’ s claim and judgment of the counter-claim. The counter-claim is requesting RPTI to pay an amount of $75,166 which comprises of $22,947 along with an interest at 5% per annum from July 16, 2008 and of remaining $52,218 along with an interest at 5% per annum from August 9, 2008 until the date of repayment. RPTI filed an incidental appeal requesting CTCI Smart Engineering Corp. to pay another amount of $7,092 along with an interest at 5% per annum from November 28, 2007 until the date of repayment. Taiwan High Court rendered the judgement on August 30, 2017. Refuted the verdict above and commanded that RPTI needs to pay CTCI Smart Engineering Corp. $57,899 along with an interest at 5% per annum from August 9, 2008 until the date of repayment. RPTI appealed to the Supreme Court during the legal period because they disagreed with the judgement. The Supreme Court rendered the judgement that the verdict Taiwan High Court rendered was void and reverted the case back to the Taiwan High Court for a retrial. During the retrial, the judge gave explicit instructions that CTCI Smart Engineering Corp. should obey the tenor sent by the Supreme Court and amend the statement of payment request to the
~99~
statement of creditor's rights confirmation request, the statement declares that RPTIC needs to pay CTCI Smart Engineering Corp. an amount of $57,899 which comprises of $22,947 along with an interest at 5% per annum from July 16, 2008 and of remaining $34,952 along with an interest at 5% per annum from August 9, 2008 until the date of repayment and they would be included in the Group's claim in bankruptcy. On March 10, 2020, the Taiwan High Court refuted the verdict by voiding it (except for the confirmed part) again and the rendered the judgement whereby RPTI is required to pay CTCI Smart Engineering Corp. an amount of $48,144 along with an interest at 5% per annum from August 9, 2008 until the date of repayment. RPTI appealed to the Supreme Court during the legal period because they disagreed with the judgement while CTCI Smart Engineering Corp. did not. On April 11, 2021, the Supreme Court refuted the verdict by voiding the aforementioned judgement from the Taiwan High Court in the first retrial again according to the Year 2021, Tai-Shang- Zi No. 136, Civil judgement and reverted the case back to the Taiwan High Court for another retrial. On July 5, 2022, the Taiwan High Court rendered a judgement for the dismissal of the appeal of CTCI Smart Engineering Corp. (that is, maintaining the judgement in the first retrial). CTCI Smart Engineering Corp. disagreed and filed an appeal with the Supreme Court within the prescribed time. The Supreme Court refuted the verdict by voiding the aforementioned judgement from the Taiwan High Court in the second retrial again according to the Year 2022, Tai-Shang-Zi No. 2547, Civil judgement. The case reached a settlement through the mediation on August 25, 2025. The related loss amounting to $38,000 had been accrued in 2007. As of December 31, 2025, the amount has been fully paid.
(7) On March 31, 2014, the Company entered into the building construction undertaking agreement with Oriental Petrochemical (Taiwan) Co., Ltd. and Dayu Mechanical Engineering Co., Ltd. (referred herein as the Dayu Corporation) for the prefabricated installation construction of the above ground piping in 19 districts of Oriental Petrochemical (Taiwan) Co., Ltd. Guanyin Second Field PTA LINE 3 plant project construction which was undertaken by Oriental Petrochemical (Taiwan) Co., Ltd.. The ompany generally accepted all rights and obligations of Oriental Petrochemical (Taiwan) Co., Ltd. which were arouse from this agreement. Due to the adjustment in the details of the work, the Company entered into a contract change letter with Dayu Mechanical Engineering Co., Ltd. On November 18, 2014 to extend the construction period to December 31, 2015. Subsequently, due to the insufficient number of workers from Dayu Mechanical Engineering Co., Ltd. repeatedly, the Company sent a legal attest letter to Dayu Mechanical Engineering Co., Ltd. on May 9, 2016 to terminate this contract. On May 20, 2020, Dayu Mechanical Engineering Co., Ltd. filed a complaint against the Company, claiming that it suffered the damage caused by the Company ’ s delay in starting the construction for 5 months and failure in fulfilling contractual obligations such as not completing the infrastructure on schedule, and requested for payments of $117,177 which were the total of retentions, unpaid construction payment, safety and health management fee, profit management fee and night entry assess fee paid on behalf the Company. However, the Company claimed that Dayu Mechanical Engineering Co., Ltd. ’ s claims had expired by prescription and if the court considers the claims had not expired then the Company will claim to offset the claims with
~100~
’ its loss on recontracting amounting to $75,007 and Dayu Mechanical Engineering Co., Ltd. s overdue default penalty amounting to $22,520. On December 27, 2023, the Taiwan Taipei District Court rendered a judgement with Year 2019, Zian-Zi No. 314 for the dismissal of the appeal of Dayu Corporation. Consequently, Dayu Corporation filed an appeal on January 30, 2024 regarding the three aspects, including the delay in starting the construction, damage for failure in fulfilling contractual obligations and retentions, requested the payment of $37,183. However, both parties had reached a settlement through the mediation at the Taiwan High Court in April 2025, thereby ending the case. The related losses had been recognized in accordance with the agreed settlement amount specified in the mediation record in June 2025. As of December 31, 2025, the amount has been fully paid.
-
(8) The plaintiff, Pao An Fire Equipment Co., Ltd. (hereafter referred to as “Pao An”), which is the subcontractor of the Company, has been engaged by the Company to undertake the “Fire Protection Engineering of Taipower Talin Power Plant’s main plant” and has requested the Court for the issuance of a payment order against the Company. Pao An claimed that that Company has an outstanding final payment and an additional construction payment totaling $82,411 relative to the “Fire Protection Engineering of Taipower Talin Power Plant’s main plant”. The Company questioned the claim by Pao An, and the case was under trial with the Taiwan Taipei District Court. Pao An expanded its claim, whereby a total payment of $96,559 has been requested. The Company claimed that the amount for the additional construction payment was confirmed on the site by engineers from both parties, and shall be a few millions only. Since Pao An still has to pay the penalty for delay and defects, the Company has no obligation to pay Pao An after offsetting. On March 18, 2024, the Taiwan Taipei District Court rendered a judgement with year 2020, Zian-Zi No. 171 for the dismissal of the appeal of Pao An. Consequently, Pao An filed an appeal on April 11, 2024. The case is under trial of the Taiwan High Court.
-
(9) During 2025, the plaintiff, Molie Quantum Energy Corporation (Molie Quantum), filed a lawsuit against the Company and its subsidiary, CTCI Smart Engineering Corporation, claiming that the Company provided project management, design, procurement services and construction management services (disputed project services) for the new construction of Molie Quantum’s Kaohsiung Lithium Battery Plant (disputed plant) and CTCI Smart undertook the dispute plant’s electrical and mechanical system engineering (dispute electrical and mechanical system engineering). However, during a fire incident which occurred at the disputed plant on July 14, 2025, the power and fire protection system in the plant failed. Consequently, Molie Quantum claimed that the Company and CTCI Smart should be jointly liable for the damage caused by the fire incident in accordance with the regulations of the contract and Civil Law. Molie Quantum requested for a minimum compensation amounting to $4,625,775,000 plus interest, and reserved the right for a supplement to the claim amount before the conclusion of oral arguments in the first instance. The Company and CTCI Smart, the defendants, argued that the disputed project services provided by the Company and the disputed electrical and mechanical system engineering undertaken by CTCI Smart were both in compliance with the contracts and relevant regulations, which had passed the required reviews and inspections by the
~101~
competent authorities such as fire department and construction management, and that they had obtained the usage license. In addition, the project and engineering services were inspected and accepted as qualified by Molie Quantum on April 30, 2024, for which a completion certificate was issued and handed over to Molie Quantum on the same day. When the fire incident occurred, the disputed plant had already been handed over to Molie Quantum for its own use and maintenance for over one year and two months, indicating that there were no defects in the defendants’ work. Furthermore, Molie Quantum had publicly admitted that the fire incident was caused by negligence of its employee.
This case is under trial by the Taiwan Taipei District Court. Currently, the Taiwan Taipei District Court has conducted only one preliminary proceeding, making it difficult to assess the possible loss amount.
10. SIGNIFICANT DISASTER LOSS
None.
11. SIGNIFICANT SUBSEQUENT EVENTS
-
(1) Details of the appropriation of earnings as proposed by the Board of Directors on March 9, 2026 are provided in Note 6(27)E.
-
(2) The Board of Directors of the second-tier subsidiary, ECOVE Environment Service Corp., resolved to establish the second-tier subsidiary, ECOVE Keelung Energy Corp. during its meeting on January 23, 2026 and acquired 100% equity interest in the company with the investment amount of $150,000.
-
(3) On January 21, 2026, the second-tier subsidiary, ECOVE Environment Service Corp., completed the land transfer process for the land located at Lun Hai Section No. 60-21, Lukang Township, Changhua County. The asset mortgage was setup as collateral for the bank loan.
-
(4) The Board of Directors of the subsidiary, ECOVE Environment Corp., resolved to issue the second domestic unsecured convertible bonds with an amount not exceeding $2,000,000 during its meeting on March 9, 2026.
12. OTHERS
(1) Capital management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. The Group monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Total borrowings include ‘current and non-current borrowings’ as shown in the consolidated balance sheet. Total capital is calculated as ‘equity’ as shown in the consolidated balance sheet.
~102~
The gearing ratios as of December 31, 2025 and 2024 were as follows:
| Total borrowings Total equity Gearing ratio |
December31,2025 39,385,828 $ 25,516,390 $ 154.36% |
December31,2024 37,845,456 $ 24,668,369 $ 153.42% |
|---|---|---|
(2) Financial risk of financial instruments
A. Financial instruments by category
| Financial assets Financial assets mandatorily measured at fair value through profit or loss Designation of equity instrument Financial assets Cash and cash equivalents Financial assets at amortized cost Notes receivable Accounts receivable Accounts receivable due from related parties Other receivables Other receivables due from related parties Refundable deposits Lease payments receivable - non-current Long-term receivables Financial liabilities Financial liabilities held for trading Financial liabilities at amortized cost Short-term borrowings Notes payable Accounts payable Accounts payable due to related parties Other payables Other payables due to related parties Corporate bonds payable (including current portion) Long-term borrowings (including current portion) Deposits received Lease liability |
December 31,2025 7,255,251 $ 820,115 $ 36,187,354 $ 1,114,365 71,548 15,243,318 627,933 255,122 15,779 811,648 2,218,443 22,539,868 79,085,378 $ 158,706 $ 4,205,200 $ 1,391 21,167,423 131,500 4,677,589 20,371 14,484,258 20,696,370 923,053 66,307,155 $ 712,693 $ |
December 31,2024 | |
|---|---|---|---|
| 5,579,895 $ |
|||
| 759,678 $ |
|||
| 21,116,610 $ 9,641,458 1,633 6,280,615 412,796 262,477 14,692 202,762 2,316,542 23,068,188 |
|||
| 63,317,773 $ |
|||
| 234,040 $ |
|||
| 11,640,423 $ 11,579 23,478,280 77,971 3,716,684 1,756 12,372,584 13,832,449 886,343 |
|||
| 66,018,069 $ |
|||
| 746,727 $ |
~103~
-
B. Risk management policies
-
(a) The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk.
-
(b) Risk management is carried out by a central treasury department (Group treasury) under policies approved by the Board of Directors. Group treasury identifies, evaluates and hedges financial risks in close cooperation with the Group’s operating units. The Board provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.
-
C. Significant financial risks and degrees of financial risks
-
(a) Market risk
Foreign exchange risk
-
i. The Group operates internationally and is exposed to exchange rate risk arising from the transactions of the Company and its subsidiaries used in various functional currency, primarily with respect to the USD and EUR. Exchange rate risk arises from future commercial transactions and recognized assets and liabilities.
-
ii. Management has set up a policy to require group companies to manage their foreign exchange risk against their functional currency. The companies are required to hedge their entire foreign exchange risk exposure with the Group treasury.
