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FIS — Annual Report 2025
Apr 29, 2026
52106_rns_2026-04-29_18f5e16f-4873-4c36-b42c-e1ab7274b4d1.pdf
Annual Report
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Fortune Information Systems Corporation and Subsidiaries
Consolidated Financial Statements for the Years Ended December 31, 2025 and 2024 and Independent Auditors’ Report
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Declaration of Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises
The entities that are required to be included in the consolidated financial statements of affiliates in accordance with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” for the year ended December 31, 2025 are all the same as those included in the consolidated financial st atements of Fortune Information Systems Corporation and its subsidiaries prepared i n conformity with the International Financial Reporting Standard 10 “Consolidated Financial Statements”. Relevant information that should be disclosed in the consolidated financial statements of affiliates is included in the consolidated financial statements of Fortune Information Systems Corporation and its subsidiaries. Hence, we did not prepare a separate set of consolidated financial statements of affiliates.
Very truly yours, Fortune Information Systems Corporation By
______ YUAN,XING-WEN Chairman Mar. 6, 2026
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INDEPENDENT AUDITORS’ REPORT
The Board of Directors and Stockholders Fortune Information Systems Corp.
Opinion
We have audited the accompanying consolidated financial statements of Fortune Information Systems Corporation and its subsidiaries (collectively, the “Group”), which comprise the consolidated balance sheets as of December 31, 2025 and 2024, and the consolidated statements of comprehensive income, consolidated statements of changes in equity and consolidated statements of cash flows for the years then ended, and the related notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of 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 International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Fi nancial Supervisory Commission (FSC) of the Republic of China (ROC).
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the ROC. 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 ROC, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The descriptions of the key audit matters of the 2025 consolidated financial statements are as follows:
Revenue Recognition for System Integration
The Group’s primary revenue is derived from system integration services. Revenue is recognized based on the stage of completion of each contract, which is measured by the proportion of costs incurred to date relative to the estimated total contract costs. As the determination of the stage of completion involves significant judgment, contracts with significant amounts that remain incomplete at the end of the period may materially affect the accuracy of revenue recognition for system integration. Accordingly, the recognition of revenue from such significant and incomplete system integration contracts at period -end is considered a key audit matter.
Our audit procedures in response to the above key audit matter included understanding and evaluating the processes related to the accuracy of revenue recognition for system integration; performing detailed testing of contracts that were incomplete at period-end to verify the accuracy of costs incurred; and reviewing whether there were any significant subsequent adjustments to the estimated total contract costs and the stage of completion.
Other Matter
We have also audited The Group only financial statements of Fortune Information Systems Corporation as of and for the years ended December 31, 2025 and 2024 on which we have issued an unmodified opinion and an unqualified opinion with an emphasis of matter, respectively.
Responsibilities of Management and Those Charged with Governanc e for the Consolidated Financial Statements
Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the
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Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the FSC of the ROC, and for such internal control as management determines is necessar y to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease its operations, or has no realistic alternative but to do so.
Those charged with governance (including the audit committee) are responsib le 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 auditing standards generally accepted in the ROC 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 auditing standards generally accept ed in the ROC, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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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.
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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 b y management.
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Conclude on the appropriateness of management’s use of the going conc ern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists and is 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 and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably
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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 for the year ended December 31, 2025 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.
The engagement partners on the audit resulting in this independent auditors’ report are Cai,You-Ling and Liu, Wen-Ling
Deloitte & Touche
Taipei, Taiwan Republic of China Mar. 6, 2026
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Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flow s in accordance with accounting principles and practices generally accepted in the Republic of China (ROC) and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally applied in the ROC.
For the convenience of readers, the independent auditors’ review report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the ROC. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese -language auditors’ review report and consolidated financial statements shall prevail.
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FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash and cash equivalents (Note 6)Financial assets at amortized cost (Note 7)Contract assets (Note 19)Notes receivable (Note 8 and 19)Accounts receivables (Note 8 and 19)Other receivables Inventories (Note 10)Prepayments (Note 25)Non-current assets held for sale (Note 9)Other current assets Total current assets NON-CURRENT ASSETS Property, plant and equipment (Note 12)Right-of-use assets (Note 13)Investment properties (Note 14)Other intangible assets Deferred tax assets (Note 21)Refundable deposits Long-term accounts receivables (Note 8)Net defined benefit assets (Note 17)Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Note 15)Contract liabilities (Note 19 and 25)Notes payable Accounts payables Payables to related parties (Note 35)Other payables (Note 16)Current tax liabilities Lease liabilities (Note 13 and 25)Other current liabilities Total current liabilities NON-CURRENT LIABILITIES Deferred tax liabilities (Note 21)Lease liabilities (Note 13 and 25)Long-term payables to related parties (Note 35)Other non-current liabilities Total non-current liabilities Total liabilities EQUITY (Note 18)Common stock Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity interests Total equity TOTAL |
December 31, 2025 Amount %$ 281,951 12 - - 813,155 34 1,821 - 254,723 11 1,336 - 276,837 12 59,329 2 19,658 1 32,721 1 1,741,531 73 207,459 9 14,647 1 59,629 2 400 - 731 - 267,477 11 99,449 4 - - 649,792 27 $ 2,391,323 100 $ 110,000 5 128,432 5 3 - 485,818 20 130,125 6 161,557 7 16,285 1 8,324 - 48,414 2 1,088,958 46 10 - 6,496 - 19,840 1 761 - 27,107 1 1,116,065 47 699,612 29 62,361 3 197,382 8 - - 316,880 13 514,262 21 977) - 1,275,258 53 $ 2,391,323 100 |
December 31, 2025 Amount %$ 281,951 12 - - 813,155 34 1,821 - 254,723 11 1,336 - 276,837 12 59,329 2 19,658 1 32,721 1 1,741,531 73 207,459 9 14,647 1 59,629 2 400 - 731 - 267,477 11 99,449 4 - - 649,792 27 $ 2,391,323 100 $ 110,000 5 128,432 5 3 - 485,818 20 130,125 6 161,557 7 16,285 1 8,324 - 48,414 2 1,088,958 46 10 - 6,496 - 19,840 1 761 - 27,107 1 1,116,065 47 699,612 29 62,361 3 197,382 8 - - 316,880 13 514,262 21 977) - 1,275,258 53 $ 2,391,323 100 |
December 31, 2024 Amount %$ 588,933 27 15,503 1 490,184 23 4,097 - 267,059 12 542 - 182,633 8 43,636 2 20,710 1 14,606 1 1,627,903 75 210,720 10 20,859 1 60,253 3 249 - 826 - 203,071 10 5,176 - 28,203 1 529,357 25 $ 2,157,260 100 $ - - 78,515 4 20 - 572,423 27 - - 161,324 7 13,323 1 7,800 - 48,797 2 882,202 41 5,642 - 13,131 1 - - 1,189 - 19,962 1 902,164 42 699,612 32 62,361 3 190,121 9 3,480 - 298,168 14 491,769 23 1,354 - 1,255,096 58 $ 2,157,260 100 |
December 31, 2024 Amount %$ 588,933 27 15,503 1 490,184 23 4,097 - 267,059 12 542 - 182,633 8 43,636 2 20,710 1 14,606 1 1,627,903 75 210,720 10 20,859 1 60,253 3 249 - 826 - 203,071 10 5,176 - 28,203 1 529,357 25 $ 2,157,260 100 $ - - 78,515 4 20 - 572,423 27 - - 161,324 7 13,323 1 7,800 - 48,797 2 882,202 41 5,642 - 13,131 1 - - 1,189 - 19,962 1 902,164 42 699,612 32 62,361 3 190,121 9 3,480 - 298,168 14 491,769 23 1,354 - 1,255,096 58 $ 2,157,260 100 |
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| Amount $ 281,951 - 813,155 1,821 254,723 1,336 276,837 59,329 19,658 32,721 1,741,531 207,459 14,647 59,629 400 731 267,477 99,449 - 649,792 $ 2,391,323 $ 110,000 128,432 3 485,818 130,125 161,557 16,285 8,324 48,414 1,088,958 10 6,496 19,840 761 27,107 1,116,065 699,612 62,361 197,382 - 316,880 514,262 977) 1,275,258 $ 2,391,323 |
Amount $ 588,933 15,503 490,184 4,097 267,059 542 182,633 43,636 20,710 14,606 1,627,903 210,720 20,859 60,253 249 826 203,071 5,176 28,203 529,357 $ 2,157,260 $ - 78,515 20 572,423 - 161,324 13,323 7,800 48,797 882,202 5,642 13,131 - 1,189 19,962 902,164 699,612 62,361 190,121 3,480 298,168 491,769 1,354 1,255,096 $ 2,157,260 |
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The accompanying notes are an integral part of the consolidated financial statements.
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FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| OPERATING REVENUES (Notes 19 and 25) OPERATING COSTS (Notes 10 and 20) GROSS PROFIT FROM OPERATIONS OPERATING EXPENSES (Notes 20 and 25) OPERATING INCOME NON-OPERATING INCOME AND EXPENSES (Note 20 and 25)Interest income Other income Other gains and losses, net Finance costs Total non-operating income and expenses INCOME BEFORE INCOME TAX INCOME TAX EXPENSE (Note 21) NET INCOME OTHER COMPREHENSIVE INCOME (LOSS) (Note 17 and 21) Items that will not be reclassified subsequently to profit or loss: Remeasurements of defined benefit plans Income tax related to items that will not be reclassified subsequently to profit or loss Remeasurements of defined benefit plans Exchange differences arising on translation of foreign operations Other comprehensive income, net of income tax TOTAL COMPREHENSIVE INCOME EARNINGS PER SHARE (NT$, Note 22) Basic earnings per share Diluted earnings per share |
2025 | %100 90 10 7 3 - 1 - - 1 4 1 3 - - - - 3 |
2024 | |||||
|---|---|---|---|---|---|---|---|---|
| Amount $ 2,694,203 2,428,195 266,008 179,843 86,165 9,253 19,416 42 7,039) 21,672 107,837 20,328 87,509 $ - 2,050 ) 2,331) 4,381) $ 83,128 $ 1.25 $ 1.25 |
Amount $ 2,246,252 2,001,170 245,082 172,871 72,211 4,806 12,802 1,641 1,229) 18,020 90,231 23,366 66,865 $ 7,180 1,435 ) 4,834 10,579 $ 77,444 $ 0.96 $ 0.95 |
% |
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( ( ( ( |
( ( |
100 89 11 8 3 - 1 - - 1 4 1 3 - - - - 3 |
The accompanying notes are an integral part of the consolidated financial statements.
