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FWP Audit Report / Information 2025

May 4, 2026

52682_rns_2026-05-04_201e19a5-6f26-4aad-8f8b-77846eb20c33.pdf

Audit Report / Information

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FOXWELL POWER CO., LTD.

PARENT COMPANY ONLY FINANCIAL

STATEMENTS AND INDEPENDENT AUDITORS’

REPORT DECEMBER 31, 2025 AND 2024


For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

~1~

FOXWELL POWER CO., LTD.

DECEMBER 31, 2025 AND 2024 PARENT COMPANY ONLY FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS’ REPORT

TABLE OF CONTENTS

Contents Page/Number/Index
1. Cover Page
2. Table of Contents
3. Independent Auditors’ Report
4. Parent Company Only Balance Sheets
5. Parent Company Only Statements of Comprehensive Income
6. Parent Company Only Statements of Changes in Equity
7. Parent Company Only Statements of Cash Flows
8. Notes to the Parent Company Only Financial Statements
(1)
History and Organisation
(2)
The Date of Authorisation for Issuance of the Financial Statements
and Procedures for Authorisation
(3)
Application of New Standards, Amendments and Interpretations
(4)
Summary of Material Accounting Policies
(5)
Critical Accounting Judgements, Estimates and Key Sources of
Assumption Uncertainty
(6)
Details of Significant Accounts
1
2 ~ 4
5 ~ 12
13 ~ 14
15
16
17
18 ~ 66
18
18
18 ~ 19
19 ~ 29
30
30 ~ 52

~2~

Contents Page/Number/Index

(7)
Related party Transactions
53 ~ 58
(8)
Pledged Assets
59
(9)
Significant Contingent Liabilities and Unrecognised Contract
59 ~ 60
Commitments
(10) Significant Disaster Loss 60
(11) Significant Events after the Balance Sheet Date 60
(12) Others 60 ~ 66
(13) Supplementary Disclosures 66
9. Statements of Major Accounting Items
Statement of Cash and Cash Equivalents statement 1
Statement of Accounts Receivable statement 2
Statement of Changes in Investments Accounted for Using the Equity statement 3
Method
Statement of Changes in Property, Plant and Equipment statement 4
Statement of Changes in Accumulated Depreciation of Property, Plant and statement 5
Equipment
Statement of Short-Term Borrowings statement 6
Statement of Short-Term Bills Payable statement 7
Statement of Accounts Payable statement 8
Statement of Long-Term Borrowings statement 9
Statement of Operating Revenue statement 10
Statement of Operating Costs statement 11

~3~

Contents Page/Number/Index
Statement of Administrative Expenses
Summary Statement of Current Period Employee Benefits, Depreciation,
Depletion and Amortization Expenses By Function
statement 12
statement 13

~4~

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

PWCR 25000458

To the Board of Directors and Stockholders of Foxwell Power Co., Ltd.

Opinion

We have audited the accompanying parent company only balance sheets of Foxwell Power Co., Ltd. (the “Company”) as at December 31, 2025 and 2024, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of material accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as at December 31, 2025 and 2024, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

~5~

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company’s 2025 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for Company’s 2025 parent company only financial statements are stated as follows:

Recognition of construction revenue - assessment on the stage of completion

Description

Please refer to Note 4(24) for accounting policy on construction contracts, Note 5 for the uncertainty of critical judgment, accounting estimates and assumptions applied to construction contracts and Note 6(19) for details of contract assets, contract liabilities and construction revenue, which amounted to NT$1,387,880 thousand, NT$58 thousand and NT$2,993,033 thousand, respectively, as of December 31, 2025.

The Company’s construction revenue and costs mainly arise from undertaking construction works. If the outcome of a construction contract can be estimated reliably, revenue should be recognised by reference to the proportion of contract costs incurred for the construction performed as of the financial reporting date to the estimated total costs for the construction contract over time.

As the estimated total costs are assessed by the management based on the different nature of constructions and the price fluctuations in the market to estimate the costs for each construction activity such as estimated subcontract charges and material and labour expenses, and the complexity of aforementioned total cost usually involves subjective judgment and contains a high degree of uncertainty, which might affect the construction revenue recognition, we consider the assessment on the stage of completion which was applied on construction revenue recognition as a key audit matter.

~6~

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter on the stage of completion:

  1. Obtained an understanding on the nature of business and industry, and assessed the reasonableness of internal process applied to estimate total construction cost, including the basis for estimating the expected total cost for construction contracts of the same nature.

  2. Obtained information on projects with significant changes in the estimated total cost for the year, and reviewed the description of such changes, including the verification of supporting documents for the additional or less projects and significant construction costs for the year.

  3. Sampled and tested the subcontracts that have been assigned, and assessed the basis and reasonableness of estimating costs for those that have not been assigned.

  4. Verified the proportion of actual cost to estimated total cost and compared it with the owner’s accepted completion progress to assess the reasonableness of the estimated total cost. If there was any difference, we obtained the management’s explanation and assessed the reasonableness.

  5. Performed substantive procedures relating to the year-end construction profit or loss statement, including sampling and verifying the costs incurred in the year with the appropriate evidence, and recalculating and confirming that construction revenue calculated based on the stage of completion had been accounted for appropriately.

~7~

Business combination-acquisition of Smart Power System Co., Ltd.