-
iii. The Group’s businesses involve some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: NTD; other certain subsidiaries’ functional currency: USD and RMB). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
| Foreign Currency Amount (In thousands) ExchangeRate (Foreign currency: functional currency) Financial assets Monetary items USD:NTD 334,670 $ 31.4000 EUR:NTD 2,218 36.9704 MOP:NTD 12,044 3.9141 JPY:NTD 1,612,394 0.2009 USD:VND 3,136 26,166.6667 USD:THB 2,152 31.5261 December31,2025 |
December31,2025 | December31,2025 | |
|---|---|---|---|
| ExchangeRate 31.4000 36.9704 3.9141 0.2009 26,166.6667 31.5261 |
BookValue | ||
| 10,508,638 $ 82,000 47,141 323,930 106,676 67,573 |
|||
~104~
December 31, 2025
| December31,2025 | December31,2025 | December31,2025 | |
|---|---|---|---|
| Foreign Currency Amount (In thousands) ExchangeRate Financial liabilities Monetary items USD:NTD 14,951 $ 31.4000 USD:INR 3,352 89.9713 RMB:NTD 60,866 4.4830 EUR:NTD 5,157 36.9704 CHF:NTD 6,689 39.7922 Foreign Currency Amount (In thousands) ExchangeRate (Foreign currency: functional currency) Financial assets Monetary items USD:NTD 158,039 $ 32.7110 EUR:NTD 1,260 34.0521 RMB:NTD 8,656 4.4815 MOP:NTD 30,420 4.0843 VND:NTD 84,757,459 0.0013 JPY:NTD 321,680 0.2076 USD:RMB 3,212 7.2991 USD :THB19,247 34.1558 USD:VND 2,907 25,162.3077 Financial liabilities Monetary items USD:NTD 30,752 32.7110 MOP:NTD 7,400 4.0843 EUR:NTD 9,404 34.0521 JPY:NTD 350,779 0.2076 RMB:NTD 59,166 4.4815 CHF:NTD 5,502 36.3718 USD:SAR 6,550 3.7551 JPY:RMB 461,925 0.0463 USD:INR 1,984 85.2515 RMB:INR 37,036 11.6797 December31,2024 |
Foreign Currency Amount (In thousands) ExchangeRate 14,951 $ 31.4000 3,352 89.9713 60,866 4.4830 5,157 36.9704 6,689 39.7922 December31,2024 |
BookValue | |
| 469,461 $ 115,718 272,862 190,656 266,170 |
|||
| ExchangeRate 32.7110 34.0521 4.4815 4.0843 0.0013 0.2076 7.2991 34.1558 25,162.3077 32.7110 4.0843 34.0521 0.2076 4.4815 36.3718 3.7551 0.0463 85.2515 11.6797 |
BookValue | ||
| 5,169,614 $ 42,906 38,792 124,244 110,185 66,781 105,068 629,589 95,091 1,005,929 30,224 320,226 72,822 265,152 200,118 214,257 95,896 64,899 165,977 |
|||
~105~
-
iv. The exchange gain (loss) (including realized and unrealized) arising from significant foreign exchange variation on the monetary items held by the Group for the ears ended December 31, 2025 and 2024, are provided in Note 6(31).
-
v. Analysis of foreign currency market risk arising from significant foreign exchange variation:
| variation: | ||
|---|---|---|
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD EUR:NTD MOP:NTD JPY:NTD USD:VND USD:THB Financial liabilities Monetary items USD:NTD USD:INR RMB : NTD EUR:NTD CHF:NTD |
Degree of Effect on Profit Variation or Loss 5% 525,432 $ 5% 4,100 5% 2,357 5% 16,196 5% 5,334 5% 3,379 5% 23,473 5% 5,786 5% 13,643 5% 9,533 5% 13,309 December31,2025 SensitivityAnalysis |
Effect on Other Comprehensive Income |
| - $ - - - - - - - - - - |
~106~
| (Foreign currency: functional currency) Financial assets Monetary items USD:NTD EUR:NTD RMB:NTD MOP:NTD VND:NTD JPY:NTD USD:RMB USD:THB USD:VND Financial liabilities Monetary items USD:NTD MOP :NTDEUR:NTD JPY : NTD RMB : NTD CHF:NTD USD:SAR JPY:RMB USD:INR RMB:INR |
Degree of Effect on Profit Variation or Loss 5% 258,481 $ 5% 2,145 5% 1,940 5% 6,212 5% 5,509 5% 3,339 5% 5,253 5% 31,479 5% 4,755 5% 50,296 5% 1,511 5% 16,011 5% 3,641 5% 13,258 5% 10,006 5% 10,713 5% 4,795 5% 3,245 5% 8,299 December31,2024 SensitivityAnalysis |
Effect on Other Comprehensive Income |
|---|---|---|
| - $ - - - - - - - - - - - - - - - - - - |
||
Price risk
-
i. The Group’s equity securities, which are exposed to price risk, are the held financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income. To manage its price risk arising from investments in equity securities, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group.
-
ii. The prices of equity securities held by the Group would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased with all other variables held constant, the effects on post-tax profit and other comprehensive income for the years ended December 31, 2025 and 2024 are as follows:
~107~
| Financial assets at fair value through profit or loss - equity instrument Financial assets at fair value through other comprehensive income - equity instrument Financial assets at fair value through profit or loss - equity instrument Financial assets at fair value through other comprehensive income - equity instrument |
YearendedDecember31,2025 | YearendedDecember31,2025 | YearendedDecember31,2025 |
|---|---|---|---|
| Sensitivityanalysis | |||
| Degree of Effect on Effect on other comprehensive variation profitor loss income 2% 141,715 $ - $ 25% - 205,029 YearendedDecember31,2024 |
Effect on other comprehensive income |
||
| Sensitivityanalysis | |||
| Degree of variation 2% 25% |
Effect on profitor loss 111,429 $ - |
Effect on other comprehensive income |
|
| - $ 189,920 |
Cash flow and fair value interest rate risk
-
(A) The Group’s interest rate risk arises from borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk which is partially offset by cash and cash equivalents held at variable rates. During the years ended December 31, 2025 and 2024, the Group’s borrowings at variable rate were denominated in NTD.
-
(B) If the variable rates had increased/decreased by 2 basis point with all other variables held constant, profit, net of tax for the years ended December 31, 2025 and 2024 would have increased/decreased by $3,057 and $1,785, respectively. The main factor is that changes in interest expense result in floating-rate borrowings.
-
(b) Credit risk
-
i. Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analyzing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered.
~108~
-
ii. Individual risk limits are controlled by internal risk that assesses the credit quality of the customers, taking into account their financial position, past experience and other factors.
-
iii. The Group adopts the assumption under IFRS 9, that is, if the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
-
iv. The Group adopts the assumption under IFRS 9, that is, the default occurs when the customers’ contract payments are past due over 90 days.
-
v. The Group classifies customers’ accounts receivable and contract assets in accordance with customer types. The Group applies the simplified approach using the provision matrix and loss rate methodology to estimate expected credit loss.
-
vi. The Group used the forecastability of Taiwan Institute of Economic Research boom observation report to adjust historical and timely information to assess the default possibility of accounts receivable. On December 31, 2025 and 2024, the provision matrix is as follows:
| is as follows: | |||
|---|---|---|---|
| December 31,2025 | Excellent customers (Note 1) |
General customers (Note 2) |
Individual assessment customers Total 14.97%~100% 22,656,623 $ 64,757,563 $ 3,468,824) ( 3,772,797) ( Individual assessment customers Total 1.59%~100% 20,166,835 $ 32,702,351 $ 562,603) ( 622,577) ( |
| 0.05%~0.05% 28,715,616 $ 10,993) ( Excellent customers (Note 1) |
0.05%~100% 13,385,324 $ 292,980) ( General customers (Note 2) |
||
| Expected loss rate Total book value Loss allowance December31,2024 |
|||
| 0.03%~0.03% 9,906,469 $ 698) ( |
0.03%~100% 2,629,047 $ 59,276) ( |
||
| Expected loss rate Total book value Loss allowance |
Note 1: Government institutions, state-owned enterprises, listed companies and associates. Note 2: Companies that are not included in Note 1 and individual assessment customers.
~109~
Movements in relation to the Group applying the simplified approach to provide loss allowance for accounts receivable are as follows:
| At January 1 Provision for impairment Effect of foreign exchange At December 31 |
Accounts Accounts receivable Others receivable Others 622,577 $ - $ 349,874 $ - $ 3,129,587 9,892 249,949 - 10,735 6 22,754 - 3,762,899 $ 9,898 $ 622,577 $ - $ 2025 2024 |
Accounts Accounts receivable Others receivable Others 622,577 $ - $ 349,874 $ - $ 3,129,587 9,892 249,949 - 10,735 6 22,754 - 3,762,899 $ 9,898 $ 622,577 $ - $ 2025 2024 |
|---|---|---|
| - $ - - |
||
| - $ |
(c) Liquidity risk
-
i. Cash flow forecasting is performed in the operating entities of the Group and aggregated by Group treasury. Group treasury monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. Such forecasting takes into consideration the Group’s debt financing plans, covenant compliance, and compliance with internal balance sheet ratio targets.
-
ii. The table below analyses the Group’s non-derivative financial liabilities and net-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities and to the expected maturity date for derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.
~110~
Non-derivative financial liabilities
| Non-derivative financial liabilities | ||
|---|---|---|
| December31,2025 Short-term borrowings Notes payable Accounts payable (including related parties) Other payables (including related parties) Lease liabilities Bonds payable (including current portion) Long-term borrowings (including current portion) Non-derivative financial liabilities December31,2024 Short-term borrowings Notes payable Accounts payable (including related parties) Other payables (including related parties) Lease liabilities Bonds payable (including current portion) Long-term borrowings (including current portion) Derivative financial liabilities: December 31,2025 Exchange rate swaps (net-settled) Merchandise exchange contracts Forward exchange contracts Derivative financial liabilities: December 31,2024 Exchange rate swaps (net-settled) Merchandise exchange contracts Forward exchange contracts |
Lessthan 1year 4,205,200 $ 1,391 21,298,923 4,697,960 262,653 4,055,890 3,858,810 Lessthan 1year 11,640,423 $ 11,579 23,556,252 3,718,440 319,992 3,075,440 464,116 Lessthan3months 565 $ 57,335 12,641 Lessthan3months 33,090 $ 11,796 25,621 |
Morethan 1year |
| - $ - - - 485,939 11,602,060 18,939,928 Morethan 1year |
||
| - $ - - - 476,891 9,904,360 14,985,684 Between 3 months and1year |
||
| 5,531 $ 3,541 27,494 Between 3 months and1year |
||
| 53,907 $ 23,918 2,308 |
~111~
(3) Fair value information
-
A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:
-
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active if it meets all the following conditions: the items traded in the market are homogeneous; willing buyers and sellers can normally be found at any time; and prices are available to the public. The fair value of the Group’s investment in listed stocks, beneficiary certificates with quoted market prices is included in Level 1.
-
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. The fair value of the Group’s investment in most derivative instruments is included in Level 2.
-
Level 3: Inputs for the asset or liability that are not based on observable market data.
-
B. The related information on financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities are as follows:
-
(a) The related information on the nature of the assets and liabilities is as follows:
| December31,2025 Financial assets: Financial assets at fair value through profit or loss Beneficiary certificates Equity securities Convertible bonds - call/put options Derivative instruments - current Derivative instruments - non-current Financial assets at fair value through other comprehensive income Equity securities - current Equity securities - non-current Financial assets at amortised cost Preference share Financial liabilities: Financial liabilities at fair value through profit or loss Derivative instruments Convertible bonds - call/put options |
Level 1 7,001,576 $ 84,150 - - - 151,383 - - 7,237,109 $ - $ - - $ |
Level 2 - $ - - 158,787 10,678 - - - 169,465 $ 107,107 $ - 107,107 $ |
Level3 - $ - 60 - - - 668,732 -(Note) 668,792 $ - $ 51,599 51,599 $ |
Total |
|---|---|---|---|---|
| 7,001,576 $ 84,150 60 158,787 10,678 151,383 668,732 - |
||||
| 8,075,366 $ |
||||
| 107,107 $ 51,599 |
||||
| 158,706 $ |
Note: Refer to Note 6(13)D. (e)b.