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FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(In Thousands of New Taiwan Dollars)
Others
BALANCE, JANUARY 1, 2024 Distribution of 2023 earnings Legal capital reserve Special capital reserve Cash dividends to shareholders Net income for the year ended December 31, 2024 Other comprehensive income (loss), net of income tax for the year ended December 31, 2024 Total comprehensive income (loss) for the year ended December 31, 2024 BALANCE, DECEMBER 31, 2024 Distribution of 2024 earnings Legal capital reserve Special capital reserve Cash dividends to shareholders Net income for the year ended December 31, 2025 Other comprehensive income (loss), net of income tax for the year ended December 31, 2025 Total comprehensive income (loss) for the year ended December 31, 2025 BALANCE, DECEMBER 31, 2025 |
C a p i t a l St o c k- | C o | mmo n St o c k Amount $ 699,612 - - - - - - 699,612 - - - - - - $ 699,612 |
Capital Surplus $ 62,361 - - - - - - 62,361 - - - - - - $ 62,361 |
Earnings | Unappropriated Earnings $ 289,498 ( 7,770 ) ( 201 ) ( 55,969 ) 66,865 5,745 72,610 298,168 ( 7,261 ) 3,480 ( 62,966 ) 87,509 ( 2,050 ) 85,459 $ 316,880 |
Foreign Currency Translation Reserve ( $ 3,480 ) - - - - 4,834 4,834 1,354 - - - - ( 2,331) 2,331 ($ 977) |
Total Equity | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares (In Thousands) 69,961 - - - - - - 69,961 - - - - - - 69,961 |
Legal Capital Reserve $ 182,351 7,770 - - - - - 190,121 7,261 - - - - - $ 197,382 |
SpecialCapital Reserve $ 3,279 - 201 - - - - 3,480 - ( 3,480 ) - - - - $ - |
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( ( ( |
( ( ( |
$ 1,233,621 - - 55,969 ) 66,865 10,579 77,444 1,255,096 - - 62,966) 87,509 4,381 ) 83,128 $ 1,275,258 |
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FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands of New Taiwan Dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation expense Amortization expense Expected credit loss Finance costs Interest income Loss on disposal or retirement of property, plant and equipment, net Gain on disposal of non-current assets held for sale Reversal of write-down of inventories Loss (gain) on foreign exchange, net Changes in operating assets and liabilities Contract assets Notes receivable Accounts receivable Other receivables Inventories Prepayments Other current assets Net defined benefit assets Contract liabilities Notes payable Accounts payable Other payables Other current liabilities Cash (used in) generated from operations Interest received Interest paid Income taxes paid Net cash (used in) generated from operating activities |
2025 $ 107,837 13,463 997 15 7,039 ( 9,253 ) - - ( 474 ) 342 ( 322,971 ) 2,276 ( 81,952 ) ( 794 ) ( 94,738 ) ( 15,693 ) ( 18,020 ) 28,203 49,917 ( 17 ) 63,360 313 ( 383) ( 270,533 ) 9,253 ( 7,020 ) ( 25,051) ( 293,351) |
2024 |
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| $ 90,231 14,018 1,651 721 1,229 ( 4,806 ) 145 ( 1,440 ) ( 198 ) ( 964 ) 79,360 ( 2,883 ) ( 77,266 ) 37,105 28,465 3,519 6,737 ( 260 ) ( 11,081 ) 175,454 3,949 22,629 366,315 4,806 ( 1,175 ) ( 23,594) 346,352 |
(Continued)
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FORTUNE INFORMATION SYSTEMS CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands of New Taiwan Dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Acquisitions of financial assets at amortized cost Proceeds from disposal of financial assets at amortized cost Proceeds from the disposal of non-current assets held for sale Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Refundable deposits paid Acquisitions of Intangible assets Net cash (used in) generated from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term borrowings Decrease in short-term borrowings Increase in short-term bills payable Decrease in short-term bills payable Repayment of the principal portion of lease liabilities Decrease in other non-current liabilities Cash dividends paid Net cash used in financing activities EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD CASH AND CASH EQUIVALENTS AT END OF THE PERIOD |
2025 ( $ 14,800 ) 29,488 - ( 185 ) - ( 64,406 ) ( 858) ( 50,761) 290,000 ( 180,000 ) 280,000 ( 280,000 ) ( 8,574 ) ( 527 ) ( 62,966) 37,933 ( 803) ( 306,982 ) 588,933 $ 281,951 |
2024 |
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| ( $ 42,269 ) 79,832 4,695 ( 2,937 ) 9 ( 34,697 ) ( 442) 4,191 120,000 ( 150,000 ) - ( 50,000 ) ( 8,645 ) ( 2,006 ) ( 55,969) ( 146,620) 1,329 205,252 383,681 $ 588,933 |
The accompanying notes are an integral part of the consolidated financial statements.
(Concluded)
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FORTUNE INFORMATION SYSTEMS CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
1. GENERAL
Fortune Information Systems Corp.(hereinafter referred to as the "Company") was established on April 11, 1977 in Taipei City. Its main business activities include: (1) buying, selling, leasing and repairing office machines, office automation equipment, computers and other information equipment, computer peripherals, microfilm equipment, devices, and their parts, accessories and supplies; (2) system analysis and programming of computer and other information software; (3) data processing services for clients, etc.
The Company's shares were listed on the Taipei Exchange since December 4, 1999 。 In September 17, 2001 , its shares were transferred to list on the Taiwan Stock Exchange.
As of December 31, 2025, the Company has four branches located in Taoyuan, Hsinchu, Taichung, and Kaohsiung.
WPG Holdings Co., Ltd. became the ultimate parent company of the Company through a public tender offer in April 2025, and as of December 31, 2025, held 47.67% of the Company's shares.
The consolidated financial statements are presented in the Company’s functional currency, the New Taiwan dollar.
2. APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS
The Board of Directors approved the consolidated financial statements on March 6 2026.
3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, “IFRS Accounting Standards”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)
The initial application of the amendments to the IFRS Accounting Standards endorsed and issued into effect by the FSC did not have a material impact on the accounting policies of the Company and its subsidiaries (collectively as the “Group”).
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b. The IFRS Accounting Standards endorsed by the FSC for application starting from 2026
Effective Date New IFRSs Announced by IASB Amendments to IFRS 9 and IFRS 7 January 1, 2026 “Amendments to the Classification and Measurement of Financial Instruments” Amendments to IFRS 9 and IFRS 7 January 1, 2026 “Contracts Referencing Nature– dependent Electricity” Annual Improvements to IFRS January 1, 2026 Accounting Standards - Volume 11 IFRS 17 “Insurance Contracts”(including January 1, 2023 the amendments issued in 2020 and 2021)
As of the date the consolidated financial statements were authoriz ed for issue, the Group had assessed that the application of above standards would not have a material impact on the Group’ s financial position and financial performance.
- c. The IFRS Accounting Standards in issue by IASB but not yet endorsed and issued into effect by the FSC
New, Amended and Revised Standards and Effective Date Announced Interpretations by IASB ( Note 1 ) Amendments to IFRS 10 and IAS 28 “Sale or To be determined by IASB Contribution of Assets between an Investor and its Associate or Joint Venture” IFRS 18 “Presentation and Disclosures in Financial January 1, 2027(Note 2) Statements” IFRS 19 “Subsidiaries without Public Accountability: January 1, 2027 Disclosures” Translation to a Hyperinflationary Presentation January 1, 2027 Currency (IAS 21)
Note 1: Unless stated otherwise, the above IFRS Accounting Standards are effective for annual reporting periods beginning on or after their respective effective dates.
Note 2: On September 25, 2025, the FSC announced that IFRS 18 will take effect starting from January 1, 2028. If early adoption is needed, domestic entities could elect to apply IFRS 18 for an earlier period after the endorsement of IFRS 18 by the FSC.
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IFRS 18 “Presentation and Disclosures in Financial Statements” and consequential amendments
IFRS 18 will supersede IAS 1” Presentation of Financial Statements”. The main changes comprise:
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⚫ To classify items of income and expenses presented in the statement of profit or loss into the operating, investing, financing, income taxes and discontinued operations categories, the Group shall assess whether it has specified main business activities of investing in particular types of assets and providing financing to customers.
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⚫ The statement of profit or loss shall present totals and subtotals for operating profit or loss, profit or loss before financing and income taxes and profit or loss.
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⚫ Provides guidance to enhance the requirements of aggregation and disaggregation: The Group shall identify the assets, liabilities, equity, income, expenses and cash flows that arise from individual transactions or other events and shall classify and aggregate them into groups based on shared characteristics, so as to result in the presentation in the primary financial statements of line items that have at least one similar characteristic. The Group shall disaggregate items with dissimilar characteristics in the primary financial statements and in the notes. The Group labels items as ‘other’ only if it cannot find a more informative label.
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⚫ Disclosures on Management-defined Performance Measures (MPMs): When in public communications outside financial statements and communicating to users of financial statements management’s view of an aspect of the financial performance of the Group as a whole, the Group shall disclose related information about its MPMs in a single note to the financial statements, including the description of such measures, calculations, reconciliations to the subtotal or total specified by IFRS Accounting Standards and the income tax and non-controlling interests effects of related reconciliation items.
In addition, the following consequential amendments have been made to IAS
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7 “Statement of Cash Flows”:
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⚫ The Group shall use operating profit or loss as the starting point when presenting cash flows from operating activities under the indirect method.
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⚫ Interest and dividends received by the Group shall be classified as investing activities, while interest and dividends paid shall be classified as financing activities. However, if, after assessment, the Group has a specific main operating activity, it shall determine how to classify dividends received, interest received and interest paid in the statement
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of cash flows by referring to how it classifies dividend income, interest income and interest expense in the statement of profit or loss. The total of each of these cash flows shall be classified in a single category in the statement of cash flows.
Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing impacts of the above amended standards and interpretations on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
4. SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION
a. Statement of Compliance
The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS Accounting Standards as endorsed and issued into effect by the FSC.
b. Basis of Preparation
The consolidated financial statements have been prepared on a historical cost basis except for financial instruments measured at fair value and net de fined benefit liabilities (assets) which are measured at the present value of the defined benefit obligation less the fair value of plan assets.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:
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(1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
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(2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
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(3) Level 3 inputs are unobservable inputs for the asset or liability.
c. Current and Non-current Assets and Liabilities
Current assets include:
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(1) Assets held primarily for the purpose of trading;
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(2) Assets expected to be realized within 12 months after the reporting period; and
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(3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least one operating cycle after the reporting period.
Current liabilities include:
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(1) Liabilities held primarily for the purpose of trading;
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(2) Liabilities due to be settled within 12 months after the reporting period; and
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(3) It does not have substantive rights to defer settlement of the liability for at least twelve months after the reporting period.
All other assets and liabilities are classified as non-current.
d. Basis of Consolidation
The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (the subsidiaries). Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statements of profit or loss and other comprehensive income from the effective date of acquisition up to the effective dates of disposal, as appropriate. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company. All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.
Please refer to Note 11 and Table 4 for the subsidiaries’ name, percentage of shares owned by the Company and main businesses.
e. Foreign Currencies
When an entity prepares its financial statements, transactions denominated in currencies other than the entity’s functional currency (foreign currencies) are recorded by translating the foreign currency amounts into the functional currency using the exchange rate at the date of the transaction.
Foreign currency monetary items are translated using the closing exchange rate at each balance sheet date. Exchange differences arising from the settlement of monetary items or from the translation of monetary items at exchange rates different from those at which they were initially recorded are recognized in profit or loss in the period in which they arise.
Foreign currency non-monetary items measured at fair value are translated using the exchange rate at the date when the fair value is determined. Exchange differences arising from such translation are recognized in profit or loss for the period. However, if the changes in fair value are recognized in other comprehensive income, the related exchange differences are also recognized in other comprehensive income.
- 18 -
Foreign currency non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and are not retranslat ed subsequently.
When preparing consolidated financial statements, the assets and liabilities of foreign operations (including subsidiaries whose functional currency is different from that of the parent company) are translated into New Taiwan Dollars using the exchange rate at each balance sheet date. Revenues and expenses are translated using the average exchange rate for the period, a nd the resulting exchange differences are recognized in other comprehensive income.
If the group company disposes of its entire interest in a foreign operation, the cumulative exchange differences related to that foreign operation are reclassified to profit or loss.
f. Inventories
Inventories are measured at the lower of cost or net realizable value. Inventories are assessed item by item, except those with similar characteristics which are assessed collectively. Net realizable value refers to the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale. The weighted-average method is used in the calculation of cost.
g. Property, Plant and Equipment
Property, plant and equipment are recognized at cost and subsequently measured at cost less accumulated depreciation and accumulated impairment losses. Owned land is not depreciated.
