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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

  • 1 -

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

  • 2 -

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.

  • 3 -

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

  • 4 -

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:

  1. 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.

  2. 5 -

  3. 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.

  4. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made b y management.

  5. 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.

  6. 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.

  7. 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

  • 6 -

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

  • 7 -

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.

  • 8 -

FORTUNE INFORMATION SYSTEMS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands of New Taiwan Dollars)









ASSETS
CURRENT ASSETS
Cash and cash equivalentsNote 6

Financial assets at amortized costNote 7

Contract assetsNote 19

Notes receivableNote 8 and 19

Accounts receivablesNote 8 and 19

Other receivables
InventoriesNote 10

PrepaymentsNote 25

Non-current assets held for saleNote 9

Other current assets
Total current assets
NON-CURRENT ASSETS
Property, plant and equipmentNote 12

Right-of-use assetsNote 13

Investment propertiesNote 14

Other intangible assets
Deferred tax assetsNote 21

Refundable deposits
Long-term accounts receivablesNote 8

Net defined benefit assetsNote 17

Total non-current assets
TOTAL
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowingsNote 15

Contract liabilitiesNote 19 and 25

Notes payable
Accounts payables
Payables to related partiesNote 35

Other payablesNote 16

Current tax liabilities
Lease liabilitiesNote 13 and 25

Other current liabilities
Total current liabilities
NON-CURRENT LIABILITIES
Deferred tax liabilitiesNote 21

Lease liabilitiesNote 13 and 25

Long-term payables to related partiesNote 35

Other non-current liabilities
Total non-current liabilities
Total liabilities
EQUITYNote 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
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







































(










































































































































The accompanying notes are an integral part of the consolidated financial statements.

  • 9 -

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 EXPENSESNote 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




(




(
(
(


























(





(














100
89
11
8
3
-
1
-
-
1
4
1
3
-

-
-
-
3

The accompanying notes are an integral part of the consolidated financial statements.

  • 10 -

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 )
-

-

-


-

$ -






















(



(
(
(


(
(
(

(


(

(

(


(
(

$ 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
  • 11 -

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
$ 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)

  • 12 -

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
( $ 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)

  • 13 -

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”).

  • 14 -

  • 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.

  • 15 -

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:

  • ⚫ 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.

  • ⚫ 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.

  • ⚫ 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.

  • ⚫ 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

  • 7 “Statement of Cash Flows”:

  • ⚫ The Group shall use operating profit or loss as the starting point when presenting cash flows from operating activities under the indirect method.

  • ⚫ 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

  • 16 -

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:

  • (1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

  • (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

  • (3) Level 3 inputs are unobservable inputs for the asset or liability.

c. Current and Non-current Assets and Liabilities

Current assets include:

  • (1) Assets held primarily for the purpose of trading;

  • (2) Assets expected to be realized within 12 months after the reporting period; and

  • 17 -

  • (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:

  • (1) Liabilities held primarily for the purpose of trading;

  • (2) Liabilities due to be settled within 12 months after the reporting period; and

  • (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 unrealized
interest 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 unrealized
interest 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
  • 30 -

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
  • 31 -
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
  • 32 -

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
  • 34 -

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)
  • 35 -

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
  • 39 -

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 liabilities
Cash 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
31.43USDNTD


4.50RMBNTD

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

32.79USDNTD


7.77USDHKD


4.48RMBNTD

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
NTDNTD

4.04HKDNTD


Functional currency to
presentationcurrency
1
NTDNTD

4.12HKDNTD


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
PeriodNote 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
PartyNote 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 -