Description

The Company issued 3,328,571 ordinary shares on July 1, 2025 for the acquisition of shares of Smart Power System Co., Ltd. (“Smart Power System”). The swap ratio was 1:1.4, in exchange for 35.85% of Smart Power System’s issued and newly issued ordinary shares, totaling 4,660 thousand shares. Furthermore, on July 22, 2025, the Company acquired 3,000 thousand newly issued ordinary shares and 500 thousand issued ordinary shares of Smart Power System at a price of NT$100 (in dollars) per share. The aforementioned two transactions resulted in a total acquisition of 51% of Smart Power System’s shares. In addition, the Company obtained control over Smart Power System. Refer to Note 4(25) in the parent company only financial statements for accounting policies on the acquisition method on business combinations. The purchase price allocation was based on the management’s assessment. In addition, the management appointed external expert to prepare an assets appraisal report to measure fair values and allocate the purchase price to identifiable assets acquired and liabilities assumed in the business combination. Refer to Note 6(29) in the consolidated financial statements for the relevant information.

As the assumptions of the purchase price in the business combination involve estimates by management, and are significant to the financial statements, we consider the business combination a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter on the stage of completion:

  1. Inquired with management for the procedures of the acquisition, including the motivation and purchase price as well as obtaining evaluation basis of the fair values of assets and liabilities, accounting policies and relevant internal control procedures. Additionally, reviewed the board of directors’ meeting minutes and the related documents and contracts referenced therein.

~8~

  1. Assessed the qualification and independence of the external expert appointed by the management. Additionally, reviewed documents such as independent appraiser opinion and merger contract on the reasonableness of the swap ratio for share exchange to confirm the acquisition consideration.

  2. Obtained an understanding of the basis and process used by management to estimate the purchase price allocation. Additionally, reviewed the reasonableness of original data, key assumption and the fair value adopted in the purchase price allocation report prepared by the external expert who was appointed by the Company.

  3. Obtained the journal entries reflecting the allocation results (shown as “investment accounted for using equity method” based on the purchase price allocation report. Additionally, confirmed the accuracy of the recognised amounts.

Responsibilities of management and those charged with governance for the parent company only financial statements

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing the Company’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 Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.

~9~

Auditors’ responsibilities for the audit of the parent company only financial

statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the parent company only 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. 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 Company’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

~10~

  1. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’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 parent company only 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 Company to cease to continue as a going concern.

  2. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  3. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the company 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 be thought to bear on our independence, and where applicable, related safeguards.

~11~

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Chou, Hsiao-Tzu[Chen, Chi-Tung ]

For and on behalf of PricewaterhouseCoopers, Taiwan March 30, 2026

------------------------------------------------------------------------------------------------------------------------------The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers Taiwan cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

~12~

FOXWELL POWER CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2) and 8
6(19) and 7
6(3)
6(3)
7
6(8)
6(4)
6(2) and 8
6(5) and 7
6(6) and 8
6(7) and 7
6(9)
6(24)
7 and 8
6(8)
December 31, 2025
AMOUNT
%
$
384,095
6
29,650
-
1,387,880
22
22,630
-
370,885
6
602,199
9
2,085
-
149
-
112,997
2
9,734
-
2,922,304
45
111,721
2
788,109
13
2,308,481
36
80,391
1
7,845
-
655
-
5,985
-
202,529
3
1,770
-
3,507,486
55
$
6,429,790
100
December 31, 2024 December 31, 2024
AMOUNT
$
384,095
29,650
1,387,880
22,630
370,885
602,199
2,085
149
112,997
9,734
2,922,304
111,721
788,109
2,308,481
80,391
7,845
655
5,985
202,529
1,770
3,507,486
$
6,429,790
AMOUNT
$
151,169
28,501
299,520
9,013
267,210
108,910
2,044
209
178,248
227
1,045,051
113,583
48,154
2,497,676
86,593
12,112
565
-
83,687
3,855
2,846,225
$
3,891,276
%
Current assets
1100
Cash and cash equivalents
1136
Financial assets at amortised cost -
current
1140
Current contract assets
1150
Notes receivable, net
1170
Accounts receivable, net
1180
Accounts receivable due from related
parties, net
1197
Finance lease receivable, net
1200
Other receivables
1410
Prepayments
1470
Other current assets
11XX
Total current assets
Non-current assets
1535
Non-current financial assets at
amortised cost
1550
Investments accounted for under
equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1780
Intangible assets
1840
Deferred income tax assets
1915
Prepayments for equipment
1920
Guarantee deposits paid
1930
Long-term notes and accounts
receivable
15XX
Total non-current assets
1XXX
Total assets
4
1
8
-
7
3
-
-
4
-
27
3
1
64
2
1
-
-
2
-
73
100

(Continued)