Except for certain equipment, air conditioning systems, and renovation projects which are depreciated using the declining balance method, the Group depreciates all other assets on a straight-line basis over their estimated useful lives, with each significant component depreciated separately. The Group reviews the estimated useful lives, residual values, and depreciation methods at least at each financial year-end, and applies any changes in accounting estimates prospectively.
Upon derecognition of property, plant and equipment, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.
h. Investment properties
Investment properties are properties held to earn rental income, for capital appreciation, or both. Investment properties also include land held currently with an undetermined future use.
- 19 -
Owned investment properties are initially measured at cost, including transaction costs, and subsequently measured at cost less accumulated depreciation and accumulated impairment losses. The Group depreciates buildings and structures using the straight-line method, while other components continue to be depreciated using the declining balance method.
Property classified under property, plant and equipment is reclassified as investment property when it ceases to be owner-occupied, using the carrying amount at the date of change in use.
Upon derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.
- i. Intangible Assets
Separately acquired intangible assets with finite useful lives are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment losses. These intangible assets are amortized on a straight-line basis over their estimated useful lives. The Group reviews the estimated useful lives, residual values, and amortization methods at least at the end of each financial reporting period, and applies the effects of any changes in accounting estimates prospectively.
Upon derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.
- j. Impairment of property, plant and equipment, investment properties, right-of-use assets, and intangible assets
At each balance sheet date, the Group assesses whether there is any indication that property, plant and equipment, investment properties, right -of-use assets, and intangible assets may be impaired. If any such indication exists, the recoverable amount of the asset is estimated. If it is not possible to estimate the recoverable amount of an individual asset, the Group determines the recoverable amount of the cash-generating unit (CGU) to which the asset belongs. Shared assets are allocated to the smallest group of CGUs on a reasonable and consistent basis.
The recoverable amount is the higher of fair value less costs of disposal and value in use. If the recoverable amount of an individual asset or a cash-generating unit (CGU) is less than its carrying amount, the carrying amount is reduced to its recoverable amount, and an impairment loss is recognized in profit or loss.
- 20 -
Inventory, property, plant and equipment, and intangible assets recognized under customer contracts are first assessed for impairment in accordance with the impairment provisions for inventory and the policies outlined above. Subsequently, if the carrying amount of contract cost assets exceeds the remaining amount of consideration expected to be received for the related goods or services, less the directly related costs, the excess is recognized as an impairment loss. The carrying amount of contract cost assets is then included in the cash-generating unit (CGU) to conduct the impairment assessment for the CGU.
If an impairment loss is subsequently reversed, the carrying a mount of the asset, cash-generating unit (CGU), or contract cost asset is increased to its revised recoverable amount. However, the increased carrying amount shall not exceed the carrying amount that would have been determined had no impairment loss been recognized in prior years, after adjusting for amortization or depreciation. A reversal of an impairment loss is recognized in profit or loss.
k. Non-current Assets Held for Sale
The book value of non-current assets classified as held for sale is expected to be recovered primarily through sale. Being classified as held for sale, the assets should be available for immediate sale. Being available for immediate sale means the management is committed to a planned sale and the sale is highly probable within 12 months.
Assets classified as non-current assets held for sale are measured at the lower of the carrying amount and fair value less costs to sell, and should not be depreciated.
l. Financial Instruments
Financial assets and financial liabilities are recognized in the consolidated balance sheets when the Group becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisi tion or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss (FVTPL)) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition.
- 1) Financial assets
The Group adopts trade-date accounting to recognize and derecognize financial assets.
-
21 -
-
a) Measurement category
Financial assets are classified into the following categories: Financial assets at amortized cost, and debt instrument investments measured at fair value through other comprehensive income (FVOCI).
i. Financial assets at amortized cost
Financial assets that meet the following conditions are subsequently measured at amortized cost:
i) The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
ii) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, Time deposits with original maturities of more than three months, notes and accounts receivable(including non-current), other receivables, refundable deposits, are measured at amortized cost, which equal to gross carrying amount determined by the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.
Interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset.
Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.
-
ii Debt instrument investments measured at fair value through other comprehensive income (FVOCI)
-
i) The financial asset is held within a business model whose objecti ve is achieved by both collecting contractual cash flows and selling financial assets; and
-
ii) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Debt instrument investments measured at fair value through other comprehensive income (FVOCI) are measured at fair value. Changes in the carrying amount that relate to interest income calculated using the effective interest method, foreign exchange gains or losses, and impairment losses or
- 22 -
reversals are recognized in profit or loss. Other changes in fair value are recognized in other comprehensive income and are reclassified to profit or loss upon disposal of the investment.
- b) Impairment of financial assets and contract assets
The Group recognizes a loss allowance for expected credit losses (ECLs) on financial assets at amortized cost (including notes and accounts receivables) , Debt instrument investments measured at fair value through other comprehensive income (FVOCI), contract assets.
The loss allowances for notes and accounts receivables, contract assets are measured at an amount equal to lifetime ECLs. For other financial assets, when the credit risk on the financial instrument has not increased significantly since initial recognition, a loss allowance is recognized at an amount equal to 12-month ECLs. If, on the other hand, there has been a significant increase in credit risk since initial recognition, a loss allowance is recognized at an amount equal to lifetime ECLs.
ECLs reflect the weighted average of credit losses with the respective risks of a default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.
For the purpose of internal credit risk management, and without considering any collateral held, the Group considers a financial asset to be in default when any of the following conditions are met:
-
i. Internal or external information indicates that the debtor is unlikely to repay its obligations in full.
-
ii. The financial asset is more than one year past due, unless there is reasonable and supportable information demonstrating that a longer default criterion is more appropriate.
Impairment losses on all financial assets are recognized by reducing the carrying amount through an allowance account, except for debt instrument investments measured at fair value through other comprehensive income (FVOCI), for which the allowance is recognized in other compreh ensive income and does not reduce the carrying amount of the asset.
- c) Derecognition of financial assets
The Group derecognizes financial assets only when the contractual rights of the cash flows from the asset expire or when it transfers the financial asset
- 23 -
and substantially all the risks and rewards of ownership of the asset to another party.
On derecognition of a financial asset at amortized cost in its entir ety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of a debt instrument investment measured at fair value through other comprehensive income (FVOCI), the difference between its carrying amount and the total of the consideration received and any cumulative gain or loss previously recognized in other comprehensive income is recognized in profit or loss.
- 2) Equity instruments
Equity instruments issued by the Group are classified as equity based on the substance of the contractual arrangements and the definitions of an equity instrument.
Equity instruments issued by the Group are recognized at the amount of consideration received, net of directly attributable transaction costs.
-
3) Financial liabilities
-
a) Recognition
All financial liabilities are measured at amortized cost calculated using the effective interest method.
- b) Derecognition of financial liabilities
The difference between the carrying amount of a financial liability derecognized and the consideration paid is recognized in profit or loss .
m. Provisions
Provisions are recognized based on the best estimate of the expenditure required to settle the obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation. Provisions are measured at the present value of the estimated cash flows required to settle the obligation.
Warranty obligations under sales contracts are recognized at the time the related revenue is recognized, based on management’s best estimate of the expenditure required to settle the Group’s obligations.
n. Revenue Recognition
After identifying the performance obligations in a customer contract, the Group allocates the transaction price to each performance obligation and recognizes revenue when the performance obligation is satisfied.
-
24 -
-
1) Revenue from sale of goods
Revenue from the sale of goods is derived from the sales of software, hardware, and electronic equipment products. Revenue and contract assets are recognized at the point in time when control of the goods is transferred to the customer, which occurs upon shipment, as the customer has agreed -upon pricing and rights to use the goods, bears the primary responsibility for resale, and assumes the risk of obsolescence. Contract assets are subsequently reclassified as trade receivables when the remaining performance obligations are fulfilled. Advance payments for product sales are recognized as contract liabilities until the products are del ivered.
-
2) Revenue from the provision of services
-
Service revenue is derived from software and hardware system integration services and maintenance services.
As the Group performs the services, the customer simultaneously receives and consumes the benefits of the performance, and therefore, the related revenue is recognized over time as the services are provided. Since the contract stipulates that payment is made upon customer acceptance, the Group recognizes a contract asset during service performance, whi ch is reclassified as a trade receivable upon completion of acceptance.
o. Leases
At inception of a contract, the Group assesses whether the contract is, or contains, a lease.
- 1) The Group as lessor
Leases in which the lessee assumes substantially all of the risks and rewards of ownership are classified as finance leases. All other leases are classified as operating leases.
Under operating leases, lease payments, net of lease incentives, are recognized as income on a straight-line basis over the lease term.
- 2) The Group as lessee
The Group recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.
Right-of-use assets are initially measured at cost, which includes the initial amount of the lease liability. Subsequently, they are measured at cost less accumulated depreciation. Right-of-use assets are presented separately in the consolidated balance sheet.
- 25 -
Right-of-use assets are depreciated on a straight-line basis from the commencement date of the lease to the earlier of the end of the asset’s useful life or the end of the lease term.
Lease liabilities are initially measured at the present value of lease payments, including fixed payments. If the interest rate implicit in the lease is readily determinable, lease payments are discounted using that rate. If not, the lessee’s incremental borrowing rate is used.
Subsequently, lease liabilities are measured at amortized cost using the effective interest method, and interest expense is allocated over the lease term. If changes in the lease term or in an index or rate used to determi ne lease payments result in a change in future lease payments, the Group remeasures the lease liability and adjusts the right-of-use asset accordingly. However, if the carrying amount of the right-of-use asset has been reduced to zero, any remaining remeasurement amount is recognized in profit or loss. Lease liabilities are presented separately in the consolidated balance sheet.
p. Borrowing costs
Borrowing costs are recognized as an expense in the period in which they are incurred.
q. Employee Benefits
- 1) Short-term employee benefits
Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.
- 2) Post-employment benefits
Obligations for contributions to defined contribution pension plans are recognized as an expense in profit or loss in the periods during which services are rendered by employees.
The defined benefit costs (including service cost, net interest, and remeasurement) of defined benefitplan use the projected unit credit method for the actuarial valuation. Service cost (including current service cost) and net interest on the net defined benefit liability (asset) are recognized under employee benefit expense as they occur. Remeasurement (including actuarial gains and losses and the return on plan assets, excluding amounts included in net interest) is recognized in other comprehensive income (loss) in retained earnings as it occurs, and is not reclassified to profit or loss subsequently.
- 26 -
Net defined benefit asset is the surplus of the contributions in a defined benefit retirement plan. The net defined benefit asset shall not exceed the present value of any future refunds from the plan or reductions in future contributions.
r. Income Tax
Income tax expense represents the sum of the tax currently payable and deferred tax.
1) Current taxes
Income tax payable (refundable) is based on taxable profit (loss) for the year determined in accordance with the applicable tax laws of each tax jurisdiction.
An additional surtax on undistributed earnings, computed in accordance with the Income Tax Act of the ROC, is recognized in current taxes in the year of approval by a stockholders’ meeting resolution.
Adjustments to income tax payable for prior years are included in current income tax.
- 2) Deferred taxes
Deferred income tax is calculated based on the temporary differences between the carrying amounts of assets and liabilities in the financial statements and their tax bases used in the computation of taxable i ncome.
Deferred income tax liabilities are generally recognized for all taxable temporary differences, whereas deferred income tax assets are recognized to the extent that it is probable that taxable profits will be available against which the deductible temporary differences can be utilized.
Deferred income tax liabilities are recognized for all taxable temporary differences related to investments in subsidiaries, except to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred income tax assets related to such investments are recognized only to the extent that it is probable that sufficient taxable profits will be available to utilize the temporary differences and that the temporary differences are expected to reverse in the foreseeable future.