~112~
==> picture [450 x 270] intentionally omitted <==
----- Start of picture text -----
December 31, 2024 Level 1 Level 2 Level 3 Total
Financial assets:
Financial assets at fair value
through profit or loss
- -
Beneficiary certificates $ 5,571,429 $ $ $ 5,571,429
Derivative instruments - 8,466 - 8,466
Financial assets at fair value
through other comprehensive
income
- -
Equity securities - current 227,409 227,409
Equity securities - non-current - - 532,269 532,269
$ 5,798,838 $ 8,466 $ 532,269 $ 6,339,573
Financial liabilities:
Financial liabilities at fair
value through profit or loss
Derivative instruments $ - $ 150,640 $ - $ 150,640
Convertible bonds - call/put options - - 83,400 83,400
$ - $ 150,640 $ 83,400 $ 234,040
----- End of picture text -----
-
(b) The methods and assumptions the Group used to measure fair value are as follows:
-
i. The instruments the Group used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:
| Market quoted price | Listed shares Closing price |
Open-endfund |
|---|---|---|
| Net asset value |
-
ii. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes.
-
iii. When assessing non-standard and low-complexity financial instruments, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.
~113~
-
iv. The valuation of derivative financial instruments is based on valuation model widely accepted by market participants, such as present value techniques and option pricing models. Forward exchange contracts are usually valued based on the current forward exchange rate.
-
v. For high-complexity financial instruments, the fair value is measured by using selfdeveloped valuation model based on the valuation method and technique widely used within the same industry. The valuation model is normally applied to derivative financial instruments, debt instruments with embedded derivatives or securitised instruments. Certain inputs used in the valuation model are not observable at market, and the Group must make reasonable estimates based on its assumptions. The effect of unobservable inputs to the valuation of financial instruments is provided in Note 12(3)G.
-
vi. The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Group
’s financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs, for example, model risk or liquidity risk, etc. In accordance with the Group’s management policies and relevant control procedures relating to the valuation models used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. The inputs and pricing information used during valuation are carefully assessed and adjusted based on current market conditions. -
vii. The Group takes into account adjustments for credit risks to measure the fair value of financial and non-financial instruments to reflect credit risk of the counterparty and the Group
’s credit quality. -
C. There was no transfer between Level 1 and Level 2 for the years ended December 31, 2025 and 2024.
~114~
D. Movements on Level 3 for the years ended December 31, 2025 and 2024 are as follows:
| 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Convertible bonds | Convertible bonds | |||||||
| Equity | - call/put options | - call/put options | ||||||
| securities | assets | liabilities | ||||||
| At January 1 | $ | 532,269 |
$ | - |
($ | 83,400) |
||
| Recorded as unrealized losses on | ||||||||
| valuation of investments in equity | ||||||||
| instruments measured at fair value | ||||||||
| through other comprehensive income | 136,463 | - | - | |||||
| Unrealized valuation gains on financial | ||||||||
| liabilities measured at fair value | ||||||||
| through profit or loss | - | 60 | 31,799 | |||||
| Conversions exercised during the year | - | - | 2 | |||||
| At December 31 | $ | 668,732 | $ | 60 | ($ | 51,599) |
||
| 2024 | ||||||||
| Convertible bonds | Convertible bonds | |||||||
| Equity | - call/put options | - call/put options | ||||||
| securities | assets | liabilities | ||||||
| At January 1 | $ | 652,253 |
$ | 450 |
$ | - |
||
| Recorded as unrealized losses on | ||||||||
| valuation of investments in equity | ||||||||
| instruments measured at fair value | ||||||||
| through other comprehensive income | ( | 119,984) |
- | - | ||||
| Unrealized valuation gains on financial | ||||||||
| liabilities measured at fair value | ||||||||
| through profit or loss | - | ( | 450) |
( | 55,800) |
|||
| Issued during the year | - | - | ( | 27,600) | ||||
| At December 31 | $ | 532,269 | $ | - | ($ | 83,400) |
-
E. For the years ended December 31, 2025 and 2024, there was no transfer into or out from Level 3.
-
F. Group finance department is in charge of valuation procedures for fair value measurements being categorized within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions, confirming the source of information is independent, reliable and in line with other resources and represented as the exercisable price, and frequently calibrating valuation model, performing back-testing, updating inputs used to the valuation model and making any other necessary adjustments to the fair value.
-
G. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
~115~
| Hybrid instrument: Convertible bonds contract-assets Convertible bonds contract-liabilities Unlisted shares Unlisted shares Hybrid instrument: Convertible bonds contract-assets Unlisted shares Non-derivative equity instrument: Unlisted shares Non-derivative equity instrument: Unlisted shares |
Fair value at December 31, 2025 |
Valuation technique |
Significant unobservableinput |
Range (weighted average) |
Relationship of inputstofairvalue |
|---|---|---|---|---|---|
| 60 $ 51,599 $ 157,937 $ 504,630 $ 6,165 $ Fair value at December 31, 2024 |
Binomial Model Binomial Model Market comparable companies and net assets Net assets Valuation technique Market comparable companies |
Volatility Discount rate Volatility Discount rate Price to book ratio multiple, discount for lack of marketability Not applicable Significant unobservable input Price to book ratio multiple, discount for lack of marketability |
- - Median:1.22 Average:1.45 Liquidity discount: 25% Median:1.22 Average:1.23 Liquidity discount: 15% - Range (weighted average) |
The higher the volatility, the higher the fair value; The higher the discount rate, the lower the fair value The higher the volatility, the higher the fair value; The higher the discount rate, the lower the fair value The higher the multiple and control premium, the higher the fair value Not applicable Relationship of inputs to fair value The higher the multiple and control premium, the higher the fair value |
|
| 83,400 $ 276,104 $ 256,165 $ |
Binomial Model Net assets Market comparable companies |
Volatility Discount rate Not applicable Price to book ratio multiple, discount for lack of marketability |
- Median:1.29 Average:1.20 Liquidity discount: 25% - |
The higher the volatility, the higher the fair value; The higher the discount rate, the lower the fair value Not applicable The higher the multiple and control premium, the higher the fair value |
~116~
- H. The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. The following is the effect on profit or loss or on other comprehensive income from financial assets and liabilities categorized within Level 3 if the inputs used to valuation models have changed:
| Financial assets Equity instrument Financial assets Equity instrument |
Input | Change | December | December | December | December | 31,2025 | 31,2025 | 31,2025 | |
|---|---|---|---|---|---|---|---|---|---|---|
| Recognized in profit or loss |
Recognized in other comprehensive income |
|||||||||
| Favourable change |
Unfavourable change |
Favourable change |
Unfavourable change |
|||||||
| Price to book ratio multiple, discount for lack of marketability Input |
± 50% Change |
- $ |
331,284 $ 31,2024 |
331,284) ($ |
||||||
| Recognized in profit or loss |
Recognized in other comprehensive income |
|||||||||
| Favourable change |
Unfavourable change |
Favourable change |
Unfavourable change |
|||||||
| Price to book ratio multiple, discount for lack of marketability |
± 50% | - $ |
- $ |
138,052 $ |
138,052) ($ |
13. SUPPLEMENTARY DISCLOSURES
(1) Significant transactions information
-
A. Loans to others: Refer to table 1.
-
B. Provision of endorsements and guarantees to others: Refer to table 2.
-
C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Refer to table 3.
-
D. Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paidin capital or more: Refer to table 4.
-
E. Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more: Refer to table 5.
-
F. Significant inter-company transactions during the reporting period: Refer to table 6.
~117~
(2) Information on investees
Names, locations and other information of investee companies (not including investees in Mainland China): Refer to table 7.
(3) Information on investments in Mainland China
-
A. Basic information: Refer to table 8.
-
B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: None.
14. SEGMENTAL FINANCIAL INFORMATION
(1) General information
-
A. The Group has identified which segments should be reported based on the information used by the Board of Directors to make decisions.
-
B. The Board of Directors has classified reportable segments as construction engineering department, environmental resource department, sales department and other operating departments.
(2) Measurement of segmental financial information
The Board of Directors evaluates the performance of segments based on segmental income. Interest income and expenses cannot be attributed to any segment because such activity is handled by the Company’s financial department.
(3) Segmental income, assets and liabilities of segments
The segmental financial information provided to the Board of Directors is as follows:
| External revenues Internal revenues Segmental revenues Segmental income Depreciation and amortization |
Construction Engineering Department 81,354,641 $ 5,935,390 87,290,031 $ 1,584,515 $ 644,662 $ |
Environmental Resource Sales Other Operating Department Department Departments 9,982,605 $ 490,358 $ 20,630 $ 148,888 552,390 473,717 10,131,493 $ 1,042,748 $ 494,347 $ 1,900,064 $ 285,533 $ 245,640 $ 463,730 $ 26,386 $ 124,835 $ For the yearendedDecember31,2025 |
Total |
|---|---|---|---|
| 91,848,234 $ 7,110,385 |
|||
| 98,958,619 $ |
|||
| 4,015,752 $ |
|||
| 1,259,613 $ |
| External revenues Internal revenues Segmental revenues Segmental income Depreciation and amortization |
Construction Engineering Department 110,587,374 $ 9,795,893 120,383,267 $ 2,007,311 $ 673,754 $ |
For theyear ended December 31,2024 | For theyear ended December 31,2024 | For theyear ended December 31,2024 | |
|---|---|---|---|---|---|
| Environmental Resource Department 8,811,481 $ 46,527 8,858,008 $ 1,881,764 $ 462,207 $ |
Sales Department 492,875 $ 371,696 864,571 $ 150,292 $ 24,554 $ |
Other Operating Departments 32,887 $ 470,745 503,632 $ 238,879 $ 130,906 $ |
Total 119,924,617 $ 10,684,861 130,609,478 $ 4,278,246 $ 1,291,421 $ |
~118~
(4) Reconciliation information of segmental income
Intra-segment sales are of arm’s length transactions. The measurement of external revenues reported to the Board of Directors is consistent with revenues in the statement of comprehensive income. The reconciliation information on income from continuing operations before income tax and segmental income is as follows:
| income is as follows: | ||||||
|---|---|---|---|---|---|---|
| For the years ended | December31, | |||||
| 2025 | 2024 | |||||
| Segmental income | $ | 4,015,752 |
$ | 4,278,246 |
||
| Adjustment and elimination | 34,831 |
52,263 | ||||
| Share of profit of associates and joint | ||||||
| ventures accounted for using equity method | 423,128 | 437,396 | ||||
| Interest income | 567,088 | 598,781 | ||||
| Foreign exchange gain | ( | 157,852) |