~13~

FOXWELL POWER CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity December 31, 2025
Notes
AMOUNT
%
6(10)
$
536,900
8
6(11)
289,593
5
6(19) and 7
822
-
971,498
15
7
21,071
-
6(12) and 7
100,613
2
160,855
3
1,640
-
7
8,910
-
6(13)
205,214
3
782
-
2,297,898
36
6(13)
1,491,426
23
523
-
6(24)
-
-
7
73,535
1
22,468
-
1,587,952
24
3,885,850
60
6(16)
738,286
12
6(17)
1,383,344
21
6(18)
16,900
-
500,728
8
306
-
6(16)
(
95,624) (
1)
2,543,940
40
9
11
$
6,429,790
100
December 31, 2024 December 31, 2024
AMOUNT
$
126,466
419,027
1,293
289,164
52
106,531
20,438
1,205
8,154
198,964
2,683
1,173,977
1,616,640
1,050
2
80,136
26,137
1,723,965
2,897,942
600,000
254,335
8,407
130,592
-
-
993,334
$
3,891,276
%
Current liabilities
2100
Short-term borrowings
2110
Short-term notes and bills payable
2130
Current contract liabilities
2170
Accounts payable
2180
Accounts payable to related parties
2200
Other payables
2230
Current income tax liabilities
2250
Provisions for liabilities - current
2280
Lease liability - current
2320
Long-term liabilities-current portion
2399
Other current liabilities, others
21XX
Total current liabilities
Non-current libialities
2540
Long-term borrowings
2550
Provisions for liabilities - non-current
2570
Deferred tax liabilities
2580
Lease liability - non-current
2645
Guarantee deposits received
25XX
Total non-current liabilities
2XXX
Total liabilities
Equity
Share capital
3110
Ordinary share
Capital surplus
3200
Capital surplus
Retained earnings
3310
Legal reserve
3350
Unappropriated retained earnings
Other equity interest
3400
Other equity interest
Treasury shares
3500
Treasury shares
3XXX
Total equity
Significant Contingent Liabilities and
Unrecognised Contract Commitments
Significant Events after the Balance
Sheet Date
3X2X
Total liabilities and equity
3
11
-
7
-
3
1
-
-
5
-
30
41
-
-
2
1
44
74
16
7
-
3
-
-
26
100

The accompanying notes are an integral part of these parent company only financial statements.

~14~

FOXWELL POWER CO., LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars, except earnings per share amount)

Items Year ended December 31
2025
2024
Notes
AMOUNT
%
AMOUNT
%
6(19) and 7
$
4,651,377
100
$
1,881,929
100
6(20)(21) and 7(
3,526,588) (
76) (
1,586,688) (
84)
1,124,789
24
295,241
16
(
258,166) (
5)
-
-
866,623
19
295,241
16
6(20)(21) and 7
(
175,863) (
4) (
97,089) (
5)
-
- (
10,288) (
1)
12(2)
(
2,064)
- (
679)
-
(
177,927) (
4) (
108,056) (
6)
688,696
15
187,185
10
6(2)
4,129
-
1,841
-
195
-
7,108
-
6(22)
(
10,462)
- (
9,635) (
1)
6(23) and 7
(
64,630) (
1) (
47,033) (
2)
6(5)
7,197
- (
26,653) (
1)
(
63,571) (
1) (
74,372) (
4)
625,125
14
112,813
6
6(24)
(
175,232) (
4) (
27,884) (
1)
$
449,893
10
$
84,929
5
$
306
-
$
-
-
$
306
-
$
-
-
$
450,199
10
$
84,929
5
6(25)
$
6.34
$
1.42
6(25)
$
6.19
$
1.37
4000
Operating revenue
5000
Operating costs
5900
Gross profit
5910
Unrealized loss from sales
5950
Gross profit from operations
Operating expenses
6200
Administrative expenses
6300
Research and development
expenses
6450
Expected credit losses
6000
Total operating expenses
6900
Operating profit
Non-operating income and
expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of profit (loss) of
associates and joint ventures
accounted for using equity
method
7000
Total non-operating income
and expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year
Components of other
comprehensive income that will
be reclassified to profit or loss
8361
Exchange differences on
translation
8300
Other comprehensive income
8500
Total comprehensive income for
the year
Basic earnings per share
9750
Basic earnings per share
Diluted earnings per share
9850
Diluted earnings per share

The accompanying notes are an integral part of these parent company only financial statements.

~15~

FOXWELL POWER CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

Year 2024
Balance at January 1
Profit for the year
Other comprehensive income
Total comprehensive income
Appropriation and distribution of retained earnings
Cash dividends
Legal reserve
Compensation costs of employee stock options
Changes in ownership of subsidiaries
Balance at December 31
Year 2025
Balance at January 1
Profit for the year
Other comprehensive income
Total comprehensive income
Appropriation and distribution of retained earnings:
Cash dividends
Legal reserve
Compensation costs of employee stock options
Cash capital increase
Business combinations
Cash dividends distributed to subsidiaries
Acquisition of parent company’s share by subsidiaries recognised as
treasury share
Changes in net equity of associates and joint
Loss of control in subsidiaries
Balance at December 31
Notes Ordinaryshare Capital Surplus Capital Surplus Capital Surplus Others Retained Earnings
Unappropriated
retained earnings
Earnings
Unappropriated
retained earnings
Exchange
differences on
translation of
foreign financial
statements
Treasuryshares Total equity
Additional paid-in
capital
Treasury share
transactions
Changes in
ownership
interests in
subsidiaries
Changes in equity
of associates and
joint ventures
accounted for
using equity
method
Employee share
options
Legal reserve
6(18)
6(15)
6(5)
6(18)
6(15)
6(16)
6(16)
6(16)
6(5)
$
600,000
-
-
-
-
-
-
-
$
600,000
$
600,000
-
-
-
-
-
-
105,000
33,286
-
-
-
-
$
738,286
$
252,802
-
-
-
-
-
(
2,047)
-
$
250,755
$
250,755
-
-
-
-
-
325
793,785
312,885
-
-
-
16,196
$ 1,373,946
$
-
-
-
-
-
-