The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow the asset to be recovered in whole or in part. Previously unrecognized deferred income tax assets are also reviewed at each balance sheet date and recognized to the exten t that it has become probable that future taxable profits will be available against which the assets can be utilized.
- 27 -
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the liability is settled or the asset is realized, based on tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date. The measurement of deferred income tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the balance sheet date, to recover or settle the carrying amount of its assets and liabilities.
- 3) Current and deferred income tax
Current and deferred income tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income or directly in equity. In such cases, the current and deferred income tax is recognized in other comprehensive income or directly in equity, respectively.
5. MATERIAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
When adopting accounting policies, the management of the Group must make judgments, estimates, and assumptions based on historical experience and other relevant factors for information that is not readily available fro m other sources. The resulting accounting estimates and assumptions might be different from the actual results.
When the Group is developing significant accounting estimates, it incorporates the potential impact into considerations for significant estimates related to cash flow projections, growth rates, discount rates, profitability, and other relevant factors. The management will continuously review estimates and underlying assumptions.
The accounting policies, estimates, and underlying assumptions adopte d by the Group have been assessed by management, and no significant accounting judgments, estimates, or assumptions with uncertainty were identified.
6. CASH AND CASH EQUIVALENTS
| H AND CASH EQUIVALENTS | |||
|---|---|---|---|
| Cash on hand and revolving funds Checking accounts and demand deposits Cash equivalents Repurchase agreements |
December 31, 2025 $ 393 141,922 139,636 $ 281,951 |
December 31, 2024 | |
| $ 394 299,576 288,963 $ 588,933 |
Interest rate range during reporting period
| Repurchase agreements | December 31, 2025 1.42% ~1.45% |
December 31, 2024 |
|---|---|---|
1.46%~1.50% |
- 28 -
7. FINANCIAL ASSETS AT AMORTIZED COST
December 31, 2025 December 31, 2024 Time deposits with original - maturity more than 3 months $ $ 15,503
As of December 31, 2024, with yearly interest rates of time deposits with original maturity more than 3 months is 3.00%.
| 8. NOTES RECEIVABLE, ACCOUNTS RECEIVABLE RECEIVABLE December 31, 2025 Notes receivable Gross carrying amount at amortized cost $ 1,821 Accounts receivable Gross carrying amount at amortized cost $ 357,934 Less: Unrealized interest income ( 3,603 ) Less: Allowance for impairment loss ( 159) $ 354,172 Current $ 254,723 Non-current $ 99,449 |
AND OTHER December 31, 2024 $ 4,097 $ 273,523 ( 349 ) ( 939) $ 272,235 $ 267,059 $ 5,176 |
|---|---|
The average credit period of receivable was 60 to 120 days. In order to mitigate credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure the recoverability of receivables. In addition, the Group reviews the recoverable amount of trade receivables at balance sheet dates to ensure that adequate allowance is provided for possible irrecoverable amounts. In this regard, the management believes the Group’s credit risk could be reasonably reduced.
The Group provides for expected credit losses which permits the use of lifetime expected loss provision for all receivable. The expected credit losses on receivable are estimated using a provision matrix by reference to the past default experience of the debtor, the debtor’s current financial position, economic condition of the industry in which the debtor operates, as well as the GDP forecasts and industry outlook. According to loss patterns for different customer segment, the provision of loss allowance is based on past due status.
The Group writes off a trade receivable when there are evidences indicating that the counterparty is in severe financial difficulty and the trade receivable is considered uncollectible. For trade receivables that have been
- 29 -
written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.
The following table details the loss allowance of notes and receivables based on the Group’s provision matrix.
December 31, 2025
Gross carrying amount(including unrealizedinterest income )Loss allowance (Lifetime ECLs) Amortized cost |
Not Past Due |
Overdue 1-60 days |
Overdue 61-90 days |
Overdue 61-90 days |
Overdue 91-120 days |
Overdue 91-120 days |
O v e r d u e Over 120 days |
O v e r d u e Over 120 days |
Total | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
( |
$ 350,611 159) $ 350,452 |
$ 2,321 - $ 2,321 |
$ - - $ - |
$ - - $ - |
$ 3,220 - $ 3,220 |
( |
$ 356,152 159) $ 355,993 |
December 31, 2024
Gross carrying amount(including unrealizedinterest income )Loss allowance (Lifetime ECLs) Amortized cost |
Not Past Due |
Overdue 1-60 days |
Overdue 61-90 days |
Overdue 61-90 days |
Overdue 91-120 days |
Overdue 91-120 days |
O v e r d u e Over 120 days |
O v e r d u e Over 120 days |
Total | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
( |
$ 268,090 135) $ 267,955 |
$ 6,681 - $ 6,681 |
$ 688 - $ 688 |
$ - - $ - |
( |
$ 1,812 804) $ 1,008 |
( |
$ 277,271 939) $ 276,332 |
The movements of the loss allowance of receivable were as follow:
| Balance at January 1 Add: Net remeasurement of (reversal) loss allowance Less:Write-off Balance at December 31 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | |
|---|---|---|---|---|
| 2025 $ 939 15 795) $ 159 |
2024 | |||
( |
$ 218 721 - $ 939 |
9. Non-current Assets Held for Sale
Property, plant and equipment held for sale
| December 31, 2025 $ 19,658 |
December 31, 2024 | December 31, 2024 |
|---|---|---|
| $ 20,710 |
The Group plans to sell real estate located in Hong Kong, and is currently actively seeking buyers. Since the expected selling price is anticipated to exceed the book value of the related assets, no impairment loss has been recognized when classifying these assets as held for sale non-current assets.
10. INVENTORIES
| VENTORIES | |||
|---|---|---|---|
| Merchandise | December 31, 2025 $ 276,837 |
December 31, 2024 | |
| $ 182,633 |
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For the years ended December 31, 2025 and 2024, the cost of goods sold related to inventories amounted to $1,858,910thousand, $1,470,172 thousand, respectively, which including the inventory reversal of write-down totaling $474 thousand and $198 thousand, respectively. The reversal of the write-down of inventories to net realizable value was attributable to the sale of those inventories previously written down.
11. SUBSIDIARIES
- a. Subsidiaries included in the consolidated financial statements
Entities included in the Group’s consolidated financial statements were as follows:
| ows: | |||
|---|---|---|---|
| Investor | Subsidiary | Main Business |
Percentage of Ownership December 31, 2025 December 31, 2024 Note |
| The Company |
Fortune Information System (In’) LTD. (HK FIS)SBAS (HK) LTD. (SBAS)Fortune Technology System Corp. (FTSC) |
Information Service Information Service Information Service |
100% 100% Note 1 100% 100% Note 1 100% 100% |
Note1: The company's board of directors resolved to approve the dissolution and liquidation of its subsidiaries, HK FIS and SBAS on May 9, 2024.
- b. Subsidiaries excluded from the consolidated financial statements: None.
12. PROPERTY, PLANT AND EQUIPMENT
| Cost Balance, January 1, 2025 Additions Disposals Reclassification Balance, December 31, 2025 Accumulated depreciation and impairment Balance, January 1, 2025 Disposals Depreciation Reclassification Balance, December 31, 2025 Carrying amount, December 31, 2025 |
Land $ 136,516 - - - $ 136,516 $ - - - - $ - $ 136,516 |
Buildings $ 122,530 - - - $ 122,530 $ 53,221 - 1,680 - $ 54,901 $ 67,629 |
Miscellaneous equipment $ 49,409 185 ( 1,290 ) 710 $ 49,014 $ 44,514 ( 1,290 ) 2,484 ( 8) $ 45,700 $ 3,314 |
Total | ||
|---|---|---|---|---|---|---|
$ 308,455 185 ( 1,290 ) 710 $ 308,060 $ 97,735 ( 1,290 ) 4,164 ( 8) $ 100,601 $ 207,459 |
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| Cost Balance, January 1, 2024 Additions Disposals Reclassification Net exchange difference Balance, December 31, 2024 Accumulated depreciation andimpairment Balance, January 1, 2024 Disposals Depreciation Reclassification Net exchange difference Balance, December 31, 2024 Carrying amount, December 31, 2024 |
Land $ 137,657 - - ( 1,141 ) - $ 136,516 $ - - - - - $ - $ 136,516 |
Buildings $ 132,665 - - ( 10,795 ) 660 $ 122,530 $ 56,268 - 1,879 ( 5,309 ) 383 $ 53,221 $ 69,309 |
Miscellaneous equipment $ 63,495 2,937 ( 1,329 ) ( 17,202 ) 1,508 $ 49,409 $ 43,429 ( 1,175 ) 2,863 ( 698 ) 95 $ 44,514 $ 4,895 |
Total |
|---|---|---|---|---|
| $ 333,817 2,937 ( 1,329 ) ( 29,138 ) 2,168 $ 308,455 $ 99,697 ( 1,175 ) 4,742 ( 6,007 ) 478 $ 97,735 $ 210,720 |
No impairment loss was recognized during the years ended December 31, 2025 and 2024.
The methods that property, plant and equipment are depreciated over the estimated useful life of the asset are as below:
| Buildings Primary building Air conditioning systems and renovation Miscellaneous equipment |
Depreciation method Straight-line basis Fixed-percentage-on- declining-base Fixed-percentage-on- declining-base |
Useful life |
|---|---|---|
| 50-60 years 15-20 years 3-25 years |
As of December 31, 2025 and 2024, there are no cases of mortgages or pledges on property, plant and equipment.
13. LEASE ARRANGEMENTS
- a. Right-of-use assets
| ht-of-use assets | ||||
|---|---|---|---|---|
| Carrying amount Buildings Machinery and equipment Additions to right-of-use assets |
December 31, 2025 $ 12,236 2,411 $ 14,647 December 31, 2025 $ 2,463 |
December 31, 2024 $ 17,724 3,135 $ 20,859 December 31, 2024 |
||
| $ 16,337 |
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December 31, 2025
December 31, 2024
| Depreciation charge for right-of-use assets Land Buildings Machinery and equipment |
$ - 6,268 2,407 $ 8,675 |
$ 424 6,343 1,845 $ 8,612 |
|---|---|---|
Except for the recognized depreciation, the Group did not have significant sublease or impairment of right-of-use assets during the years ended December 31, 2025 and 2024.
b. Lease liabilities
| se liabilities | |
|---|---|
| December 31, 2025 | December 31, 2024 |
| Carrying amount | |
| Current $ 8,324 |
$ 7,800 |
| Noncurrent $ 6,496 |
$ 13,131 |
| Range of discount rates for lease liabilities was as | follows: |
| December 31, 2025 | December 31, 2024 |
| Buildings 1.19% ~2.71% |
0.88%~1.96% |
| Machinery and equipment 1.90% ~1.99% |
1.90%~1.99% |
c. Material lease-in activities and terms
The significant leasing items of the Group involve renting land and buildings for use as offices and warehouses, with lease terms ranging from 3 to 5 years. The Group does not have bargain purchase options to acquire the leasehold land and buildings at the end of the lease terms. In addition, the Group applies the recognition exemption to leases of buildings and office equipment as short-term lease and certain photocopier qualifying as low-value asset leases and does not recognize right-of-use assets and lease liabilities for these leases. Other material information for leases is as follow:
| Expenses related to short-term and low-value asset leases INVESTMENT PROPERTIES For the Year Ended December 31, 2025 Cost Balances at the beginning and end of the year Accumulated depreciation Balance, January 1, 2025 Depreciation Balance, December 31, 2025 Carrying amount, December 31, 2025 |
For the Year Ended | For the Year Ended | For the Year Ended | December 31 | December 31 | December 31 | December 31 | |||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | ||||||||||
( Land |
( |
|||||||||
| $ | $ 37,743 | |||||||||
| $ | $ 11,875 624 |
|||||||||
| $ | $ 12,499 | |||||||||
| $ | $ 25,244 |
14. INVESTMENT PROPERTIES
- 33 -
| For the Year Ended December 31, 2024 Cost Balances at the beginning and end of the year Accumulated depreciation Balance, January 1, 2024 Depreciation Balance, December 31, 2024 Carrying amount, December 31, 2024 |
$ 34,385 $ - - $ - $ 34,385 |
$ 37,743 $ 11,211 664 $ 11,875 $ 25,868 |
$ 72,128 |
|---|---|---|---|
$ 11,211 664 |
|||
| $ 11,875 | |||
$ 60,253 |
Depreciation expenses are recognized according to depreciation methods and useful life as follow:
| and useful life as follow: | ||
|---|---|---|
| Primary building Air conditioning systems and renovation |
Depreciation method Straight-line basis Fixed-percentage-on- declining-base |
Useful life |
| 50 years 5-15 years |
The fair value of investment properties was measured using Level 3 inputs by an independent appraiser, Mr. Chung-Hsien Lee, as of each balance sheet date. The valuation was performed using the comparative approach and the direct capitalization method under the income approach. Significant unobservable inputs used in the valuation include the discount rate. The resulting fair values are as follows:
| Fair value Discount rate |
December 31, 2025 $ 272,307 1.40% |
December 31, 2024 | December 31, 2024 |
|---|---|---|---|
| $ 265,290 1.65% |
All investment properties of the Group are owned right and interest.