77,739 | |||
| Finance costs | ( | 1,219,749) |
( | 1,192,480) |
||
| Others | 419,738 |
127,695 | ||||
| Income from continuing operations before | ||||||
| income tax | $ | 4,082,936 |
$ | 4,379,640 |
(5) Information on products and services
Details of revenue are as follows:
| Information on products and services Details of revenue are as follows: |
||
|---|---|---|
| Construction engineering revenue Environmental resource service revenue Sales revenue Other operating revenue Total |
For the years endedDecember31, | |
| 2025 81,354,641 $ 9,982,605 490,358 20,630 91,848,234 $ |
2024 | |
| 110,587,374 $ 8,811,481 492,875 32,887 |
||
| 119,924,617 $ |
(6) Geographical information
Geographical information for the years ended December 31, 2025 and 2024 is as follows:
| Taiwan Asia America Total |
Revenue Non-current assets Revenue Non-current assets 57,427,513 $ 25,919,550 $ 63,733,578 $ 21,758,127 $ 30,241,290 1,678,848 45,180,816 1,240,189 4,179,431 19,149,165 11,010,223 20,316,875 91,848,234 $ 46,747,563 $ 119,924,617 $ 43,315,191 $ For the years endedDecember31, 2025 2024 |
Revenue Non-current assets Revenue Non-current assets 57,427,513 $ 25,919,550 $ 63,733,578 $ 21,758,127 $ 30,241,290 1,678,848 45,180,816 1,240,189 4,179,431 19,149,165 11,010,223 20,316,875 91,848,234 $ 46,747,563 $ 119,924,617 $ 43,315,191 $ For the years endedDecember31, 2025 2024 |
Revenue Non-current assets Revenue Non-current assets 57,427,513 $ 25,919,550 $ 63,733,578 $ 21,758,127 $ 30,241,290 1,678,848 45,180,816 1,240,189 4,179,431 19,149,165 11,010,223 20,316,875 91,848,234 $ 46,747,563 $ 119,924,617 $ 43,315,191 $ For the years endedDecember31, 2025 2024 |
Revenue Non-current assets Revenue Non-current assets 57,427,513 $ 25,919,550 $ 63,733,578 $ 21,758,127 $ 30,241,290 1,678,848 45,180,816 1,240,189 4,179,431 19,149,165 11,010,223 20,316,875 91,848,234 $ 46,747,563 $ 119,924,617 $ 43,315,191 $ For the years endedDecember31, 2025 2024 |
Revenue Non-current assets Revenue Non-current assets 57,427,513 $ 25,919,550 $ 63,733,578 $ 21,758,127 $ 30,241,290 1,678,848 45,180,816 1,240,189 4,179,431 19,149,165 11,010,223 20,316,875 91,848,234 $ 46,747,563 $ 119,924,617 $ 43,315,191 $ For the years endedDecember31, 2025 2024 |
|---|---|---|---|---|---|
| Revenue Non-current assets 57,427,513 $ 25,919,550 $ 30,241,290 1,678,848 4,179,431 19,149,165 91,848,234 $ 46,747,563 $ 2025 |
|||||
| Revenue 57,427,513 $ 30,241,290 4,179,431 91,848,234 $ |
Revenue 63,733,578 $ 45,180,816 11,010,223 119,924,617 $ |
||||
| 21,758,127 $ 1,240,189 20,316,875 43,315,191 $ |
~119~
(7) Major customer information
Information on major customers that exceed 10% of operating revenue in the consolidated income statements of the Group for the years ended December 31, 2025 and 2024 is as follows:
| statements of the Group for the | years ended December 31, 2025 and 2024 is as follows: | years ended December 31, 2025 and 2024 is as follows: | years ended December 31, 2025 and 2024 is as follows: |
|---|---|---|---|
| Company O Company H Company T |
Revenue Segment Revenue Segment 20,773,137 $ Construction engineering department 16,352,790 $ Construction engineering department 13,368,654 〞 19,133,941 〞 9,152,593 〞 18,650,360 〞 For the years endedDecember31, 2025 2024 |
||
| Revenue 16,352,790 $ 19,133,941 18,650,360 |
Segment | ||
| Construction engineering department 〞 〞 |
~120~
Table 1
Expressed in thousands of NTD (Except as otherwise indicated)
CTCI Corporation and its subsidiaries Loans to others For the year ended December 31, 2025
| Reason for short-term financing (Note 6)No. (Note 1)Creditor Borrower General ledger account (Note 2)Is a related party Maximum outstanding balance during the year ended December 31, 2025 (Note 3) Balance at December 31, 2025 (Note 8) Actual amount drawn down Interest rate Nature of loan (Note 4)Amount of transactions with the borrower (Note 5)Allowance for doubtful accounts |
Collateral | Limit on loans granted to a single party (Note 7) |
Ceiling on total loans granted (Note 7) |
Footnote |
|---|---|---|---|---|
| Item Value |
||||
| 0 CTCI Corp. CTCI Americas Inc. Other receivables Yes 3,675,210 $ 3,140,000 $ 3,140,000 $ 4.75%~5% 2 - $ For operational need - $ 0 CTCI Corp. CTCI STSP Water Resources Corp. Other receivables Yes 1,750,000 - - - 2 - For operational need - 0 CTCI Corp. CTCI Arabia Ltd. Other receivables Yes 314,000 314,000 - - 2 - For operational need - 0 CTCI Corp. CTCI Overseas Corp., Ltd. Other receivables Yes 502,400 502,400 - - 2 - For operational need - 1 ECOVE Environment Corp. ECOVE Solar Energy Corp. Other receivables Yes 1,200,000 1,200,000 650,000 1.91%~2% 2 - For operational need - 1 ECOVE Environment Corp. ECOVE Environmet Services Corp. Other receivables Yes 700,000 300,000 - - 2 - For operational need - 1 ECOVE Environment Corp. ECOVE Waste Management Corp. Other receivables Yes 30,000 30,000 20,000 2% 2 - For operational need - 1 ECOVE Environment Corp. ECOVE Gangshan Energy Corporation Other receivables Yes 150,000 150,000 - - 2 - For operational need - 2 CTCI Investment Corp. CTCI Development Corp. Other receivables Yes 358,000 300,000 300,000 2% 2 - For operational need - 3 CTCI Advanced System Inc. CTCI Development Corp. Other receivables Yes 150,000 40,000 - - 2 - For operational need - 4 CTCI Resources Engineering Inc. CTCI Chemical Corp. Other receivables Yes 100,000 100,000 75,000 2% 2 - For operational need - 4 CTCI Resources Engineering Inc. CTCI Advanced Systems Inc. Other receivables Yes 100,000 100,000 - - 2 - For operational need - 4 CTCI Resources Engineering Inc. CTCI Development Corp. Other receivables Yes 300,000 200,000 90,000 2% 2 - For operational need - 5 PT CTCI International Indonesia PT Gudang Gajah Lestari Other receivables Yes 14,649 14,649 14,646 6% 2 - For operational need - 6 CTCI Overseas Co., Ltd. Superiority (Thailand) Co., Ltd. Other receivables Yes 77,365 65,736 65,736 3% 2 - For operational need - 6 CTCI Overseas Co., Ltd. CIPEC Construction Inc. Other receivables Yes 423,900 423,900 423,900 6.54% 2 - For operational need - 6 CTCI Overseas Co., Ltd. CTCI Arabia Ltd. Other receivables Yes 314,000 314,000 251,200 5% 2 - For operational need - 6 CTCI Overseas Co., Ltd. CCJV P1 Engineering & Construction Sdn. Bhd. Other receivables Yes 65,556 - - - 2 - For operational need - 6 CTCI Overseas Co., Ltd. CTCI Americas Inc. Other receivables Yes 4,304,300 4,113,400 4,050,600 4.75~5% 2 - For operational need - |
None - $ None - None - None - None - None - None - None - None - None - None - None - None - Guaranteed by equity interest 11,628 None - None - None - None - None - |
4,054,805 $ 4,054,805 4,054,805 4,054,805 2,830,467 2,830,467 2,830,467 2,830,467 386,552 452,923 601,282 601,282 601,282 375,690 2,713,325 2,713,325 6,783,312 2,713,325 6,783,312 |
8,109,610 $ 8,109,610 8,109,610 8,109,610 2,830,467 2,830,467 2,830,467 2,830,467 386,552 452,923 601,282 601,282 601,282 375,690 2,713,325 2,713,325 6,783,312 2,713,325 6,783,312 |
- - - - - - - - - - - - - - - - - - - |
Table 1 Page 1
Table 1
Expressed in thousands of NTD (Except as otherwise indicated)
| Reason for short-term financing (Note 6)No. (Note 1)Creditor Borrower General ledger account (Note 2)Is a related party Maximum outstanding balance during the year ended December 31, 2025 (Note 3) Balance at December 31, 2025 (Note 8) Actual amount drawn down Interest rate Nature of loan (Note 4)Amount of transactions with the borrower (Note 5)Allowance for doubtful accounts |
Collateral | Limit on loans granted to a single party (Note 7) |
Ceiling on total loans granted (Note 7) |
Footnote |
|---|---|---|---|---|
| Item Value |
||||
| 6 CTCI Overseas Co., Ltd. MASTEQ Engineering Sdn. Bhd. Other receivables Yes 196,266 $ 100,480 $ - $ - 2 - $ For operational need - $ 6 CTCI Overseas Co., Ltd. CTCI Singapore Pte. Ltd. Other receivables Yes 325,030 298,300 - - 2 - For operational need - 7 CTCI Development Corp. CTCI Americas Inc. Other receivables Yes 327,780 - - - 2 - For operational need - 8 ECOVE Environment Services Corp. CTCI Development Corp. Other receivables Yes 11,000 - - - 2 - For operational need - 9 CTCI Machinery Corp. ECOVE Chiayi Energy Corp. Other receivables Yes 200,000 200,000 150,000 2% 2 - For operational need - 10 CTCI Engineering & Construction Sdn. Bhd. MASTEQ Engineering Sdn. Bhd. Other receivables Yes 77,469 77,469 57,327 3% 2 - For operational need - 11 CTCI Smart Engineering Corp. CTCI Development Corp. Other receivables Yes 150,000 150,000 150,000 2% 2 - For operational need - 11 CTCI Smart Engineering Corp. CTCI Construction Corporation Other receivables Yes 10,000 - - - 2 - For operational need - |
None - $ None - None - None - None - None - None - None - |
6,783,312 $ 6,783,312 324,322 707,590 232,781 156,693 264,714 264,714 |
6,783,312 $ 6,783,312 324,322 707,590 232,781 156,693 264,714 264,714 |
- - - - - - - - |
Note 1: The numbers filled in for the loans provided by the Company or subsidiaries are as follows:
-
(1) The Company is ‘0’.
-
(2) The subsidiaries are numbered in order starting from ‘1’.
Note 2: Fill in the name of account in which the loans are recognized, such as receivables-related parties, current account with stockholders, prepayments, temporary payments, etc. Note 3: Fill in the maximum outstanding balance of loans to others during the year ended December 31, 2025.
Note 4: The numbers filled in for the nature of loans are as follows:
-
(1) Business association is labeled as ‘1’.
-
(2) Short-term financing is labeled as ‘2’.
Note 5: Fill in the amount of business transactions when nature of the loan is related to business transactions, which is the amount of business transactions occurred between the creditor and borrower in the current year.
Note 6: Fill in purpose of loan when nature of loan belongs to short-term financing, for example, repayment of loan, acquisition of equipment, working capital, etc.
Note 7: The calculation and amount on ceiling of loans are as follows:
[The company]
-
(1) The limit on loans granted to a single party shall not exceed 20% of the Company’s net assets value.
-
(2) The ceiling on total loans shall not exceed 40% of the Company’s net assets value.
-
[Domestic subsidiaries and overseas subsidiaries]
-
(1) The limit on loans granted to a single party by domestic subsidiaries and overseas subsidiaries shall not exceed 40% and 100% of the company net assets value, respectively.
-
(2) The ceiling on total loans shall not exceed 40% and 100% of the company net assets value.
Note 8: The amounts of funds to be loaned to others which have been approved by the board of directors of a public company in accordance with Article 14, Item 1 of the “Regulations Govering Loaning of Funds and Making
-
of Endorsements/Guarantees by public Companies” should be included in its published balance of loans to others at the end of the reporting period to reveal the risk of loaning the public company bears, even though they have not yet been appropriated. However, this balance should excluded the loans repaid when repayments are done subsequently to reflect the risk adjustment. In addition, if the board of directors of a public company has
-
authorised the chairman to loan funds in instalments or in revolving within certain lines and within one year in accordance with Article 14, Item 2 of the “Regulations Governing Loaning of Funds and Making of Endorsements/
-
Guarantees by Public Companies”, the published balance of loans to others at the end of the reporting period should also include these lines of loaning approved by the board of directors, and these lines of loaning should not be excluded from this balance even though the loans are repaid subsequently, for taking into consideration they could be loaned again thereafter.