-
-
$
-
$
-
-
-
-
-
-
-
-
-
878
-
-
-
$
878
$
-
-
-
-
-
-
-
735
$
735
$
735
-
-
-
-
-
-
-
-
-
-
2,876
-
$
3,611









$
-
-
-
-
-
-
-
-
$
-
$
-
-
-
-
-
-
-
-
-
-
-
406
-
$
406









$
-
-
-
-
-
-
2,834
-
$
2,834
$
2,834
-
-
-
-
-
1,410
-
-
-
-
-
-
$
4,244
$
11
-
-
-
-
-
-
-
$
11
$
11
-
-
-
-
-
248
-
-
-
-
-
-
$
259
$
2,787
-
-
-
-
5,620
-
-
$
8,407
$
8,407
-
-
-
-
8,493
-
-
-
-
-
-
-
$
16,900
$
81,283
84,929
-
84,929
(
30,000)
(
5,620)
-
-
$
130,592
$
130,592
449,893
-
449,893
(
70,500)
(
8,493)
-
(
764)
-
-
-
-
-
$
500,728
$
-
-
-
-
-
-
-
-
$
-
$
-
-
306
306
-
-
-
-
-
-
-
-
-
$
306
$
-
-
-
-
-
-
-
-
$
-
$
-
-
-
-
-
-
-
-
-
-
(
95,624)
-
-
($
95,624)






















$
936,883
84,929

-

84,929
(
30,000)
-
787

735
$
993,334
$
993,334
449,893

306

450,199
(
70,500)
-
1,983
898,021
346,171
878
(
95,624)
3,282

16,196
$ 2,543,940

The accompanying notes are an integral part of these parent company only financial statements.

~16~

FOXWELL POWER CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Expected credit loss

Depreciation expense

Amortisation charge

Share of loss of associates and joint ventures accounted for
using equity method

Interest expense

Interest income
Warranty (reversal) expenses

Share-based payments

Changes in operating assets and liabilities
Changes in operating assets
Current contract assets
Notes receivable
Accounts receivable
Accounts receivable due from related parties
Lease payments receivable
Other receivables
Prepayments
Other current assets
Changes in operating liabilities
Current contract liabilities
Notes payable
Accounts payable
Accounts payable to related parties
Other payables
Other current liabilities
Cash inflow generated from operations
Interest received
Interest paid
Income taxes paid
Net cash flows from (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal (acquistion) of financial assets at
amortised cost
Acquisition of investments accounted for using equity method

Acquisition of property, plant and equipment

Capitalised interest payments

Acquisition of intangible assets

Increase in prepayments for business facilities
Increase in refundable deposits
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term debt

Repayments of short-term debt

(Decrease) increase in short-term notes and bills payable

Proceeds from long-term debt

Repayments of long-term debt

Repayments of principal of lease liabilities

Decrease in deposits received

Cash capital increase

Cash dividends

Net cash flows from financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Year ended December 31
Notes
2025
2024
$
625,125 $
112,813
12(2)
2,064
679
6(6)(7)(20)
201,179
156,487
6(9)(20)
4,602
4,575
6(5)
250,969
26,653
6(23)
64,630
47,033
(
4,129 ) (
1,841 )
6(20)
(
92 )
1,182
6(15)
1,983
787
(
1,088,360 ) (
197,249 )
(
13,617 )
2,740
(
105,739 ) (
130,587 )
(
493,289 ) (
104,417 )
2,044
2,004
60
15,910
65,251 (
31,845 )
(
9,507 )
265
(
471 ) (
6,445 )
- (
17,555 )
682,334
144,745
21,019
30
69,639
11,221
(
1,901 )
2,577
273,794
39,762
4,129
1,841
(
61,099 ) (
47,033 )
(
34,907 ) (
19,141 )
181,917 (
24,571 )
713 (
81,609 )
6(5) and 7
(
719,715 ) (
66,596 )
6(26)
(
81,945 ) (
311,504 )
6(6)(26)
- (
14,881 )
6(9)
(
335 )
-
(
5,985 ) (
24,431 )
(
118,842 ) (
21,485 )
(
926,109 ) (
520,506 )
6(27)
761,900
126,466
6(27)
(
351,466 )
-
6(27)
(
129,434 )
169,084
6(27)
80,000
2,423,583
6(27)
(
198,964 ) (
2,186,538 )
6(27) and 7
(
8,770 ) (
7,654 )
6(27)
(
3,669 ) (
2,522 )
6(16)
898,021
-
6(18)
(
70,500 ) (
30,000 )
977,118
492,419
232,926 (
52,658 )
151,169
203,827
$
384,095 $
151,169

The accompanying notes are an integral part of these parent company only financial statements.

~17~

FOXWELL POWER CO., LTD. NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

1. History and Organisation

Foxwell Power Co., Ltd. (the “Company”) was incorporated on June 28, 2019 under the provisions of the Company Act of the Republic of China (R.O.C.) and the Company and its subsidiaries (collectively referred herein as the “Group”) are primarily engaged in renewable energy power sales, energy conservation, energy storage system auxiliary services engineering and services. Shinfox Energy Co., Ltd. holds 49.36% equity interest in the Company. Cheng Uei Precision Industry Co., Ltd. is the Group’s ultimate parent company. The common shares of the Company have been listed on the Taiwan Stock Exchange since January 15, 2025.

2. The Date of Authorisation for Issuance of the Financial Statements and Procedures for Authorisation

These parent company only financial statements were authorised for issuance by the Board of Directors on March 3, 2026.