15. BORROWINGS
- a. Short-term borrowings
| ROWINGS rt-term borrowings |
|||
|---|---|---|---|
| Unsecured loans | December 31, 2025 $ 110,000 |
December 31, 2024 | |
| $ - |
As of December 31, 2025, the annual interest rates of bank unsecured loans is 1.96%.
16. OTHER LIABILITIES
| HER LIABILITIES | |||
|---|---|---|---|
| Salaries and bonus payable Payable for receipts under custody Accrued annual leave payable Insurance payable Others |
December 31, 2025 $ 96,493 24,390 16,372 6,259 18,043 $ 161,557 |
December 31, 2024 | |
| $ 79,279 38,265 15,564 5,685 22,531 $ 161,324 |
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17. RETIREMENT BENEFIT PLANS
- a. Defined contribution plans
The pension scheme applicable to the Group and its domestic subsidiaries under the consolidated entity, in accordance with the Labor Pension Act, is a government-managed defined contribution plan. Contributions equal to 6% of employees' monthly wages are made to individual pension accounts at the Bureau of Labor Insurance.
Employees of the consolidated entity’s subsidiary in Hong Kong are members of a government-operated retirement benefit plan. The subsidiary is required to contribute a specified percentage of salary costs to the plan to fund the retirement benefits. The consolidated entity’s obligation under this government-operated plan is limited to making the specified contributions.
- b. Defined benefit plans
The pension plan adopted by the Group under the consolidated entity, in accordance with the Labor Standards Act of the Republic of China (Taiwan), is a government-managed defined benefit plan. Retirement benefits are calculated based on the employees’ years of service and the average monthly salary over the six months prior to the approved retirement date. The Company contributes 2% of total monthly wages to a dedicated account with the Bank of Taiwan, in the name of the Labor Retirement Reserve Supervisory Committee. Before the end of each fiscal year, if the account balance is estimated to be insufficient to cover the pension payments for employees expected to meet retirement criteria in the following year, the Company is required to make a supplementary contribution for the shortfall by the end of March of the following year. The dedicated account is managed by the Bureau of Labor Funds, Ministry of Labor, and the Group does not have the right to influence the investment strategy.
Within the consolidated entities, the Group reached an agreement in October 2025 with employees covered under the old pension scheme, in accordance with the Labor Standards Act and the Labor Pension Act, to settle their years of service under the old system. Therefore, no remeasurement of the defined benefit plan was conducted in 2025.
The amounts recognized in the consolidated balance sheet in respect of the defined benefit plan are as follows:
| Present value of defined benefit obligations Fair value of plan assets Net defined benefit assets |
December31,2024 | December31,2024 |
|---|---|---|
( ( |
$ 15,818 44,021) $ 28,203) |
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The movements in the net defined benefit asset are as follows
| Balance, January 1, 2024 Interest expense (income) Recognized in profit or loss Remeasurements Return on plan assets (excluding amounts included in net interest Actuarial loss (gain) Changes in financial assumptions Experience adjustments Recognized in other comprehensive income Payments from plan assets Balance, December 31, 2024 |
Present value of defined benefit obligations $ 19,628 134 134 - ( 326 ) 616 290 ( 4,234) $ 15,818 |
Fair value of plan assets ($ 40,391) ( 394) ( 394) ( 7,470 ) - - ( 7,470) 4,234 ($ 44,021) |
Net defined benefit assets |
|---|---|---|---|
| ($ 20,763) ( 260) ( 260) ( 7,470 ) ( 326 ) 616 ( 7,180) - ($ 28,203) |
The consolidated entity is exposed to the following risks under the pension scheme governed by the Labor Standards Act:
-
1) Investment Risk: The Bureau of Labor Funds, Ministry of Labor, ma nages the labor retirement fund through both direct management and outsourcing, investing the fund in domestic (and foreign) equity securities, debt securities, and bank deposits, among other assets. However, the return on the consolidated entity’s plan assets is calculated based on an amount not lower than the interest rate of a 2-year fixed deposit at a local bank.
-
2) Interest Rate Risk: A decrease in the interest rate on government bonds would increase the present value of the defined benefit obligation. However, the return on the debt investments within the plan assets would also increase, partially offsetting the impact on the net defined benefit asset.
-
3) Salary Risk: The calculation of the present value of the defined benefit obligation is based on the future salaries of plan members. Therefore, an increase in the salaries of plan members will result in an increase in the present value of the defined benefit obligation.
The present value of the Group's defined benefit obligation is actuarially determined by a qualified actuary. The significant assumptions as of the measurement date are as follows:
| ent date are as follows: | |
|---|---|
| Discount rate Expected salary growth rate |
December 31, 2024 |
| 1.50% 3.00% |
- 36 -
If the significant actuarial assumptions were to change by a reasonable possible amount, with all other assumptions held constant, the effect on the present value of the defined benefit obligation would be as follows:
| Discount rate Increase 0.25% Decrease 0.25% Expected salary growth rate Increase 0.25% Decrease 0.25% |
December 31, 2024 | December 31, 2024 |
|---|---|---|
| ( ( |
$ 317) $ 326 $ 316 $ 309) |
Since actuarial assumptions may be interrelated, the likelihood of a change in a single assumption alone is low. Therefore, the sensitivity analysis above may not fully reflect the actual changes in the present value of the defined benefit obligation.
| ligation. | ||
|---|---|---|
Expected contributions within one year Average duration of the defined benefit obligation |
December 31, 2024 | |
| $ 487 8.1 years |
18. EQUITY
- a. Common shares
| Number of shares authorized (in thousand) Shares authorized Number of shares issued and fully paid (in thousand) Shares capital ital surplus Arising from issuance of common shares Arising from treasury share transactions |
December 31, 2025 107,000 $ 1,070,000 69,961 $ 699,612 December 31, 2025 $ 37,105 25,256 $ 62,361 |
December 31, 2024 | December 31, 2024 |
|---|---|---|---|
107,000 $ 1,070,000 69,961 $ 699,612 December 31, 2024 |
|||
| $ 37,105 25,256 $ 62,361 |
- b. Capital surplus
Capital surplus generated from the excess of the issue price over the par value of capital stock(including the issuance of common stock and treasury share transactions above face value, etc.), may used to offset a deficit, in addition, when the Company have no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital , however, when capital is allocated, it is limited to a certain percentage of the Company’s capital surplus and once a year.
-
37 -
-
c. Retained earnings and dividend policy
The Company’s Articles of Incorporation provide that appropriation for legal reserve should be made at 10% of annual net income, less any accumulated deficit. From the remainder of the net income, appropriation for special reserve will be made based on relevant laws and regulations. Any further remaining profits plus unappropriated earnings shall be distributed in accordance with the proposal submitted by the Board of Directors for approval at a stockholders’ meeting. For the policies on distribution compensation of employees, please refer to Note 20(f).
The Company is currently in the growth phase of its industry life cycle, and in order to consider the future funding needs of the Company and meet the needs of shareholders for cash inflows, if there are undistributed profits after the annual settlement, not less than 60% of the net income shall be distributed as dividends to shareholders, of which cash dividends shall not exceed 50% of the total cash and stock dividends paid out during the year. However, when the earnings per share for the year are less than NT$ 3, the proportion of cash dividends paid out may be increased to a maximum of 100%.
Appropriation of earnings to legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. Legal reserve may be used to offset deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.
The Company appropriated a special legal reserve upon its initial adoption of IFRSs. In accordance with the relevant regulations governing the appropriation of special legal reserves, if a company has already appropriated a special legal reserve upon its initial adoption of IFRSs, it shall appropriate an additional special legal reserve for the difference between the amount already appropriated and the net amount of other components of equity deducted. Subsequently, when the net amount of other components of equity deducted is reversed, the corresponding portion of the special legal reserve may be reversed and distributed as earnings.
The appropriation of earnings for 2024 and 2023 which was resolved by the Company’s shareholders’ meeting on June 30 2025 and June 18 2024 was as follows:
| ows: | |||
|---|---|---|---|
| Legal reserve Special reserve Cash dividends |
Appropriation of Earnings 2024 2023 $ 7,261 $ 7,770 ( 3,480 ) 201 62,966 55,969 |
Dividend Per Share (NT$) |
|
| 2024 $ 7,261 ( 3,480 ) 62,966 |
2024 $ 0.9 |
2023 | |
| $ 0.8 |
- 38 -
The appropriation of earnings for 2025, which was proposed by the Board of Directors of the company was as follows:
| Legal reserve Special reserve Cash dividends |
Appropriation of Earnings $ 8,546 977 69,961 |
Dividend Per Share (NT$) |
|---|---|---|
| $ 1.0 |
The proposed earnings distribution for 2025 is subject to approval at the Annual General Meeting of shareholders scheduled to be held on May 27, 2026.
19. REVENUE
a. Contract balances
| ENUE ntract balances |
||||
|---|---|---|---|---|
Accounts receivables (Note 8) Contract assets System Integration Services Contract liability System Integration |
December 31, 2025 $ 354,172 $ 813,155 $ 128,432 |
December 31, 2024 $ 272,235 $ 490,184 $ 78,515 |
January 1, 2024 | |
| $ 195,690 $ 569,544 $ 89,596 |
The Group measures the loss allowance for contract assets at an amount equal to lifetime ECLs. The contract assets will be transferred to accounts receivable when the corresponding invoice is billed to the client, and the contract assets have substantially the same risk as the trade receivables. Therefore, the Group concluded that the expected loss rates for trade receivables can be applied to the contract assets.