Table 1 Page 2
CTCI Corporation and its subsidiaries Provision of endorsements and guarantees to others For the year ended December 31, 2025
Table 2
Expressed in thousands of NTD (Except as otherwise indicated)
| Number (Note 1) |
Endorser/ guarantor |
Party being endorsed/guaranteed |
Limit on endorsements/ guarantees provided for a single party (Note 3) |
Maximum outstanding endorsement/ guarantee amount as of December 31, 2025 (Note 4) |
Outstanding endorsement/ guarantees amount at December 31, 2025 (Note 5) |
Actual amount drawn down (Note 6) |
Amount of endorsements/ guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/ guarantor company |
Ceiling on total amount of endorsements/ guarantees provided (Note 3) |
Provision of endorsements/ guarantees by parent company to subsidiary (Note 7) |
Provision of endorsements/ guarantees by subsidiary to parent company (Note 7) |
Provision of endorsements/guarant ees to the party in Mainland China (Note 7) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Companyname Relationship with the endorser/ guarantor (Note2) |
|||||||||||||
| 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 |
CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. |
CINDA Engineering & Construction Pvt. Ltd. 2 CTCI Americas, Inc. 2 CTCI Arabia Ltd. 2 CTCI Engineering & Construction Sdn. Bhd. 2 CTCI Overseas Co., Ltd. 2 CTCI Beijing Co., Ltd. 2 CTCI Machinery Corp. 2 CTCI Singapore Pte. Ltd. 2 CTCI Shanghai Co., Ltd. 2 CTCI Vietnam Company Limited 2 MASTEQ Engineering Sdn. Bhd. 2 ECOVE Chiayi Energy Corp. 6 CTCI Investment Corp. 2 CCJV P1 Engineering & Construction Sdn. Bhd. 2 CTCI Smart Engineering Corp. 2 PT CTCI Internatioanl Indonesia 2 CTCI Chemical Corp. 2 CTCI-HDEC (Chungli) Corp. 6 CB&I-CTCI B.V. 6 CTCI (Thailand) Co., Ltd. 2 Blue Whale Water Technology Co., Ltd. 6 HDEC-CTCI (Linhai) Corp. 6 Bao Ding Reclaimed Water Co., Ltd 6 EVER ECOVE Corp. 6 CIPEC Construction Inc. 2 CTCI Malaysia Sdn. Bhd. 2 CTCI Resources Engineering Inc. 2 |
121,644,150 $ 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 121,644,150 |
5,318,855 $ 19,498,825 1,664,200 1,059,520 3,408,596 4,790,485 10,316,440 1,936,126 236,243 827,750 336,245 1,257,775 500,000 331,100 3,274,413 2,869,891 245,014 3,215,785 1,169,328 2,471,614 220,500 900,000 586,000 948,255 260,000 132,440 512,610 |
4,531,647 $ 16,289,001 1,664,200 690,800 3,108,194 4,707,478 8,568,172 1,062,890 232,000 785,000 325,141 1,175,000 - - 2,149,105 2,721,673 232,360 3,125,838 1,108,937 2,437,785 122,500 630,000 586,000 948,255 - - - |
219,547 $ 8,793,419 - 291,202 286,035 3,911,478 8,568,172 - - 54,509 - 50,000 - - 1,153,741 1,752,859 - 1,555,126 1,108,937 271,067 24,500 556,196 479,000 633,139 - - - |
- $ - - - - - - - - - - - - - - - - - - - - - - - - - - |
22.35% 80.34% 8.21% 3.41% 15.33% 23.22% 42.26% 5.24% 1.14% 3.87% 1.60% 5.80% 0.00% 0.00% 10.60% 13.42% 1.15% 15.42% 5.47% 12.02% 0.60% 3.11% 2.89% 4.68% 0.00% 0.00% 0.00% |
202,740,250 $ 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 202,740,250 |
Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y N Y N N N N Y Y Y |
N N N N N N N N N N N N N N N N N N N N N N N N N N N |
N N N N N Y N N Y N N N N N N N N N N N N N N N N N N |
- - - - - - - - - - - - - - - - - - - - - - - - - - - |
Table 2 Page 1
Table 2
Expressed in thousands of NTD (Except as otherwise indicated)
Party being
endorsed/guaranteed
| Party being endorsed/guaranteed |
|||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number (Note 1) |
Endorser/ guarantor |
Companyname Relationship with the endorser/ guarantor (Note2) |
Limit on endorsements/ guarantees provided for a single party (Note 3) |
Maximum outstanding endorsement/ guarantee amount as of December 31, 2025 (Note 4) |
Outstanding endorsement/ guarantees amount at December 31, 2025 (Note 5) |
Actual amount drawn down (Note 6) |
Amount of endorsements/ guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/ guarantor company |
Ceiling on total amount of endorsements/ guarantees provided (Note 3) |
Provision of endorsements/ guarantees by parent company to subsidiary (Note 7) |
Provision of endorsements/ guarantees by subsidiary to parent company (Note 7) |
Provision of endorsements/guarant ees to the party in Mainland China (Note 7) |
Footnote |
| 1 1 1 1 1 2 3 3 3 |
ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Solar Power Corp. ECOVE Environment Services Corp. ECOVE Environment Services Corp. ECOVE Environment Services Corp. |
ECOVE Solar Power Corp. 2 ECOVE Solvent Recycling Corp. 2 ECOVE Environment Services Gangshan Corp. 2 ECOVE Chiayi Energy Corp. 6 EVER ECOVE Corp. 6 ECOVE Environment Corp. 3 Jing Ding Green Energy Corp. 6 ECOVE Chiayi Energy Corp. 6 Bao Ding Reclaimed Water Co., Ltd 6 |
42,457,008 $ 42,457,008 42,457,008 42,457,008 42,457,008 1,928,947 10,613,844 10,613,844 10,613,844 |
1,251,326 $ 200,000 900,000 2,515,550 192,500 19,196 1,733,100 1,257,775 293,000 |
951,326 $ 200,000 900,000 2,350,000 192,500 19,196 1,733,100 1,175,000 293,000 |
70,039 $ - 250,000 100,000 128,530 19,196 333,570 50,000 239,500 |
- $ - - - - - - - - |
13.44% 2.83% 12.72% 33.21% 2.72% 3.98% 97.97% 66.42% 16.56% |
70,761,680 $ 70,761,680 70,761,680 70,761,680 70,761,680 2,893,420 17,689,741 17,689,741 17,689,741 |
N N N N N N N N N |
N N N N N N N N N |
N N N N N N N N N |
- - - - - - - - - |
Note 1: The numbers filled in for the endorsements/guarantees provided by the Company or subsidiaries are as follows:
-
(1) The Company is ‘0’.
-
(2) The subsidiaries are numbered in order starting from ‘1’.
-
Note 2: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following seven categories; fill in the number of category each case belongs to: (1) Having business relationship.
-
(2) The endorser/guarantor company owns directly or indirectly more than 50% voting shares of the endorsed/guaranteed company.
-
(3) The endorsed/guaranteed company owns directly or indirectly more than 50% voting shares of the endorser/guarantor company.
-
(4) The endorsed/guaranteed parent company directly or indirectly owns more than 90% voting shares of the endorser/guarantor subsidiary.
-
(5) Mutual guarantee of the trade as required by the construction contract.
-
(6) Due to joint venture, each shareholder provides endorsements/guarantees to the endorsed/guaranteed company in proportion to its ownership.
-
(7) The performance guarantees for the sale of pre-sales contracts under the Consumer Protection Law are jointly guaranteed.
-
Note 3: Fill in limit on endorsements/guarantees provided for a single party and ceiling on total amount of endorsements/guarantees provided as prescribed in the endorser/guarantor company’s
-
“Procedures for Provision of Endorsements and Guarantees”, and state each individual party to which the endorsements/guarantees have been provided and the calculation for ceiling on total amount of endorsements/guarantees provided in the footnote.
-
[The company]
-
(1) The limit on endorsements and guarantees granted to a single party shall not exceed 600% of the Company’s net assets value in last financial statements which was audited by accountant.
-
(2) The ceiling on total endorsements and guarantees shall not exceed 1,000% of the Company’s net assets value in last financial statements which was audited by accountant.
-
[Domestic subsidiaries and overseas subsidiaries]
-
(1) The limit on endorsements and guarantees granted to a single party shall not exceed 300% to 600% of the Company's net assets value in last financial statements which was audited by accountant.
-
(2) The ceiling on total endorsements and guarantees shall not exceed 600% to 1,000% of the Company's net assets value in last financial statements which was audited by accountant.
-
Note 4: Fill in the year-to-date maximum outstanding balance of endorsements/guarantees provided.
-
Note 5: Once endorsement/guarantee contracts or promissory notes are signed/issued by the endorser/guarantor company to the banks, the endorser/guarantor company bears endorsement/guarantee liabilities. And all other events involve endorsements and guarantees should be included in the balance of outstanding endorsements and guarantees.
-
Note 6: Fill in the actual amount of endorsements/guarantees used by the endorsed/guaranteed company.
Note 7: Fill in ‘Y’ for those cases of provision of endorsements/guarantees by listed parent company to subsidiary and provision by subsidiary to listed parent company, and provision to the party in Mainland China.
Table 2 Page 2
CTCI Corporation and its subsidiaries Holding of significant marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) For the year ended December 31, 2025
Table 3
Expressed in thousands of NTD (Except as otherwise indicated)
| Securities held by | Marketable Securities(Note 1) | Relationship with the securities issuer (Note 2) |
General ledger account |
As of December 31, 2025 | As of December 31, 2025 | Footnote (Note 4) |
|||
|---|---|---|---|---|---|---|---|---|---|
| Type | Name | Number of shares/ denominations |
Book value (Note 3) |
Ownership (%) |
Market value | ||||
| CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Smart Engineering Corp. CTCI Smart Engineering Corp. CTCI Smart Engineering Corp. ECOVE Miaoli Energy Corporation CTCI Machinery Corp. CTCI Machinery Corp. CTCI Resources Engineering Inc. CTCI Resources Engineering Inc. CTCI Resources Engineering Inc. |
Fund Fund Fund Fund Fund Fund Fund Fund Common Stock Common Stock Unsecured Corporate Bond Fund Fund Fund Fund Fund Fund Fund Fund Fund |
SinoPac TWD Money Market Fund Taiwan Money Market Fund Taishin 1699 Money Market Fund Captal Money Market Fund UPAMC James Bond Money Market Fund Fubon Money Market Fund Fubon Chi-Hsiang Money Market Fund Taishin Ta-Chong Money Market Fund Ever Victory Global Limited CDIB & Partners Investment Holding Corp. B9AM02-P10 ECOVE Environment Corp. 1B Taishin Ta-Chong Money Market Fund UPAMC James Bond Money Market Fund Taishin 1699 Money Market Fund UPAMC James Bond Money Market Fund UPAMC James Bond Money Market Fund Taiwan Money Market Fund UPAMC James Bond Money Market Fund Taishin Ta-Chong Money Market Fund Taishin 1699 Money Market Fund |
- - - - - - - - - The Company is the supervisor Subsidiary - - - - - - - - - |
Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through other comprehensive income-non-current Financial assets at fair value through other comprehensive income-non-current Financial assets at amortized cost-non- current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current |
27,235,065 48,197,266 8,649,886 17,649,551 65,582,744 19,183,718 6,036,169 17,455,631 36,405,000 27,000,000 100,000,000 17,455,426 11,450,622 7,737,534 16,089,275 19,926,568 11,831,771 34,874,354 19,817,892 7,036,482 |
401,020 $ 781,157 124,283 301,311 1,158,224 301,326 100,068 262,611 1,103,219 504,630 100,000 262,608 202,224 111,174 284,145 351,913 191,763 615,899 298,150 101,102 |
- - - - - - - - 5.88 2.48 - - - - - - - - - - |
401,020 $ 781,157 124,283 301,311 1,158,224 301,326 100,068 262,611 157,937 504,630 100,000 262,608 202,224 111,174 284,145 351,913 191,763 615,899 298,150 101,102 |
- - - - - - - - - - - - - - - - - - - - |
Note 1: Marketable securities in the table refer to stocks, bonds, beneficiary certificates and other related derivative securities in accordance with IFRS 9, ‘Financial instruments’.