3. Application of New Standards, Amendments and Interpretations

(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards(“IFRS[®] ”) Accounting Standards that came into effect as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by the FSC and became effective from 2025 are as follows:

(2) New Standards, Interpretations and Amendments
Effective date by
International Accounting
Standards Board
Amendments to IAS 21, ‘Lack of exchangeability’
January 1, 2025
The above standards and interpretations have no significant impact to the Company’s financial
condition and financial performance based on the Company’s assessment.
Effect of new issuances of or amendments to IFRS Accounting Standards as endorsed by the FSC but
not yet adopted by the Company

New standards, interpretations and amendments endorsed by the FSC effective from 2026 are as follows:

follows:
Effective date by
International Accounting
New Standards, Interpretations and Amendments Standards Board
Amendments to IFRS 9 and IFRS 7, ‘Amendments to the classification January 1, 2026
and measurement of financial instruments’
Amendments to IFRS 9 and IFRS 7, ‘Contracts referencing nature- January 1, 2026
dependent electricity’

~18~

New Standards,InterpretationsandAmendments
IFRS 17, ‘Insurance contracts’
Amendments to IFRS 17, ‘Insurance contracts’
Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 –
comparative information’
Annual Improvements to IFRS Accounting Standards—Volume 11
Effective date by
International Accounting
StandardsBoard
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2026

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

(3) IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC

New standards, interpretations and amendments issued by IASB but not yet included in the IFRS Accounting Standards as endorsed by the FSC are as follows:

New Standards, Interpretations and Amendments
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets
between an investor and its associate or joint venture’
IFRS 18, ‘Presentation and disclosure in financial statements’’

IFRS 19, ‘Subsidiaries without public accountability: disclosures’
Amendments to IAS 21, ‘Translation to a Hyperinflationary Presentation
Currency’
Effective date by
International Accounting
Standards Board
To be determined by
International Accounting
Standards Board
January 1, 2027 (Note)
January 1, 2027
January 1, 2027

Note The FSC has announced in a press release on September 25, 2025 that public companies will apply IFRS 18 starting from the fiscal year 2028. Additionally, entities can choose to adopt IFRS 18 earlier based on their requirements after the FSC endorses IFRS 18.

Except for the following which has not yet been assessed, the above standards and interpretations

have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

IFRS 18, ‘Presentation and disclosure in financial statements’

IFRS 18, ‘Presentation and disclosure in financial statements’ replaces IAS 1. The standard introduces

a defined structure of the statement of profit or loss, disclosure requirements related to managementdefined performance measures, and enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes.

4. Summary of Material Accounting Policies

The principal accounting policies applied in the preparation of parent company only financial statements

are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

~19~

(1) Compliance statement

The parent company only financial statements of the Company have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”.

(2) Basis of preparation

  • A. The parent company only financial statements have been prepared under the historical cost convention.

  • B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the FSC (collectively referred herein as the IFRSs ) requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the parent company only financial statements are disclosed in Note 5.

(3) Foreign currency translation

Items included in the financial statements of each of the Company’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The financial statements are presented in New Taiwan Dollars, which is the Company’s functional currency.

  • A. Foreign currency transactions and balances

  • (a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.

  • (b) Monetary assets and liabilities denominated in foreign currencies at the period end are retranslated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.

  • (c) Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in other comprehensive income. However, nonmonetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.

  • (d) All foreign exchange gains and losses are presented in the statement of comprehensive income within ‘other gains and losses’.

~20~

B. Translation of foreign operations

The operating results and financial position of all the Company entities, associates and joint arrangements that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

  • i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;

  • ii. Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and

iii. All resulting exchange differences are recognised in other comprehensive income.

(4) Classification of current and non-current items

The construction contracts contracted by the Company are generally longer than one year. The assets and liabilities of the construction projects are classified as current or non-current according to the business cycle; the other criteria for classifying between current and non-current are as follows:

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

  • (a) Assets that are expected to be realised, or are intended to be sold or consumed in the normal operating cycle;

  • (b) Assets that are held primarily for the purpose of trading;

  • (c) Assets that are expected to be realised within twelve months after the reporting period;

  • (d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to settle liabilities for at least twelve months after the reporting period.

  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

  • (a) Liabilities that are expected to be settled in the normal operating cycle;

  • (b) Liabilities held that are held primarily for the purpose of trading;

  • (c) Liabilities that are due to be settled within twelve months after the reporting period;

  • (d) It does not have the right at the end of the reporting period to defer settlement of the liability at least twelve months after the reporting period.

(5) Financial assets at amortised cost

  • A. Financial assets at amortised cost are those that meet all of the following criteria:

  • (a) The objective of the Company’s business model is achieved by collecting contractual cash flows.

  • (b) The assets’ contractual cash flows represent solely payments of principal and interest.

  • B. On a regular way purchase or sale basis, financial assets at amortised cost are recognised and derecognised using trade date accounting.

~21~

  • C. The Company initially measures the financial assets at fair value and subsequently recognises the amortised interest income over the period of circulation using the effective interest method and the impairment loss. A gain or loss is recognised in profit or loss.

  • D. The Company’s time deposits which do not fall under cash equivalents are those with a short maturity period and are measured at initial investment amount as the effect of discounting is immaterial.

(6) Accounts and notes receivable

  • A. Accounts and notes receivable entitle the Company a legal right to receive consideration in exchange for transferred goods or rendered services.