The changes in contract assets and contract liabilities mainly arise from the timing differences between the satisfaction of performance obligations and customer payments. During the current year, apart from adjustments based on the measurement of the percentage of completion, there were no significant changes.
b. Revenue from contracts with customers
| nuefrom contracts with customers | ||||
|---|---|---|---|---|
| Type of products or services Revenue from the sale of goods and system integration Revenue from rendering of services |
For the Year Ended December 31 | |||
| 2025 $ 2,106,454 587,749 $ 2,694,203 |
2024 | |||
| $ 1,689,289 556,963 $ 2,246,252 |
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20. NET INCOME
- a. Other gains and losses
| ET INCOME Other gains and losses |
||||||
|---|---|---|---|---|---|---|
| Net foreign exchange gain(loss) Loss(gain) on disposal of property, plant and equipment Gain on disposal of non-current assets held for sale Others Interest income Bank deposits Installment Accounts Receivable Interest Others |
For the Year Ended | December 31 | ||||
| 2024 $ 346 ( 145 ) 1,440 - $ 1,641 December31 2024 $ 4,061 664 81 $ 4,806 |
2024 | |||||
| 2025 $ 3,873 5,301 79 $ 9,253 |
||||||
b. Interest income
- c. Finance costs
| Installment Accounts Receivable Interest Others ance costs |
5,301 79 $ 9,253 |
664 81 $ 4,806 |
664 81 $ 4,806 |
|
|---|---|---|---|---|
| Interest expense on lease liabilities Interest expense on bank loans Installment Accounts Receivable Interest Others |
FortheYear Ended | December31 | ||
| 2025 $ 356 1,924 4,734 25 $ 7,039 |
2024 | |||
| $ 123 1,106 - - $ 1,229 |
- d. Depreciation and amortization
| Property, plant and equipment Right-of-use assets Investment property Other intangible assets Total An analysis of depreciation by function Operating costs Operating expenses An analysis of amortization by function Operating costs Operating expenses ployee benefits expenses Short-term employee benefits Salary |
For the Year Ended | For the Year Ended | December 31 | December 31 | |
|---|---|---|---|---|---|
| 2025 $ 4,164 8,675 624 997 $ 14,460 $ 8,849 4,614 $ 13,463 $ 361 636 $ 997 For the Year Ended |
2024 $ 4,742 8,612 664 1,651 $ 15,669 $ 8,404 5,614 $ 14,018 $ 263 1,388 $ 1,651 December 31 2024 $ 323,094 |
2024 | |||
-
e. Employee benefits expenses
-
40 -
| Labor and health insurance Others Post-employment benefits(Note 17) Defined contribution plans Defined benefit plans Total employee benefits expenses An analysis of employee benefits expense by function Operating costs Operating expenses |
For the Year Ended | December 31 | December 31 | |
|---|---|---|---|---|
| 2025 30,809 16,174 396,919 14,659 - 14,659 $ 411,578 $ 269,128 142,450 $ 411,578 |
2024 | |||
( |
28,836 16,098 368,028 $ 14,034 260) 13,774 $ 381,802 $ 246,394 135,408 $ 381,802 |
f. Compensation of employees
According to the Company’s articles of incorporation, the Company do not have to accrue remuneration of directors. The compensation of employees is accrued at the rate of 6% of net profit before income tax and before deduction of employee remuneration for the year. Pursuant to the amendment of the Securities and Exchange Act in August 2024, the Company’s shareholders approved a resolution in 2025 to amend the Articles of Incorporation, stipulating that, in the event the Company earns profit for the year, 6% of the current period’s profit before tax and before deduction of employee remuneration shall be allocated as employee remuneration. Of the total amount of employee remuneration, not less than 40% shall be distributed to rank-and- file employees. However, where the Company has accumulated deficits, the amount required to offset such deficits shall be retained in advance. Employees of the Company’s parent or subsidiaries who meet certain criteria may also be eligible to receive such remuneration. For the years ended December 31, 2025 and 2024, The estimate of compensation of employees was approved by the Board of Directors on March 6, 2026 and March 11, 2025, respectively, as follows:
For the Year Ended December 31
| Compensation of employees |
2025 Amount Estimate Rate( %) $ 6,356 6 |
2024 | ||||
|---|---|---|---|---|---|---|
| Amount $ 6,356 |
Amount $ 5,310 |
Estimate Rate(%)6 |
||||
If there is a change in the amounts after the annual consolidated financial statements are authorized for issue, the differences are recorded as a change in accounting estimate.
- 41 -
There is no difference between the actual amounts of employees’ compensation paid and amounts recognized in the consolidated financial statements for the years ended December 31, 2024 and 2023.
Information on the employees’ compensation resolved by the Company’s board of directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.
21. INCOME TAXES
- a. The major components of income tax expense recognized in profit or loss are as follows:
| FortheYear EndedDecember31 2025 2024 Current tax In respect of the period $ 27,622 $ 22,731 Income tax on unappropriated earnings 300 550 Prior years’ adjustments ( 6) ( 755) 27,916 22,526 Deferred tax In respect of the period ( 7,588) 840 Income tax expense recognized in profit or loss $ 20,328 $ 23,366 The reconciliation between accounting income and income tax expense is as follows: For the Year Ended December 31 2025 2024 Profit before tax $ 107,837 $ 90,231 Income tax expense calculated at the statutory tax rate on profit before tax $ 28,240 $ 23,788 Tax-exempt income ( 6,696 ) ( 5,918 ) Income tax on unappropriated earnings 300 550 Land value increment tax - 54 Non-deductible expenses for tax purposes 3 Unrecognized temporary differences ( 1,513 ) 5,647 Adjustment to current income tax expense of prior years recognized in the current year ( 6) ( 755) Income tax expense recognized in profit or loss $ 20,328 $ 23,366 b. Income tax recognized in other comprehensive income(loss) FortheYear EndedDecember31 2025 2024 Current deferred tax Remeasurements from defined benefit plans $ 2,050 $ 1,435 |
FortheYear EndedDecember31 2025 2024 Current tax In respect of the period $ 27,622 $ 22,731 Income tax on unappropriated earnings 300 550 Prior years’ adjustments ( 6) ( 755) 27,916 22,526 Deferred tax In respect of the period ( 7,588) 840 Income tax expense recognized in profit or loss $ 20,328 $ 23,366 The reconciliation between accounting income and income tax expense is as follows: For the Year Ended December 31 2025 2024 Profit before tax $ 107,837 $ 90,231 Income tax expense calculated at the statutory tax rate on profit before tax $ 28,240 $ 23,788 Tax-exempt income ( 6,696 ) ( 5,918 ) Income tax on unappropriated earnings 300 550 Land value increment tax - 54 Non-deductible expenses for tax purposes 3 Unrecognized temporary differences ( 1,513 ) 5,647 Adjustment to current income tax expense of prior years recognized in the current year ( 6) ( 755) Income tax expense recognized in profit or loss $ 20,328 $ 23,366 b. Income tax recognized in other comprehensive income(loss) FortheYear EndedDecember31 2025 2024 Current deferred tax Remeasurements from defined benefit plans $ 2,050 $ 1,435 |
FortheYear EndedDecember31 2025 2024 Current tax In respect of the period $ 27,622 $ 22,731 Income tax on unappropriated earnings 300 550 Prior years’ adjustments ( 6) ( 755) 27,916 22,526 Deferred tax In respect of the period ( 7,588) 840 Income tax expense recognized in profit or loss $ 20,328 $ 23,366 The reconciliation between accounting income and income tax expense is as follows: For the Year Ended December 31 2025 2024 Profit before tax $ 107,837 $ 90,231 Income tax expense calculated at the statutory tax rate on profit before tax $ 28,240 $ 23,788 Tax-exempt income ( 6,696 ) ( 5,918 ) Income tax on unappropriated earnings 300 550 Land value increment tax - 54 Non-deductible expenses for tax purposes 3 Unrecognized temporary differences ( 1,513 ) 5,647 Adjustment to current income tax expense of prior years recognized in the current year ( 6) ( 755) Income tax expense recognized in profit or loss $ 20,328 $ 23,366 b. Income tax recognized in other comprehensive income(loss) FortheYear EndedDecember31 2025 2024 Current deferred tax Remeasurements from defined benefit plans $ 2,050 $ 1,435 |
FortheYear EndedDecember31 2025 2024 Current tax In respect of the period $ 27,622 $ 22,731 Income tax on unappropriated earnings 300 550 Prior years’ adjustments ( 6) ( 755) 27,916 22,526 Deferred tax In respect of the period ( 7,588) 840 Income tax expense recognized in profit or loss $ 20,328 $ 23,366 The reconciliation between accounting income and income tax expense is as follows: For the Year Ended December 31 2025 2024 Profit before tax $ 107,837 $ 90,231 Income tax expense calculated at the statutory tax rate on profit before tax $ 28,240 $ 23,788 Tax-exempt income ( 6,696 ) ( 5,918 ) Income tax on unappropriated earnings 300 550 Land value increment tax - 54 Non-deductible expenses for tax purposes 3 Unrecognized temporary differences ( 1,513 ) 5,647 Adjustment to current income tax expense of prior years recognized in the current year ( 6) ( 755) Income tax expense recognized in profit or loss $ 20,328 $ 23,366 b. Income tax recognized in other comprehensive income(loss) FortheYear EndedDecember31 2025 2024 Current deferred tax Remeasurements from defined benefit plans $ 2,050 $ 1,435 |
FortheYear EndedDecember31 2025 2024 Current tax In respect of the period $ 27,622 $ 22,731 Income tax on unappropriated earnings 300 550 Prior years’ adjustments ( 6) ( 755) 27,916 22,526 Deferred tax In respect of the period ( 7,588) 840 Income tax expense recognized in profit or loss $ 20,328 $ 23,366 The reconciliation between accounting income and income tax expense is as follows: For the Year Ended December 31 2025 2024 Profit before tax $ 107,837 $ 90,231 Income tax expense calculated at the statutory tax rate on profit before tax $ 28,240 $ 23,788 Tax-exempt income ( 6,696 ) ( 5,918 ) Income tax on unappropriated earnings 300 550 Land value increment tax - 54 Non-deductible expenses for tax purposes 3 Unrecognized temporary differences ( 1,513 ) 5,647 Adjustment to current income tax expense of prior years recognized in the current year ( 6) ( 755) Income tax expense recognized in profit or loss $ 20,328 $ 23,366 b. Income tax recognized in other comprehensive income(loss) FortheYear EndedDecember31 2025 2024 Current deferred tax Remeasurements from defined benefit plans $ 2,050 $ 1,435 |
|---|---|---|---|---|
| 2025 $ 2,050 |
2024 | |||
| $ 1,435 |
The reconciliation between accounting income and income tax expense is as follows:
- 42 -
c. Deferred income tax assets and liabilities
The movements in deferred income tax assets and liabilities are as follows:
For the Year Ended December 31, 2025
| For the Year Ended December 31, 2025 | For the Year Ended December 31, 2025 | For the Year Ended December 31, 2025 | |||
|---|---|---|---|---|---|
| Opening Balance Recognized in Profit or Loss Deferred tax assets Temporary difference Allowance for inventory write-down $ 826 ($ 95) Deferred tax liability Temporary difference Unrealized foreign exchange gain $ 1 $ 9 Defined Benefit Retirement Plan 5,641 ( 7,691) $ 5,642 ($ 7,682) For the Year Ended December 31, 2024 Opening Balance Recognized in Profit or Loss Deferred tax assets Temporary difference Allowance for inventory write-down $ 865 ( $ 39 ) Unrealized foreign exchange loss 4 ( 4 ) Provision for loss 743 ( 743) $ 1,612 ($ 786) Deferred tax liability Temporary difference Unrealized foreign exchange gain $ - $ 1 Defined Benefit Retirement Plan 4,153 53 $ 4,153 $ 54 |
Recognized in Other Comprehensive Income (Loss) |
Closing Balance |
|||
| $ - $ - 2,050 $ 2,050 Recognized in Other Comprehensive Income (Loss) $ - - - $ - $ - 1,435 $ 1,435 |
$ 731 $ 10 - $ 10 Closing Balance |
||||
Deferred tax assets Temporary difference Allowance for inventory write-down Unrealized foreign exchange loss Provision for loss Deferred tax liability Temporary difference Unrealized foreign exchange gain Defined Benefit Retirement Plan |
Opening Balance $ 865 4 743 $ 1,612 $ - 4,153 $ 4,153 |
||||
| ( ( ( ( |
$ 826 - - $ 826 $ 1 5,641 $ 5,642 |
d. Income tax examinations
Income tax returns of the Company and its subsidiary have been assessed by the tax authorities were as follows:
| tax authorities were as follows: | |
|---|---|
| Company The Company FTSC |
Year |
| 2023 2023 |
- 43 -
22. EARNINGS PER SHARE
The earnings and weighted average number of common shares used for calculation of earnings per share were as follows:
Net income
| Earnings used for calculation of basic and diluted earnings per share Shares (in thousands) Weighted average number of common shares used for calculation of basic earnings per share Effect of potentially dilutive common shares: Employees’ compensation Weighted average number of common shares used for calculation of diluted earnings per share |
FortheYear Ended | FortheYear Ended | FortheYear Ended | FortheYear Ended | |||
|---|---|---|---|---|---|---|---|
| 2025 87,509 FortheYear Ended |
|||||||
| $ | |||||||
| 2025 69,961 178 70,139 |
2024 | ||||||
| 69,961 254 70,215 |
If the Group offered to settle bonuses paid to employees in cash or shares, the Company assumed the entire amount of the compensation or bonus would be settled in shares and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, if the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.