Note 2: Leave the column blank if the issuer of marketable securities is non-related party. Note 3: Fill in the amount after adjusted at fair value and deducted by accumulated impairment for the marketable securities measured at fair value; fill in the acquisition cost or amortized cost deducted by accumulated impairment for the marketable securities not measured at fair value. Note 4: The number of shares of securities and their amounts pledged as security or pledged for loans and their restrictions on use under some agreements should be stated in the footnote if the securities presented herein have such conditions.
Table 3 Page 1
Table 4
Expressed in thousands of NTD (Except as otherwise indicated)
CTCI Corporation and its subsidiaries
Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more For the year ended December 31, 2025
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Tr | ansaction | Differences in t compared t trans |
ransaction terms o third party action |
Notes/accounts | receivable(payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases(sales) | Amount | Percentage of total purchases(sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| CTCI Corp. CTCI Smart Engineering Corp. CTCI Resources Engineering Inc. CTCI Resources Engineering Inc. CTCI Advanced System Inc. ECOVE Environment Services Corp. ECOVE Environment Services Corp. CTCI Machinery Corp. CTCI Chemical Corp. CTCI Development Corp. CTCI Construction Corporation CTCI Beijing Co., Ltd. CTCI Innovation Co., Ltd. CTCI (Thailand) Co., Ltd. CTCI Vietnam Company Limited ECOVE Chiayi Energy Corp. CTCI Corp. CTCI Corp. CTCI Machinery Corp. |
ECOVE Chiayi Energy Corp. CTCI Corp. CTCI Corp. CTCI Machinery Corp. CTCI Corp. ECOVE Miaoli Energy Corp. ECOVE Environment Services Gangshan Corp. CTCI Corp. ECOVE Environment Services Corp. CTCI Corp. CTCI Corp. CINDA Enginerring & Construction Ltd. CTCI Beijing Co., Ltd. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Smart Engineering Corp. CTCI Resources Engineering Inc. CTCI Resources Engineering Inc. |
Subsidiary The Company The Company Subsidiary The Company Second-tier subsidiary Second-tier subsidiary The Company Second-tier subsidiary The Company The Company Second-tier subsidiary Second-tier subsidiary The Company The Company The Company Subsidiary Second-tier subsidiary Second-tier subsidiary |
(Sales) (Sales) (Sales) (Sales) (Sales) (Sales) (Sales) (Sales) (Sales) (Sales) (Sales) (Sales) (Sales) (Sales) (Sales) Purchases Purchases Purchases Purchases |
330,516) ($ 169,390) ( 762,452) ( 122,218) ( 991,522) ( 162,738) ( 610,247) ( 1,824,863) ( 260,884) ( 373,185) ( 137,413) ( 177,719) ( 140,944) ( 180,744) ( 160,165) ( 330,516 169,390 762,452 122,218 |
0.36% ) ( 0.18% ) ( 0.83% 0.13% ) ( 1.08% ) ( 0.18% ) ( 0.66% ) ( 1.99% ) ( 0.28% ) ( 0.41% ) ( 0.15% ) ( 0.19% ) ( 0.15% ) ( 0.20% ) ( 0.17% ) ( 0.40% 0.21% 0.92% 0.15% |
30 days after monthly billings 30 days after monthly billings Based on service contract 40-60 days Based on service contract 40-60 days Based on service contract 40-60 days 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings Based on service contract 40-60 days Based on service contract 40-60 days |
Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties |
No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference |
- $ 53,156 276,324 13,321 126,907 25,918 237,799 346,104 28,096 328 - - 4,890 22,127 20,601 - 53,156) ( 276,324) ( 13,321) ( |
- 0.33% 1.73% 0.08% 0.80% 0.16% 1.49% 2.17% 0.18% - - - 0.03% 0.14% 0.13% - 0.25% ) ( 1.30% ) ( 0.06% ) ( |
- - - - - - - - - - - - - - - |
Table 4 Page 1
Table 4
Expressed in thousands of NTD (Except as otherwise indicated)
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Tr | ansaction | Differences in t compared t trans |
ransaction terms o third party action |
Notes/accounts | receivable(payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases(sales) | Amount | Percentage of total purchases(sales) |
Credit term | Unitprice | Credit term | Balance | Percentage of total notes/accounts receivable(payable) |
||||
| CTCI Corp. ECOVE Miaoli Energy Corp. ECOVE Environment Services Gangshan Corp. CTCI Corp. ECOVE Environment Services Corp. CTCI Corp. CTCI Corp. CINDS Enginerring & Construction Ltd. CTCI Beijing Co., Ltd. CTCI Corp. CTCI Corp. |
CTCI Advanced System Inc. ECOVE Environment Services Corp. ECOVE Environment Services Corp. CTCI Machinery Corp. CTCI Chemical Corp. CTCI Development Corp. CTCI Construction Corporation CTCI Beijing Co., Ltd. CTCI Innovation Co., Ltd. CTCI (Thailand) Co., Ltd. CTCI Vietnam Company Limited |
Subsidiary Second-tier subsidiary Second-tier subsidiary Subsidiary Second-tier subsidiary Subsidiary Second-tier subsidiary Second-tier subsidiary Second-tier subsidiary Subsidiary Second-tier subsidiary |
Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases Purchases |
991,522 $ 162,738 610,247 1,824,863 260,884 373,185 137,413 177,719 140,944 180,744 160,165 |
1.20% 0.20% 0.74% 2.21% 0.32% 0.45% 0.17% 0.22% 0.17% 0.22% 0.19% |
Based on service contract 40-60 days 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings 30 days after monthly billings |
Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties |
No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference No significant difference |
126,907) ($ 25,918) ( 237,799) ( 346,104) ( 28,096) ( 328) ( - - 4,890) ( 22,127) ( 20,601) ( |
0.60% ) ( 0.12% ) ( 1.12% ) ( 1.62% ) ( 0.13% ) ( - - - 0.02% ) ( 0.10% ) ( 0.10% ) ( |
- - - - - - - - - |
Table 4 Page 2
Table 5
Expressed in thousands of NTD (Except as otherwise indicated)
CTCI Corporation and its subsidiaries Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more For the year ended December 31, 2025
| Creditor | Counterparty | Relationship with the counterparty |
Balance as at December31,2025 |
Turnover rate | Overduereceivables | Overduereceivables | Amount collected subsequent to the balance sheetdate |
Allowance for doubtfulaccounts |
|---|---|---|---|---|---|---|---|---|
| Amount | Action taken | |||||||
| CTCI Resources Engineering Corp. CTCI Advanced System Inc. ECOVE Environment Services Corp. CTCI Machinery Corp. CTCI Corp. CTCI Smart Engineering Corp. ECOVE Environment Corp. CTCI Machinery Corp. CTCI Investment Corp. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. |
CTCI Corp. CTCI Corp. ECOVE Environment Services Gangshan Corp. CTCI Corp. CTCI Americas, Inc. CTCI Development Corp. ECOVE Solar Power Corp. ECOVE Chiayi Energy Corp. CTCI Development Corp. CIPEC CONSTRUCTION INC. CTCI Arabia Ltd. CTCI Americas, Inc. |
The Company The Company Second-tier subsidiary The Company Second-tier subsidiary Subsidiary Second-tier subsidiary Subsidiary Subsidiary Second-tier subsidiary Subsidiary Second-tier subsidiary |
276,324 $ 126,907 237,799 346,104 3,147,888 150,255 691,138 150,255 300,510 439,015 254,987 4,164,457 |
2.05 10.05 2.70 6.14 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 |
- - - - - - - - - - - - |
- - - - - - - - - - - - |
- - - - - - - - - - - - |
Note 1: Represents other accounts receivable arising from capital loans, directors’ remuneration, and etc.
Table 5 Page 1
CTCI Corporation and its subsidiaries
Significant inter-company transactions during the reporting period For the year ended December 31, 2025
Expressed in thousands of NTD (Except as otherwise indicated)
Table 6
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
Transaction | |||
|---|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 3) |
||||
| 1 2 3 4 0 5 6 4 7 8 8 8 0 5 1 1 2 3 3 4 |
CTCI Resources Engineering Inc. CTCI Advanced Systems Inc. ECOVE Environment Services Corp. CTCI Machinery Corp. CTCI Corp. CTCI Smart Engineering Corporation ECOVE Environment Corp. CTCI Machinery Corp. CTCI Investment Corp. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. CTCI Corp. CTCI Smart Engineering Corporation CTCI Resources Engineering Inc. CTCI Resources Engineering Inc. CTCI Advanced Systems Inc. ECOVE Environment Services Corp. ECOVE Environment Services Corp. CTCI Machinery Corp. |
CTCI Corp. CTCI Corp. ECOVE Environment Services Gangshan Corp. CTCI Corp. CTCI Americas, Inc. CTCI Development Corp. ECOVE Solar Power Corp. ECOVE Chiayi Energy Corp. CTCI Development Corp. CIPEC CONSTRUCTION INC. CTCI Arabia Ltd. CTCI Americas, Inc. ECOVE Chiayi Energy Corp. CTCI Corp. CTCI Corp. CTCI Machinery Corp. CTCI Corp. ECOVE Miaoli Energy Corp. ECOVE Environment Services Gangshan Corp. CTCI Corp. |
2 2 3 2 1 3 3 3 3 3 3 3 1 2 2 3 2 3 3 2 |
Accounts receivable Accounts receivable Accounts receivable Accounts receivable Other receivable Other receivable Other receivable Other receivable Other receivable Other receivable Other receivable Other receivable Sales revenue Sales revenue Sales revenue Sales revenue Sales revenue Sales revenue Sales revenue Sales revenue |
276,324 $ 126,907 237,799 346,104 3,147,888 150,255 691,138 150,255 300,510 439,015 254,987 4,164,457 330,516 169,390 762,452 122,218 991,522 162,738 610,247 1,824,863 |
Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties |
0.20% 0.09% 0.17% 0.25% 2.25% 0.11% 0.49% 0.11% 0.21% 0.31% 0.18% 2.97% 0.36% 0.18% 0.83% 0.13% 1.08% 0.18% 0.66% 1.99% |
Table 6 Page 1
Expressed in thousands of NTD (Except as otherwise indicated)
Table 6
Transaction
| Transaction | |||||||
|---|---|---|---|---|---|---|---|
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 3) |
| 9 10 11 12 13 14 14 0 4 14 0 0 0 0 0 0 0 0 0 0 0 0 0 |
CTCI Chemical Corp. CTCI Development Corp. CTCI Construction Co., Ltd. CTCI Beijing Co., Ltd. CTCI Innovation Co., Ltd. CTCI (Thailand) Co., Ltd. CTCI Vietnam Company Limited CTCI Corp. CTCI Machinery Corp. CTCI (Thailand) Co., Ltd. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. |
ECOVE Environment Services Corp. CTCI Corp. CTCI Corp. CINDA Engineering & Construction Pvt. Ltd. CTCI Beijing Co., Ltd. CTCI Corp. CTCI Corp. CTCI Overseas Co., Ltd. CTCI Corp. CTCI Corp. CTCI Development Corp. CINDA Engineering & Construction Pvt. Ltd. CTCI Americas, Inc. CTCI Arabia Ltd. CTCI Engineering & Construction Sdn. Bhd. CTCI Overseas Co., Ltd. CTCI Beijing Co., Ltd. CTCI Machinery Corp. CTCI Singapore Pte. Ltd. CTCI Shanghai Co., Ltd. CTCI Vietnam Company Limited MASTEQ Engineering Sdn. Bhd. ECOVE Chiayi Energy Corp. |
3 2 2 3 3 2 2 1 2 2 1 1 1 1 1 1 1 1 1 1 1 1 1 |
Sales revenue Sales revenue Sales revenue Sales revenue Sales revenue Sales revenue Sales revenue Advance construction receipt Advance construction receipt Advance construction receipt Refundable deposits Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee |
260,884 $ 373,185 137,413 177,719 140,944 180,744 160,165 2,166,579 7,449,151 1,068,058 144,097 4,531,647 16,289,001 1,664,200 690,800 3,108,194 4,707,478 8,568,172 1,062,890 232,000 785,000 325,141 1,175,000 |
Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Negotiated by both parties Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable |
0.28% 0.41% 0.15% 0.19% 0.15% 0.20% 0.17% 1.55% 5.32% 0.76% 0.10% Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable |
Table 6 Page 2
Expressed in thousands of NTD (Except as otherwise indicated)
Table 6
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
Transaction | |||
|---|---|---|---|---|---|---|---|
| General ledger account | Amount | Transaction terms | Percentage of consolidated total operating revenues or total assets(Note 3) |
||||
| 0 0 0 0 0 6 6 6 6 3 |
CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Services Corp. |
CTCI Smart Engineering Corp. PT CTCI International Indonesia CTCI Chemical Corp. CTCI-HDEC (Chungli) Corp. CTCI (Thailand) Co., Ltd. ECOVE Solar Power Corp. ECOVE Solvent Recycling Corp. ECOVE Environment Services Gangshan Corp. ECOVE Chiayi Energy Corp. ECOVE Chiayi Energy Corp. |
1 1 1 1 1 3 3 3 3 3 |
Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee Guarantee |
2,149,105 $ 2,721,673 232,360 3,125,838 2,437,785 951,326 200,000 900,000 2,350,000 1,175,000 |
Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable |
Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable |
Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
-
(1) Parent company is ‘0’.