  • B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(7) Impairment of financial assets

For financial assets at amortised cost and lease receivables, at each reporting date, the Company recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Company recognises the impairment provision for lifetime ECLs.

(8) Derecognition of financial assets

The Company derecognises a financial asset when the contractual rights to receive the cash flows from the financial asset expire.

(9) Leasing arrangements (lessor) lease receivables/ operating leases

Based on the terms of a lease contract, a lease is classified as a finance lease if the lessee assumes substantially all the risks and rewards incidental to ownership of the leased asset.

  • A. At commencement of the lease term, the lessor should record a finance lease in the balance sheet as ‘lease receivables’ at an amount equal to the gross investment in the lease (including initial direct costs). The difference between gross lease receivable and the present value of the receivable is recognised as ‘unearned finance income of finance lease’.

  • B. The lessor should allocate finance income over the lease term based on a systematic and rational basis reflecting a constant periodic rate of return on the lessor’s net investment in the finance lease.

  • C. Lease payments (excluding costs for services) during the lease term are applied against the gross investment in the lease to reduce both the principal and the unearned finance income.

~22~

(10) Investments accounted for using equity method - subsidiaries and associates

  • A. Subsidiaries are all entities controlled by the Company. The Company controls and entity when the Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity.

  • B. Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Company are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Company.

  • C. The Company’s share of its subsidiaries’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, the Company recognise loss continuously in proportion to its ownership.

  • D. Associates are all entities over which the Company has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognized at cost.

  • E. The Company’s share of its associates’ post-acquisition profits or losses is recognized in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income. When the Company’s share of losses in an associate equals or exceeds its interest in the associate (including any other unsecured receivables), the Company does not recognise further losses, unless it has incurred statutory/constructive obligations or made payments on behalf of the associate.

  • F. The excess of the Company’s share of the net fair value of the identifiable assets and liabilities of associates and joint ventures over the acquisition cost at the date of acquisition is recognised in profit or loss for the current period.

  • G. When changes in an associate’s equity do not arise from profit or loss or other comprehensive income and such changes do not affect the Company’s ownership percentage of the associate, the Company recognises change in ownership interests of the associate in ‘capital surplus’ in proportion to its ownership.

  • H. Unrealised gains on transactions between the Company and its associates are eliminated to the extent of the Company’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Company.

~23~

  • I. When the Company disposes its investment in an associate, if it loses significant influence over this associate, the amounts previously recognized in other comprehensive income in relation to the associate, are reclassified to profit or loss, on the same basis as would be required if the relevant assets or liabilities were disposed of. If it retains significant influence over this associate, the amounts previously recognised in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately in accordance with the aforementioned approach.

  • J. Pursuant to the Regulations Governing the Preparation of Financial Reports by Securities Issuers, profit (loss) and other comprehensive income of the current period in the parent company only financial statements shall equal to the amount attributable to owners of the parent in the financial statements prepared with basis for consolidation. Owners’ equity in the parent company only financial statements shall equal to equity attributable to owners of the parent in the financial statements prepared with basis for consolidation.

  • (11) Property, plant and equipment

  • A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.

  • B. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

  • C. Property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.

  • D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property, plant and equipment are as follows:

    • Machinery and equipment 5 ~ 15 years Office equipment 3 ~ 5 years Leasehold improvements 7 years Other equipment 3 years

~24~

(12) Leasing arrangements (lessee) right-of-use assets/ lease liabilities

  • A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Company. For short-term leases or leases of low-value assets, lease payments are recognised as an expense on a straight-line basis over the lease term.

  • B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of the following:

  • (a) Fixed payments, less any lease incentives receivable; and

  • (b) Variable lease payments that depend on an index or a rate.

  • The Company subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.

  • C. At the commencement date, the right-of-use asset is stated at cost comprising the following: (a) The amount of the initial measurement of lease liability;

  • (b) Any lease payments made at or before the commencement date;

  • (c) Any initial direct costs incurred by the lessee; and

  • (d) An estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.

  • The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.

(13) Intangible assets

Computer software is stated at cost and amortised on a straight-line basis over its estimated useful life of 5 years.

(14) Impairment of non-financial assets

The Company assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. When the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.

~25~

(15) Borrowings

Borrowings comprise short-term bank borrowings, short-term notes and bills payable and long-term borrowings. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.

(16) Notes and accounts payable

  • A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.

  • B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(17) Derecognition of financial liabilities

A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.

(18) Provisions

Provisions for warranties are recognised when the Company has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date, which is discounted using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to passage of time is recognised as interest expense. Provisions are not recognised for future operating losses.

(19) Employee benefits

  • A. Short-term employee benefits

Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid and are recognised as expenses in the period in which the employees render service.

  • B. Pensions

For the defined contribution plans, the contributions are recognised as pension expense when they are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of a cash refund or a reduction in the future payments.

~26~

  • C. Employees’ compensation and directors’ and supervisors’ remuneration Employees’ compensation and directors’ and supervisors’ remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates. If employee compensation is paid by shares, the Company calculates the number of shares based on the closing price at the previous day of the board meeting resolution.

  • (20) Employee share based payment

For the equity-settled share-based payment arrangements, the employee services received are measured at the fair value of the equity instruments granted at the grant date, and are recognised as compensation cost over the vesting period, with a corresponding adjustment to equity. The fair value of the equity instruments granted shall reflect the impact of market vesting conditions and non-market vesting conditions. Compensation cost is subject to adjustment based on the service conditions that are expected to be satisfied and the estimates of the number of equity instruments that are expected to vest under the non-market vesting conditions at each balance sheet date. Ultimately, the amount of compensation cost recognised is based on the number of equity instruments that eventually vest.