23. CAPITAL RISK MANAGEMENT
The Group manages its capital to ensure the entities in the Group will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance.
The capital structure of the Group consists of equity of the Group (comprising issued capital, reserves, retained earnings, and other equity).
The Group is not subject to any other external capital requirements.
- 44 -
24. FINANCIAL INSTRUMENTS
- a. Fair value of financial instruments not measured at fair value
The management of the Company considers that the carrying amount of financial assets and financial liabilities, which are not measured at fair value, is close to their fair value.
- b. Category of financial instruments
==> picture [411 x 84] intentionally omitted <==
-
Note 1: The balance includes financial assets measured at amortized cost, which comprise cash and cash equivalents, time deposit, note receivables, account receivables (including noncurrent), other receivables, and refundable deposits.
-
Note 2: The balance includes financial liabilities measured at amortized cost which comprise short-term loans and bills payables, note payables, accounts payables, other payables and guarantee deposits.
-
c. Financial risk management objectives and policies
The main financial instruments of the Group include debt instrument investments, notes and account receivables, account payables, loans, and lease liabilities. The financial management department of the Group provides services for the business units, coordinates the operation of the domestic financial market, and supervises and manages financial risks related to the operation of the Group by analyzing the internal risk reports of the risks according to the level and scope of risks. Such risks include market risk (foreign exchange risk and interest rate risk), credit risk and liquidity risk.
- (1) Market risk
The Group’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates and interest rates.
- (a) Foreign currency risk
The Group had foreign financial instrument investments, which exposed the Group to exchange rate risk.
The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities of non-functional currency calculated (including those eliminated on consolidation) at the end of the reporting period are set out in Note 28.
- 45 -
Sensitivity analysis
The Group was mainly exposed to USD and RMB fluctuations.
The following table details the Group’s sensitivity to a 5% increase and decrease in New Taiwan dollars and the Hong Kong dollars (the functional currency) against the relevant foreign currencies 5% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis included only outstanding foreign currency denominated monetary items, and adjusts their translation at the end of the reporting period for a 5% change in foreign currency rates.The positive amounts shown in the table below indicate the increase in profit before tax that would result from a 5% appreciation of the New Taiwan Dollar against the respective currencies. Conversely, a 5% depreciation of the New Taiwan Dollar against the respectiveforeign currencies would have an equal but opposite effect on profit before tax.
| Profit or loss |
USD Impact RMB Impact For the Year Ended December 31 |
USD Impact RMB Impact For the Year Ended December 31 |
USD Impact RMB Impact For the Year Ended December 31 |
RMB Impact | RMB Impact | RMB Impact | RMB Impact | |
|---|---|---|---|---|---|---|---|---|
| 2025 $ 77) |
2024 $ 80) |
2025 $ 80) |
2024 | |||||
| ( | ( | ( | ( | $ 80) |
- (b) Interest rate risk
The Group was exposed to interest rate risk because entities in the Group borrowed funds at both fixed and floating interest rates. Th e risk is managed by the Group by maintaining an appropriate mix of fixed and floating rate borrowings. The Group regularly assesses its hedging activities to ensure they align with interest rate views and established risk preferences, in order to ensure the use of the most cost-effective hedging strategies.
The carrying amount of the Group’s financial assets and financial liabilities with exposure to interest rate risk at the end of the reporting period were as follows:
Fair value interest rate risk-Financial assets-Financial liabilitiesCash flow interest rate risk -Financial assets |
December 31, 2025 $ 239,085 144,660 58,354 |
December 31, 2024 |
|---|---|---|
$ 304,466 20,931 53,518 |
- 46 -
Sensitivity analysis
If interest rates had been 5% higher/lower and all other variables were held constant, the Group’s pre-tax profit for the years ended December 31, 2025 and 2024 would decrease/increase by $2,918 thousands and $2,676 thousands, respectively.
- (2) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Group. As at the end of the reporting years, the Group’s maximum exposure to credit risk, which would cause a financial loss to the Group due to failure of counterparties to discharge an obligation and financial guarantees provided by the Group could arise from:
-
(a) The carrying amount of the respective recognized financial assets as stated in the consolidated balance sheets
-
(b) The amount of contingent liabilities in relation to financial guarantees issued by the Group.
The policy that the Group adopts is to only make transactions with reputable targets, and the Group will obtain full collateral when necessary so as to reduce the risk of financial loss owing to delinquency. The Group only transacts with entities that are rated the equivalent of investment grade and above. This information is supplied by independent rating agencies where available and, if not available, the Group uses other publicly available financial information and its own trading records to rate its major customers. The Group’s exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved by the risk management specialists annually.
To lower the credit risk, management of the merged company appoints a specific team to handle decisions on credit limits, credit approval and other monitoring procedures to ensure that appropriate actions are taken to recover overdue receivables. In addition, the Group would review the recoverable amount of each receivables on the consolidated balance sheet dates to ensure that impairment loss is recognized for unrecoverable receivables. As a result, the Group's management concludes that the credit risk of the Group is significantly reduced.
- 47 -
The Group continuously evaluates the financial condition of accounts receivable customers and will purchase credit insurance contracts if necessary.
The Group does not hold any collateral or other credit enhancement instruments to mitigate credit risk of financial assets.
(3) Liquidity risk
The Group manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Group’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.
As of December 31, 2025 and 2024, the Group had available unutilized bank loan facilities set out in (b) below.
a. Liquidity and interest rate risk tables for non-derivative financial liabilities
The remaining contractual maturity analysis of non-derivative financial liabilities was based on the earliest date at which the Group might be required to repay and was compiled based on the undiscounted cash flows of financial liabilities (including principal and estimated interest). Therefore, the maturity analysis of non-derivative financial liabilities was compiled in accordance with the agreed repayment date.
December 31, 2025
| December 31, 2025 | December 31, 2025 | |||||||
|---|---|---|---|---|---|---|---|---|
| On Demand or Less than 1 Month Non-derivative financial liabilities Non-interest bearing $ 206,865 Lease liabilities 758 Fixed interest rate instrument 179 $ 207,802 December 31, 2024 On Demand or Less than 1 Month Non-derivative financial liabilities Non-interest bearing $ 51,731 Lease liabilities 676 $ 52,407 |
1-3 Months $ 189,940 1,516 110,239 $ 301,695 1-3 Months $ 427,641 1,353 $ 428,994 |
1-3 Months | 3 |
3 Months to 1 Year $ 282,926 6,248 98,425 $ 387,599 Months to 1 Year $ 246,989 6,089 $ 253,078 |
Over 1 year $ 761 6,552 20,125 $ 27,438 Over 1 year $ 1,190 13,353 $ 14,543 |
|||
Non-derivative financial liabilities Non-interest bearing Lease liabilities |
||||||||
The operating capital of the Group is sufficient to support its operations, and therefore there is no concern of a shortage of funds.
- 48 -
b. Financing facilities
December 31, 2025 December 31, 2024
Unsecured bank facilities-Amount used-Amount unused |
$ 196,364 443,636 $ 640,000 |
$ 103,493 448,153 $ 551,646 |
|---|---|---|
25. RELATED-PARTY TRANSACTIONS
The ultimate parent company of the Company is WPG Holdings Limited. Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Besides information disclosed elsewhere in the other notes, details of transactions between the Group and other related parties are disclosed below.
- a. Related party name and category
| sed below. ated party name and category |
||
|---|---|---|
| Related Party Name WPG Holdings Limited. CECGP Electronics Corp. (CEC)Fullcourt Sports Ltd. (Fullcourt Sports) Genuine C&C Inc. (Genuine) Zero One Technology Co., Ltd. (Zero One) Unicomp Information Co., Ltd. (Unicomp) Petacom Technology Co.,Ltd (Petacom) |
Related Party Category Ultimate parent Investor with significant influence over the Group Brother corporation Brother corporation Other related parties Other related parties Other related parties |
Note |
| Note 1 Note 2 Note 2 Note 3 Note 4 Note 4 Note 4 |
Note 1 : On April 29, 2025, WPG Holdings Limited became the ultimate parent company of our company through a public tender offer.
Note 2 : The related party relationship was terminated on April 29, 2025.
Note 3 : The entity became a related party on April 29, 2025.
Note 4 : The entity became a related party on May 22, 2025.
- b. Operating revenue
| Account Item Operating revenue |
Related Party Category/Name Investor with significant influence over the Group Brother corporation |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | |
|---|---|---|---|---|---|
| 2025 $ 535 - $ 535 |
2024 | ||||
| $ 6,192 902 $ 7,094 |
The terms of the transactions with related parties were not significantly different from those with unrelated parties.
- 49 -
c. Subsidiaries
| sidiaries | ||||
|---|---|---|---|---|
| Account Items Subsidiaries |
Related Party Category/Name Brother corporation Other Related Parties |
December 31, 2025 $ 9,895 144,697 $ 154,592 |
December 31, 2024 | |
| $ - - $ - |
d. Receivables from related parties
| Account Items Accounts receivable |
Related Party Category/Name Investor with significant influence over the Group |
December 31, 2025 $ - |
December 31, 2024 | December 31, 2024 |
|---|---|---|---|---|
| $ 5,437 |
The Group did not obtain guarantees for receivables from related parties. The Group did not recognize allowance loss for receivables from related parties for the years ended December 31, 2024.
e. Prepayments
| payments | ||||||
|---|---|---|---|---|---|---|
| A c c o u n t I t e m s Prepayments ntract liabilities Account Items Contract liabilities ables to related Account Items Accounts payable Long-term payables |
Related Party Category/Name Other Related Parties Related Party Category/Name Brother corporation parties Related Party Category/Name Brother corporation Other Related Parties Zero One Others Other Related Parties Zero One |
December 31, 2025 $ 2,256 December 31, 2025 |
December 31, 2024 $ - December 31, 2024 $ 451 December 31, 2024 $ - - - - $ - $ - |
|||
| $ - December 31, 2025 |
$ 451 December 31, 2024 |
|||||
| $ 3,739 115,584 10,802 126,386 $ 130,125 $ 19,840 |
$ - - - - $ - $ - |
f. Contract liabilities
-
g. Payables to related parties
-
h. Lease agreements
126,386 - $ 130,125 $ - Long-term payables Other Related Parties Zero One $ 19,840 $ - se agreements |
126,386 $ 130,125 $ 19,840 |
126,386 $ 130,125 $ 19,840 |
126,386 $ 130,125 $ 19,840 |
- $ - $ - |
- $ - $ - |
- $ - $ - |
- $ - $ - |
|
|---|---|---|---|---|---|---|---|---|
| For the Year Ended December 31 Related Party Category/Name 2025 2024 Acquisition of right-of-use asset Investor with significant influence over the Group $ - $ 16,337 Account Items Related Party Category/Name December 31, 2025 December 31, 2024 Lease liabilities Investor with significant influence over the Group $ - $ 16,337 For the Year Ended December 31 Account Items Related Party Category/Name 2025 2024 Interest expenses Investor with significant influence over the Group $ 99 $ 23 Lease expenses Investor with significant influence over the Group $ 15 $ 46 |
For the Year Ended | December 31 | ||||||
| 2024 | ||||||||
| $ | $ 16,337 December 31, 2024 |
|||||||
| 2025 $ 99 $ 15 |
2024 | |||||||
| $ 23 $ 46 |
The Company pays building rental to related parties once a month or every two months, with reference to local rental rates.