-
(2) The subsidiaries are numbered in order starting from ‘1’.
-
Note 2: Relationship between transaction company and counterparty is classified into the following three categories; fill in the number of category each case belongs to (If transactions between parent company and subsidiaries or between subsidiaries refer to the same transaction, it is not required to disclose twice. For example, if the parent company has already disclosed its transaction with a subsidiary, then the subsidiary is not required to disclose the transaction; for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, then the other is not required to disclose the transaction.):
-
(1) Parent company to subsidiary.
-
(2) Subsidiary to parent company.
-
(3) Subsidiary to subsidiary.
-
Note 3: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement accounts.
-
Note 4: The Company may decide to disclose or not to disclose transaction details in this table based on the Materiality Principle.
Table 6 Page 3
CTCI Corporation and its subsidiaries Information on investees (not including investees in Mainland China) For the year ended December 31, 2025
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee (Notes 1 and 2) |
Location | Main business activities | Initial invest | ment amount | Share | s held as at December 3 | 1,2025 | Net profit (loss) of the investee for the year ended December 31, 2025 (Note 2(2)) |
Investment income (loss) recognized by the Company for the year ended December 31, 2025 (Note 2(3)) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31,2025 |
Balance as at December 31, 2024 |
Number of shares | Ownership (%) | Book value | |||||||
| CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. |
CTCI Smart Engineering Corp. CTCI Advanced Systems Inc. CTCI Development Corp. CTCI Investment Corp. ECOVE Environment Corp. CTCI (Thailand) Co., Ltd. CTCI Machinery Corp. CTCI Arabia Ltd. Sinogal-Waste Services Corp. CTCI Singapore Pte. Ltd. CTCI Overseas (BVI) Corp. CTCI Engineering & Construction Sdn.Bhd. CTCI USA Holding Inc. MASTEQ Engineering Sdn.Bhd. CCJV P1 Engineering & Construction Sdn. Bhd. CTCI-HDEC (Chungli) Corp. PT CTCI International Indonesia CTME S. A. DE C. V. ECOVE Chiayi Energy Corp. CTCI STSP Water Resources Corporation |
Taiwan Taiwan Taiwan Taiwan Taiwan Thailand Taiwan Arabia Macao Singapore BVI Malaysia USA Malaysia Malaysia Taiwan Indonesia Mexico Taiwan Taiwan |
Design, management, and building of nuclear power, thermal power, fire pumped storage power generation and others related to engineering Systems planning, design, integration, and engineering for various IT systems, etc. Real estate and leasing business General investment Waste disposal and other environmental services Design and building of petrochemical plant Secondary processing of steel, piping, heat treatment, manufacture of pollution control equipment and nondestructive testing, etc. Construction and maintenance of refinery, storage tanks and chemical plant Management of waste recycling site and maintenance of related mechanical and equipment, etc. Investment and planning of related engineering Investment and planning of related engineering Investment and planning of related engineering General investment Planning and design of construction projects Construction planning Sewerage System BOT Project Engineering planning as well as procurement and construction Planning and design of construction projects Waste service and waste clear Sewerage System BOT Project |
$ 456,239 107,470 3,281,008 2,072,000 938,889 116,894 293,800 1,481,466 4,958 1,822,396 308,554 1,436,379 1,517,294 10,339 1,341,469 819,060 73,984 6,835 250,000 2,405,801 |
$ 456,239 107,470 3,281,008 2,072,000 938,889 116,894 293,800 1,481,466 4,958 996,788 308,554 1,436,379 1,517,294 10,339 1,341,469 819,060 73,984 6,835 250,000 10,000 |
38,834,783 12,454,461 361,454,727 207,200,000 38,457,105 1,249,500 20,000,000 35,000 - 59,800,000 6,740,000 212,130,000 495 1,500,000 203,197,500 84,354,000 341,700,000 3,600,000 25,000,000 78,000,000 |
97.09 43.78 100.00 100.00 52.93 49.00 100.00 98.59 30.00 100.00 100.00 99.86 16.83 100.00 99.00 51.00 79.00 60.00 25.00 100.00 |
$ 643,542 470,405 536,592 950,474 3,707,541 121,783 581,954 ( 120,263) 41,545 27,786 6,807,282 156,514 530,416 104,455 ( 46,055) 881,740 633,809 6,339 315,418 2,447,133 |
$ 219,778 459,421 ( 502,176) 40,747 1,338,035 2,164 724,238 ( 27,101) 113,956 25,109 684,739 2,541 ( 2,002,718) 87,030 21,831 44,658 267,264 ( 10) ( 260,079) 41,330 |
$ 211,225 201,133 ( 519,733) 40,402 712,587 1,061 724,238 ( 27,494) 34,187 25,109 684,739 2,537 ( 345,831) 87,030 21,611 22,775 208,821 ( 6) 65,020 41,330 |
A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A second-tier subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary |
Table 7 Page 1
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee (Notes 1 and 2) |
Location | Main business activities | Initial invest | ment amount | Share | s held as at December 3 | 1,2025 | Net profit (loss) of the investee for the year ended December 31, 2025 (Note 2(2)) |
Investment income (loss) recognized by the Company for the year ended December 31, 2025 (Note 2(3)) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31,2025 |
Balance as at December 31, 2024 |
Number of shares | Ownership (%) | Book value | |||||||
| CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Corp. CTCI Development Corp. CTCI Development Corp. CTCI Development Corp. CTCI Development Corp. CTCI Investment Corp. CTCI Investment Corp. CTCI Investment Corp. CTCI Investment Corp. CTCI Machinery Corp. ECOVE Environment Corp. ECOVE Environment Corp. |
Blue Whale Water Technology Co., Ltd. Pan Asia Corp. EVER ECOVE Corp. HDEC-CTCI (Linhai) Corp. Bao Ding Reclaimed Water Co., Ltd CTCI Chemical Corp. ECOVE Environment Corp. CINDA Engineering & Construction Private Limited CTCI USA Holding Inc. CTCI Chemical Corp. ECOVE Environment Corp. CTCI Smart Engineering Corp. CTCI Construction Corporation Boretech Resource Recovery Engineering Co., Ltd. (Cayman) ECOVE Waste Management Corp. ECOVE Wujih Energy Corp. |
Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan India USA Taiwan Taiwan Taiwan Taiwan Cayman Islands Taiwan Taiwan |
Wastewater Reclamation Unit BTO Project Output of foreign labor and technologies, technical cooperation with foreign construction business, and construction of engineering construction, etc. Waste service, waste clear and steam power cogeneration Reclaimed water operators Reclaimed water operators Manufacture, wholesale, and retail of industrial chemicals Waste disposal and other environmental services Chemical, petrochemical, feasibility atudy & planning, engineering design, procurement & fabrication, erection, construction & commissioning General investment Manufacture, wholesale, and retail of industrial chemicals Waste disposal and other environmental services Design, management, andbuilding ofnuclear power,thermal power, fire pumpedstorage power generation andothers related to engineering Taiwan engineering technology services Share holding and investment International trade and environmental service of waste disposal, equipment installation and mechanical installation, etc. Environmental service of waste disposal device installation, steam power cogeneration, etc. |
$ 347,889 35,826 394,000 44,998 274,803 13,522 11,270 748,143 7,951,801 32,153 1,374 11 5,000 154,744 20,000 - |
$ 347,889 35,826 394,000 314,992 274,803 13,522 11,270 748,139 4,143,969 32,153 1,374 11 5,000 154,744 20,000 150,535 |
36,259,000 25,531,361 39,400,000 5,399,882 26,900,000 480,661 243,918 197,000,100 2,447 1,657,207 32,175 657 500,000 6,018,951 2,000,000 - |
49.00 17.16 24.63 44.999 20.00 6.77 0.34 96.10 83.17 23.34 0.04 0.002 100.00 8.12 100.00 - |
$ 442,908 533,329 623,550 122,800 306,775 |
$ 105,397 762,331 249,992 104,880 118,880 104,153 1,338,035 1,044,488 ( 2,002,718) 104,153 1,338,035 219,778 7,590 324,106 33,455 936 |
$ 51,643 128,964 61,146 47,196 28,094 |
An investee under equity method An investee under equity method An investee under equity method An investee under equity method An investee under equity method A second-tier subsidiary A subsidiary A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary A subsidiary A subsidiary A second-tier subsidiary An investee under equity method A second-tier subsidiary A second-tier subsidiary |
| $20,827,772 | $2,507,784 | ||||||||||
| 23,294 23,858 1,434,472 2,622,073 69,270 2,967 7 12,252 275,560 78,418 - |
7,065 4,526 1,003,728 ( 1,638,417) 13,583 456 - 7,128 28,961 33,455 936 |
Table 7 Page 2
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee (Notes 1 and 2) |
Location | Main business activities | Initial invest | ment amount | Share | s held as at December 3 | 1,2025 | Net profit (loss) of the investee for the year ended December 31, 2025 (Note 2(2)) |
Investment income (loss) recognized by the Company for the year ended December 31, 2025 (Note 2(3)) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31,2025 |
Balance as at December 31, 2024 |
Number of shares | Ownership (%) | Book value | |||||||
| ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Corp. ECOVE Environment Services Corp. ECOVE Environment Services Corp. ECOVE Environment Services Corp. ECOVE Environment Services Corp. ECOVE Environment Services Corp. ECOVE Waste Management Corp. ECOVE Environment Services Corp. ECOVE Environment Services Corp. ECOVE Environment Services Corp. |
ECOVE Environment Services Corp. ECOVE Miaoli Energy Corp. Yuan Ding Resources Management Corp. Boretech Resource Recovery Engineering Co., Ltd. (Cayman) ECOVE Solvent Recycling Corp. EVER ECOVE Corp. ECOVE Chiayi Energy Corp. Blue Whale Water Technology Co., Ltd. HDEC-CTCI (Linhai) Corp. CTCI Chemical Corp. Sinogal-Waste Services Corp. ECOVE Miaoli Energy Corp. Jing Ding Green Energy Technology Co., Ltd. ECOVE Environment Services Gangshan Corp. Jing Ding Green Energy Technology Co., Ltd. Bao Ding Reclaimed Water Co., Ltd ECOVE Resource Recycling Corp. Ecove Chiayi Energy Corporation |
Taiwan Taiwan Taiwan Cayman Islands Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Macao Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan |
Management of waste recycling site and maintenance of related mechanical and equipment, etc. Environmental service of waste disposal device installation, steam power cogeneration, etc. Waste service, waste clear other environmental service, and environmental pollution service, etc. Share holding and investment Operating basic chemical industry and manufacture of other chemical products Waste service, waste clear and steam power cogeneration Waste service and waste clear Wastewater Reclamation Unit BTO Project Reclaimed water operators Manufacture, wholesale, and retail of industrial chemicals Management of waste recycling site and maintenance of related mechanical equipment, etc. Environmental service of waste disposal device installation, steam power cogeneration, etc. Waste water and waste sludge disposal service Management of waste recycling site and maintenance of related mechanical and equipment, etc. Waste water and waste sludge disposal service Reclaimed water operators Reclaimed water operators Waste service and waste clear |
$ 356,518 899,985 42,696 309,489 104,179 80,000 500,000 11 2 24,851 4,964 11 215,990 251,000 10 137,402 61,750 250,000 |
$ 356,518 899,985 42,696 309,489 104,179 80,000 500,000 11 2 24,851 4,964 11 194,990 251,000 10 137,402 61,750 250,000 |