  • (21) Income taxes

  • A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.

  • B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.

~27~

  • C. Deferred tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the balance sheet. However, the deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss and does not give rise to equal taxable and deductible temporary differences. Deferred tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Company and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

  • D. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred tax assets are reassessed.

(22) Share capital

  • A. Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.

  • B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their carrying amount and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.

(23) Dividends

Cash dividends are recorded as liabilities in the Company’s financial statements in the period in which they are resolved by the Company’s Board of Directors. Stock dividends are recorded as stock dividends to be distributed in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders and are reclassified to ordinary shares on the effective date of new shares issuance.

(24) Revenue recognition

  • A. Construction contract revenue

  • (a) The Company undertakes energy conservation construction and other constructions. As the cost of construction input is directly related to the stage of completion of performance obligations, revenue is recognised by the proportion of contract costs input to the estimated total costs.

~28~

  - (b) The Company’s revenue is recognised as contract assets over time based on the proportion of the cost of construction input. Accounts receivable from a service contract are recognised in which the Company bills monthly at the amount to which the Company has the right to invoice. The customer pays at the time specified in the payment schedule. If the services rendered exceed the payment, a contract asset is recognised. If the payments exceed the services rendered, a contract liability is recognised.
  • B. Service revenue

    • The Company's service revenue mainly arise from technical services, including operation and maintenance of energy storage projects, outsourced services and auxiliary services for energystorage systems. Certain revenue from providing services is recognised when the services are rendered and certain revenue from providing services is recognised in the accounting period in which the services are rendered.
  • C. Electricity sales revenue

    • Revenue arising from the electricity sales revenue is recognised when the Company has delivered the goods to the customer, the amount of sales revenue can be measured reliably and it is probable that the future economic benefits associated with the transaction will flow to the entity.
  • (25) Business combinations

  • A. The Company uses the acquisition method to account for business combinations. The consideration transferred for an acquisition is measured at the fair value of the assets transferred, liabilities incurred or assumed and equity instruments issued at the acquisition date, plus the fair value of any assets and liabilities resulting from a contingent consideration arrangement. All acquisition-related costs are expensed as incurred. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. For each business combination, the Company measures at the acquisition date components of non-controlling interests in the acquiree that are present ownership interests and entitle their holders to the proportionate share of the entity’s net assets in the event of liquidation at either fair value or the present ownership instruments’ proportionate share in the recognised amounts of the acquiree’s identifiable net assets. All other non-controlling interests should be measured at the acquisition-date fair value.

  • B. The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the fair value of any previous equity interest in the acquiree over the fair value of the identifiable assets acquired and the liabilities assumed is recorded as goodwill at the acquisition date. If the total of consideration transferred, non-controlling interest in the acquiree recognised and the fair value of previously held equity interest in the acquiree is less than the fair value of the identifiable assets acquired and the liabilities assumed, the difference is recognised directly in profit or loss on the acquisition date.

~29~

5. Critical Accounting Judgements, Estimates and Key Sources of Assumption Uncertainty

The preparation of parent company only financial statements requires management to make critical judgements in applying the Company’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year. The related information is addressed below:

Critical accounting estimates and assumptions

The Company’s contract revenue is recognised by reference to the stage of completion of the contract activity, using the percentage-of-completion method of accounting, over the contract term. Contract costs are expensed as incurred. The stage of completion of a contract is measured by the proportion of contract costs incurred for work performed to date to the estimated total costs for the contract.

As the estimated total costs and contract items are assessed and determined by the management based on different nature of constructions, the price fluctuations in the market, estimated subcontract charges and material and labour expenses, etc., which may affect the calculation of construction profit or loss. The transaction price of unfulfilled obligations under the Company’s construction contracts is provided in Note 6(19).

6. Details of Significant Accounts

(1) Cash and cash equivalents

te 6(19).
tails of Significant Accounts
Cash and cash equivalents
Cash on hand and revolving funds
Checking accounts and demand deposits
December31,2025
50
$ 384,045
384,095
$
December31,2024
50
$ 151,119
151,169
$
  • A. The Company transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

  • B. As of December 31, 2025 and 2024, cash and cash equivalents amounting to $141,371 and $142,084, respectively, were restricted due to performance guarantee and impound account for construction and electricity sales cases, and were classified as financial assets at amortised cost.

(2) Financial assets at amortised cost

Items
Current items:
Restricted bank deposits
Pledged time deposits
Non-current items
Restricted bank deposits
Pledged time deposits
December31,2025
982
$ 28,668
29,650
$ 64,104
$ 47,617
111,721
$
December31,2024
-
$ 28,501
28,501
$
66,058
$ 47,525
113,583
$

~30~

  • A. Amounts recognised in profit or loss in relation to financial assets at amortised cost are listed below:
Years ended December31, December31,
2025 2024
Interest income $ 748
$ 586
  • B. As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the financial assets at amortised cost held by the Company was $141,371 and $142,084, respectively.

  • C. Details of the Company’s financial assets at amortised cost pledged to others as collateral are provided in Note 8.

  • D. Information relating to credit risk of financial assets at amortised cost is provided in Note 12(2). The counterparties of the Company’s investments in certificates of deposit are financial institutions with high credit quality, so the Company expects that the probability of counterparty default is remote.