-
50 -
-
i. Compensation of key management personnel
| Short-term employee benefits Post-employment benefits |
FortheYear Ended | December31 | December31 | |
|---|---|---|---|---|
| 2025 $ 31,817 622 $ 32,439 |
2024 | |||
| $ 27,392 405 $ 27,797 |
The compensation of the board members and the Group’s management is determined by the remuneration committee based on personal performances and market conditions.
26. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS
End of the reporting period, the amount of the guarantee issued through financial institutions by the Group are as follow:
December 31, 2025 December 31, 2024 Financial institution guarantee $ 86,364 $ 83,493
27. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES
The Group entities’ significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies and the related exchange rates between foreign currencies and respective functional currencies were as follows:
Financial assets Monetary items USD RMB |
December 31, 2025 | |||
|---|---|---|---|---|
| Foreign Currencies (In Thousands) $ 49 357 |
Exchange Rate 31.43 (USD:NTD)4.50 (RMB:NTD) |
Carrying Amount (In Thousands) |
||
| $ 1,540 1,605 $ 3,145 |
Financial assets Monetary items USD USD RMB |
Foreign Currencies (In Thousands) $ 16 33 356 |
December 31, 2024 Exchange Rate 32.79 (USD:NTD)7.77 (USD:HKD)4.48 (RMB:NTD) |
||
|---|---|---|---|---|
| Carrying Amount (In Thousands) |
||||
| $ 525 1,082 1,594 $ 3,201 |
The Group is mainly exposed to the USD. The following information was summarized according to the foreign currencies other than the functional
- 51 -
currency of the Company. The exchange rates disclosed were used to translate the foreign currencies into the functional currency. The significant (realized and unrealized) financial assets and liabilities denominated in foreign currencies were as follows:
| Functional Currency NTD HKD |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | ||
|---|---|---|---|---|---|
| 2025 | Net exchange gains or losses $ 49 8 $ 57 |
2024 | |||
| Functional currency to presentationcurrency 1 (NTD:NTD)4.04 (HKD:NTD) |
Functional currency to presentationcurrency 1 (NTD:NTD)4.12 (HKD:NTD) |
Net exchange gains or losses |
|||
( |
$ 359 13) $ 346 |
29. ADDITIONAL DISCLOSURES
-
a. Information on significant transactions
-
(1) Financings provided: Table 1.
-
(2) Endorsement/guarantee provided: Table 2.
-
(3)Marketable securities held (excluding investments in subsidiaries): None.
-
(4)Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: Table 3.
-
(5)Receivables from related parties of at least NT$100 million or 20% of the paid-in capital: None.
-
(6) Business relationships between the parent and the subsidiaries and significant intercompany transactions: Table 4.
-
b. Information on investees: Table 5.
-
c. Information on investments in mainland China
-
(1) The names of investees in mainland China, the main businesses and products, issued capital, method of investment, information on inflow or outflow of capital, ownership, net income or loss and recognized investment gain or loss, ending balance, amount received as earnings distributions from the investment, and limitation on investment: None.
-
(2) Significant direct or indirect transactions with the investee companies, the prices and terms of payment, and unrealized gain or loss: None
30. SEGMENT INFORMATION
Information reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. The Group’s reportable segments were the operating segments of the Company and other operations.
- 52 -
a. Segment revenue and operating results
Reportable segments FIS operation Other operations Elimination of inter-segment revenue Total of reportable segments Non-operating income and expenses Net profit before tax |
Segment | revenue Segment profit or loss For the Year Ended December 31 |
revenue Segment profit or loss For the Year Ended December 31 |
Segment profit or loss | Segment profit or loss | |
|---|---|---|---|---|---|---|
| 2025 $ 2,705,502 11,511 22,810) $ 2,694,203 |
2024 $ 2,228,906 45,526 28,180) $ 2,246,252 |
2025 $ 87,526 ( 5,099 ) 3,738 86,165 21,672 $ 107,837 |
2024 | |||
( |
( |
$ 74,055 ( 3,855 ) 2,011 72,211 18,020 $ 90,231 |
Transactions between segments are priced based on market prices.
Segment profit referred to the profit before income tax earned by each segment excluding non-operating income and expenses. This was the measure reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance.
b. Segment total assets and liabilities
The Group’s measure of assets and liabilities was not provided to the chief operating decision maker. Therefore, there is no need to disclose the measurement amounts of those assets and liabilities.
- c. Information on major customers
Of the operating revenue amounts of $2,694,203 thousand and $2,246,252 thousand for 2025 and 2024, respectively, $328,229 thousand and $269,293 thousand were derived from the Group’s largest customer.
- 53 -
Table 1
FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES
FINANCINGS PROVIDED
FOR THE YEAR ENDED DECEMBER 31, 2025
(Amounts in Thousands of New Taiwan Dollars)
| No (Note 1) |
Financing Company |
Counterparty | Financial Statement Account |
Related Party |
Maximum Balance for the Period (Note 2) |
Ending Balance | Amount Actually Drawn |
Interest Rate | Nature for Financing (Note 4) |
Transaction Amounts |
Reason for Financing |
Allowance for Bad Debt |
Collateral | Collateral | Financing Limits for Each Borrowing Company (Note 3) |
Financing Company’s Total Financing Amount Limits (Note 3) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 0 | The Company |
FTSC | Other receivables |
Yes | $ 300,000 | $ 300,000 | $ - | The interest on funds lent shall be calculated on a daily basis and shall not be lower than the Company's cost of funds on the day of theloan. |
2 |
$ - | Operating capital | $ - | - |
$ - | $ 382,577 | $ 382,577 |
Note1 : 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 : The maximum balance of funds lent to others during the year, in response to the funding needs of its subsidiaries, FTSC, the Company intends to lend up to $300,000 thousands respectively, and such loans may
-
be made in installments.
-
Note 3 : In accordance with the Company’s policy, li mit on total loans shall not exceed 30% of the Company’s net assets based on the latest financial statements, and limit on loans to it s subsidiaries shall not exceed 30% of the limit on total loans. Limit on loans to others shall not exceed 10% of the limit on tota l loans.
Note 4 : Nature for Financing:
-
(1) Business dealings.
-
(2) Short-term financing needs.
-
54 -
Table 2
FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES
ENDORSEMENTS/GUARANTEES PROVIDED
FOR THE YEAR ENDED DECEMBER 31, 2025
(Amounts in Thousands of New Taiwan Dollars)
| No (Note 1) |
Endorsement/ Guarantee Provider |
Guaranteed Party | Guaranteed Party | Limits on Endorsement/ Guarantee Amount Provided to Each Guaranteed Party (Note 3) |
Maximum Balance for the Period |
Ending Balance | Amount Actually Drawn |
Amount of Endorsement/ Guarantee Collateralized by Properties |
Ratio of Accumulated Endorsement/ Guarantee to Net Equity per Latest Financial Statements (%) |
Maximum Endorsement/ Guarantee Amount Allowable (Note 3) |
Guarantee Provided by Parent Company |
Guarantee Provided by A Subsidiary |
Guarantee Provided to Subsidiaries in Mainland China |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Nature of Relationship (Note 2) |
|||||||||||||
| 0 | The Company | FTSC | 2 | $ 637,629 | $ 300,000 | $ 300,000 | $ 50,380 | $ - | 23.52 | $ 1,275,258 | Y | N | N | |
| 1 | FTSC | The Company | 3 | 251,306 | 200,000 |
200,000 |
- |
- | 39.79 | 502,612 | N | Y | N |
Note1 : 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’
Note2 : Nature for endorsement/ guarantee provided:
-
(1) Business dealings.
-
(2) Companies with direct and indirect ownership of voting shares exceeding 50%.
-
(3) Direct/indirect subsidiary.
Note 3 : In accordance with the Company’s policy, limit on endorsement/ guarantee provided to a single party shall not exceed 50% of the Company’s net assets based on the latest financial statements, and limit on total endorsement/ guarantee provided shall not exceed 100% of the Company’s net assets based on the latest financial statements.
- 55 -
Table 3
FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES
TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID -IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2025
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Company Name |
Related Party | Nature of Relationship |
Transaction Details | Transaction Details | Transactions with Terms Different form Others |
Transactions with Terms Different form Others |
Notes/Accounts Payable or Receivable |
Notes/Accounts Payable or Receivable |
Note | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase/Sale | Amount | % to Total | Payment Terms | Unit Price | Payment Terms | Ending Balance | % to Total | ||||
| FTSC | Zero One | Other related party | Purchase | $ 112,838 | 5 |
Based on contract terms |
On the same terms as ordinary transactions |
On the same terms as ordinary transactions |
$ 133,226 | 21% | - |
- 56 -
Table 4
FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 2025
(Amounts in Thousands of New Taiwan Dollars)
| Number | Company Name | Counterparty | Nature of Relationship (Note 1) |
IntercompanyTransactions | IntercompanyTransactions | IntercompanyTransactions | |
|---|---|---|---|---|---|---|---|
| Financial Statements Item | Amount | Transaction Terms | Percentage of Consolidated Total Operating Revenue or Total Assets |
||||
| 0 1 |
The Company HK FIS |
FTSC SBAS |
1 1 1 1 1 1 1 1 1 3 |
Sales revenue Service revenue Other revenue Cost of goods sold Service cost Accounts receivable Other receivables Other payables Logistic service revenue (recognized as deduction of costs and expenses) Other income |
$ 1,159 12,305 1,977 377 8,969 10,135 3,549 1,748 38,858 1,800 |
Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 |
- - - - - - - - 1% - |
Note1 : (1) Parent to subsidiary.
(2) Subsidiary to parent.
- (3) Between subsidiaries.
Note2 : The terms of the transactions with related parties are generally the same as those for unrelated parties.
Note3 : All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.
- 57 -
Table 5
FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES
NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE FOR THE YEAR ENDED DECEMBER 31, 2025
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Investor Company | Investee Company | Location | Main Businesses and Products |
Original Investment Amount | Original Investment Amount | Balance as of December 31, 2025 | Balance as of December 31, 2025 | Balance as of December 31, 2025 | Net Income (Losses) of the Investee |
Share of Profits/Losses of Investee |
Note (Note 1) |
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2025 |
December 31, 2024 |
Shares | Percentage of Ownership |
Carrying Value |
|||||||
| The Company | HK FIS SBAS FTSC |
Hong Kong Hong Kong Taipei |
Information Information Information Service |
$ 38,484 1,452 400,000 |
$ 38,484 1,452 400,000 |
8,426,000 20,000 46,000,000 |
100% 100% 100% |
$ 30,150 17,722 502,615 |
( $ 3,159 ) 473 33,169 |
( $ 3,159 ) 473 33,145 |
Subsidiary Subsidiary Subsidiary |
Note 1 : All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.
- 58 -