15,100,000 44,999,200 4,500,000 12,037,903 9,000,000 8,000,000 50,000,000 1,000 118 1,910,241 - 800 21,599,000 25,100,000 1,000 13,450,000 6,175,000 25,000,000 |
100.00 74.999 100.00 16.24 100.00 5.00 50.00 0.0014 0.001 26.905 30.00 0.001 30.00 100.00 0.001 10.00 95.00 25.00 |
$ 1,774,654 637,964 40,483 551,118 132,162 126,640 630,836 12 4 92,577 41,545 11 195,322 338,846 10 153,387 53,005 315,418 |
$ 922,447 93,029 447 324,106 19,083 249,992 260,079 105,397 104,880 104,153 113,956 93,029 ( 25,321) 78,296 ( 25,321) 118,880 ( 3,870) 260,079 |
$ 919,606 69,771 447 57,922 19,083 12,748 130,039 2 1 28,077 34,187 1 ( 7,596) 78,296 - 14,047 ( 3,677) 65,020 |
A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary An investee under equity method A second-tier subsidiary An investee under equity method A subsidiary An investee under equity method An investee under equity method A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary An investee under equity method A second-tier subsidiary An investee under equity method An investee under equity method A second-tier subsidiary A subsidiary |
Table 7 Page 3
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee (Notes 1 and 2) |
Location | Main business activities | Initial invest | ment amount | Share | s held as at December 3 | 1,2025 | Net profit (loss) of the investee for the year ended December 31, 2025 (Note 2(2)) |
Investment income (loss) recognized by the Company for the year ended December 31, 2025 (Note 2(3)) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31,2025 |
Balance as at December 31, 2024 |
Number of shares | Ownership (%) | Book value | |||||||
| ECOVE Environment Corporation ECOVE Environment Corporation G.D International, LLC. CTCI Overseas (BVI) Corp. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. CTCI Overseas Co., Ltd. Universal Engineering (BVI) Corp. CTCI USA Holding Inc. CTCI USA Holding Inc. Superiority (Thailand) Co., Ltd. CTCI Advanced Systems Inc. CTCI Advanced Systems Inc. CTCI Advanced Systems Inc. CTCI Smart Engineering Corp. |
ECOVE Solar Power Corporation G.D. International, LLC. Lumberton Solar W2-090, LLC CTCI Overseas Co., Ltd. CTCI Arabia Ltd. Universal Engineering (BVI) Corp. CIPEC Construction Inc. CTCI Vietnam Company Limited CTCI Engineering & Construction Sdn. Bhd. CINDA Engineering & Construction Pvt. Ltd. Sumber Mampu Sdn. Bhd. Superiority (Thailand) Co., Ltd. CTCI Americas, Inc. CTME S. A. DE C. V. CTCI (Thailand) Co., Ltd. Century Ahead Ltd. CTCI Resources Engineering Inc. CTCI Flourish Long Term Care Corporation CTCI Chemical Corp. |
Taiwan USA USA Hong Kong Arabia BVI Philippines Vietnam Malaysia India Malaysia Thailand USA Mexico Thailand Samoa Taiwan Taiwan Taiwan |
Energy technology service Energy technology service Energy technology service Investment and planning of related engineering Construction and maintenance of refinery, storage tanks and chemical plant Investment and planning of related engineering Construction and maintenance of refinery, storage tanks and chemical plant Chemical, petrochemical, feasibility atudy & planning, engineering design, procurement & fabrication, erection, construction & commissioning Investment and planning of related engineering Chemical, petrochemical, feasibility atudy & planning, engineering design, procurement & fabrication, erection, construction & commissioning Building of related engineering Investment and planning of related engineering To extend foreign business, the Group strengthened the collaborative relationship with local business owner and supplier, developing adequate potential supplier, and help them to operate projects, purchase and other related businesses Planning and design of construction projects Design and building of petrochemical plant Professional investment company Engineering technical service Long Term Care Services Manufacture, wholesale, and retail of industrial chemicals |
$ 306,000 189,197 189,197 276,815 22,610 1,694 19,590 95,168 2,879 31,022 95 151 9,444,128 4,557 117,318 25,097 1,371,132 1 7,354 |
$ 306,000 189,197 189,197 276,815 22,610 1,694 19,590 95,168 2,879 31,022 95 151 5,636,296 4,557 117,318 25,097 1,167,132 1 7,354 |
30,600,000 - - 6,740,000 500 50,000 327,445 - 300,000 7,999,900 10,000 2,156 102,932 2,400,000 1,300,500 750,000 80,073,880 Note 3 656,360 |
100.00 100.00 100.00 100.00 1.41 100.00 25.00 100.00 0.14 3.90 10.00 49.00 100.00 40.00 51.00 100.00 100.00 0.01 9.24 |
$ 482,237 552,097 552,573 6,783,312 ( 1,720) 234,138 ( 415,157) 196,039 221 58,216 ( 50,188) ( 67,649) 3,122,966 3,661 126,754 23,452 1,503,254 1 31,809 |
$ 18,750 18,458 18,694 684,560 ( 27,101) 11,105 ( 41,317) 108,578 2,541 1,044,488 ( 2,188) ( 1,048) ( 2,003,534) ( 10) 2,164 ( 3,716) 370,610 29 104,153 |
$ 18,750 18,458 18,694 684,560 ( 393) 11,105 ( 41,820) 108,578 4 40,735 ( 1,522) 7,295 ( 1,985,064) ( 8) 1,103 ( 3,716) 370,610 - 9,647 |
A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary A subsidiary A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary A subsidiary A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary A subsidiary A subsidiary A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary |
Table 7 Page 4
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee (Notes 1 and 2) |
Location | Main business activities | Initial invest | ment amount | Share | s held as at December 3 | 1,2025 | Net profit (loss) of the investee for the year ended December 31, 2025 (Note 2(2)) |
Investment income (loss) recognized by the Company for the year ended December 31, 2025 (Note 2(3)) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31,2025 |
Balance as at December 31, 2024 |
Number of shares | Ownership (%) | Book value | |||||||
| CTCI Resources Engineering Inc. CTCI Resources Engineering Inc. CTCI Resources Engineering Inc. CTCI Engineering & Construction Sdn.Bhd. Sumber Mampu Sdn. Bhd. |
CTCI Chemical Corp. CTCI Resources Construction Inc. CTCI Flourish Long Term Care Corporation CTCI Malaysia Sdn. Bhd. CTCI Malaysia Sdn. Bhd. |
Taiwan Taiwan Taiwan Malaysia Malaysia |
Manufacture, wholesale, and retail of industrial chemicals Taiwan engineering technology services Long Term Care Services Investment and planning of related engineering Investment and planning of related engineering |
$ 7,354 10,000 11,996 1,357 5,428 |
$ 7,354 10,000 11,996 1,357 5,428 |
656,360 1,000,000 Note 3 150,000 600,000 |
9.24 100.00 99.97 20.00 80.00 |
$ 31,809 10,645 11,945 4,848 21,323 |
$ 104,153 681 11,945 ( 2,033) ( 2,033) |
$ 9,647 681 29 ( 342) ( 1,367) |
A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary A second-tier subsidiary |
Note 1: If a public company is equipped with an overseas holding company and takes consolidated financial report as the main financial report according to the local law rules,
it can only disclose the information of the overseas holding company about the disclosure of related overseas investee information.
Note 2: If situation does not belong to Note 1, fill in the columns according to the following regulations:
- (1) The columns of ‘Investee’, ‘Location’, ‘Main business activities’, Initial investment amount’ and ‘Shares held as at December 31, 2025’ should fill orderly in the Company’s (public company’s)
information on investees and every directly or indirectly controlled investee’s investment information, and note the relationship between the Company (public company) and its investee each
-
(ex. direct subsidiary or indirect subsidiary) in the ‘footnote’ column.
-
(2) The ‘Net profit (loss) of the investee for the year ended December 31, 2025’ column should fill in amount of net profit (loss) of the investee for this period.
-
(3) The ‘Investment income (loss) recognized by the Company for the year ended December 31, 2025’ column should fill in the Company (public company) recognized investment income (loss)
of its direct subsidiary and recognized investment income (loss) of its investee accounted for under the equity method for this period. When filling in recognized investment income (loss) of its direct subsidiary, the Company (public company) should confirm that direct subsidiary’s net profit (loss) for this period has included its investment income (loss) which shall be recognized by regulations. Note 3: The investee is an associate and not required to disclose number of shares.
Table 7 Page 5
Table 8
Expressed in thousands of NTD (Except as otherwise indicated)
CTCI Corporation and its subsidiaries Information on investees (in Mainland China) For the year ended December 31, 2025
| Investee in Mainland China |
Main business activities | Paid-in capital | Investment method (Note 1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2025 |
Amount remitt to Mainl Amount re to Taiwan for Decembe |
ed from Taiwan and China/ mitted back the year ended r 31,2025 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2025 |
Net income of investee for the year ended December 31, 2025 |
Ownership held by the Company (direct or indirect) |
Investment income recognized by the Company for the year ended December 31, 2025 |
Book value of investments in Mainland China as of December 31,2025 |
Accumulated amount of investment income remitted back to Taiwan as of December 31, 2025 |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back to Taiwan |
||||||||||||
| CTCI Beijing Co., Ltd. CTCI Shanghai Co., Ltd. CTCI Advanced Systems Shanghai Inc. CTCI Innovation Co., Ltd. FuJian Gulie Petrochemical Co., Ltd. |
Design, survey, construction and inspection of various engineering and construction projects, plants, machinery and equipment, and environmental protection projects Design, survey, construction and inspection of various engineering and construction projects Computer technology services Computer technology services Operating in manufacturing and selling of ethylene and others |
$ 433,473 592,787 20,753 22,179 30,344,536 |
2 2 2 2 2 |
$ 313,998 - 20,753 - 1,103,219 |
$ - - - - - |
$ - - - - - |
$ 313,998 - 20,753 - 1,103,219 |
$ 524,513 18,102 ( 3,652) 116,665 - |
100.00 100.00 48.14 100.00 2.50 |
$ 524,513 Note 2(1) 18,102 Note 2(1) ( 1,758) Note 2(1) 116,665 Note 2(1) - - |
$ 1,806,202 618,229 22,522 219,168 157,937 |
$ 2,109,833 23,530 31,164 - - |
Note 3 Note 5 - Note 5 Note 4 |
Table 8 Page 1
| Companyname | Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2025 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs(MOEA) |
Ceiling on investments in Mainland China imposed by the Investment Commission of MOEA |
|---|---|---|---|
| CTCI Corp. | $ 1,437,970 | 2,064,207 $ |
15,309,834 $ |
Note 1: Investment methods are classified into the following three categories; fill in the number of category each case belongs to:
(1) Directly invest in a company in Mainland China.
(2) Through investing in an existing company in the third area, which then invested in the investee in Mainland China.
(3) Others
Note 2: In the Investment income (loss) recognized by the Company for the for the year ended December 31, 2025 column: Indicate the basis for investment income (loss) recognition in the number of one of the following two categories:
(1) The financial statements were audited by R.O.C. parent company's CPA.
(2) Others.
Note 3: Invested by CTCI Overseas Co., Ltd.
Note 4: Invested by Dynamic Ever Investments Limited, which was invested by Ever Victory Global Limited, and recognized as financial assets at fair value through other comprehensive income - non-current. Therefore there was no investment income (loss) recognized by the Company. Note 5: Invested by CTCI Beijing Co., Ltd.
Table 8 Page 2