(3) Notes and accounts receivable, net (including related parties)

December31,2025
Notes receivable
22,630
$ Accounts receivable
307,431
Accounts receivable – related parties
602,199
Construction receivable
66,680
Less: Allowance for bad debts
3,226)
(
(
995,714
$
December 31, 2024
9,013
$ 252,945
108,910
15,427
1,162)

385,133
$
  • A. Details of the ageing analysis of accounts receivable are provided in Note 12(2) and the ageing of notes receivable are not overdue.

  • B. As of December 31, 2025 and 2024, accounts receivable and notes receivable (including longterm notes and accounts receivable) were all from contracts with customers. And as of January 1, 2024, the balance of receivables from contracts with customers amounted to $157,441.

  • C. The Company has no notes and accounts receivable pledged to others.

  • D. As at December 31, 2025 and 2024, without taking into account any collateral held or other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Company’s notes and accounts receivable (including long-term notes and accounts receivable) was $999,569 and $391,032, respectively.

  • E. The Company does not hold any collateral as security.

  • F. Information relating to credit risk of notes and accounts receivable is provided in Note 12(2).

~31~

(4) Prepayments

Prepayments
Prepayments for construction
Excess business tax paid / overpaid VAT
Prepaid consulting fees
Others
December31,2025
29,516
$ 3,801

67,020

12,660
112,997
$
December31,2024
134,427
$ 30,228

-

13,593
178,248
$

(5) Investments accounted for using equity method

==> picture [504 x 39] intentionally omitted <==

----- Start of picture text -----

December 31, 2025 December 31, 2024
Investee companies Carrying amount Ownership (%) Carrying amount Ownership (%)
Subsidiary
----- End of picture text -----

Foxwell Certification Co., Ltd.
Huijie Energy Co., Ltd.
Smart Power System Co., Ltd.
Associate
Cheng Shin Digital CO., Ltd.
Billion Sun Energy Storage Technologies Inc
13,190
$ 95.50%
500
100.00%
609,645
51.00%
35,224
49%
129,550
30%
788,109
$
14,195
$ 95.50%
-
-
-
-
33,959

49%
-
-
48,154
$
  • A. Please refer to Note 4(3) in the consolidated financial statements for the year ended December 31, 2025 for the information regarding the Company’s subsidiaries.

  • B. For the years ended December 31, 2025 and 2024, the share of loss of investments accounted for using the equity method amounted to $250,969 and $26,653, respectively, which were recognised based on the investees’ financial statements of the same reporting period that were audited by independent auditors.

  • C. On January 12, 2024 and May 21, 2024, the Company participated in the capital increase raised by Cheng Shin Digital Co., Ltd. in the amount of $40,670 and $7,276, respectively. The shareholding

  • ratio both remains at 49% after the capital increase.

  • D. On May 2, 2024, the Company participated in the cash capital increase raised by Foxwell Certification Co., Ltd. in the amount of $18,650. The shareholding ratio was 95.50% after the capital increase, and the Company recognised capital surplus of $735.

~32~

  • E. On April 1, 2025, the Company acquired a 100% equity interest in Billion Sun Energy Storage Technologies Inc. (“Billion Sun Energy Storage”) in the amount of $46,815. The project site had not yet been initiated at the acquisition date and did not meet the definition of a business combination. Therefore, it is not applicable under the Business Combination accounting treatment according to IFRS 3.2. On August 26, 2025, the Board of Directors resolved Billion Sun Energy Storage to increase capital by issuing 123,800 thousand new shares with the subscription price of NT$10 (in dollars) per share. The capital increase was set effective on September 12, 2025. The Company’s total consideration for share subscription amounted to $322,400. As the Company did not acquire shares proportionately to its equity interest, the shareholding ratio in the entity was decreased from 100% to 30%, and therefore the Company lost its control over the entity. Subsequently, the Company’s investments in the entity were shown as investments accounted for using equity method. Billion Sun Energy Storage Technologies Inc. increased its capital by issuing new shares, of which 40% of shares was held by Synergy Co., Ltd., which is the subsidiary of the Company’s parent company, Shinfox Energy Co., Ltd., and the shareholding ratio together with the Company was 70% in Billion Sun Energy Storage. Therefore, the transaction was considered as the reorganisation. This transaction resulted in an increase in the investments accounted for using the equity method by $322,400 and capital surplus by $16,196.

  • F. On May 13, 2025, the Company invested $500 and obtained a 100% equity interest in Huijie Energy Co., Ltd. The project site had not yet been initiated at the acquisition date and did not meet the definition of a business combination. Therefore, it is not applicable under the Business Combination accounting treatment according to IFRS 3.2.

  • G. The Company issued 3,328,571 ordinary shares on July 1, 2025 for the acquisition of shares of Smart Power System Co., Ltd. (“Smart Power System”). The swap ratio was 1:1.4, in exchange for 35.85% of Smart Power System’s issued and newly issued ordinary shares, totaling 4,660 thousand shares. Furthermore, on July 22, 2025, the Company acquired 3,000 thousand newly issued ordinary shares and 500 thousand issued ordinary shares of Smart Power System at a price of NT$100 (in dollars) per share. Both aforementioned transactions resulted in a total acquisition of 51% of Smart Power System’s shares. In addition, the Company obtained the control over Smart Power System.

  • H. For the years ended December 31, 2025 and 2024, as the Company provided construction services to its investee, realised and unrealised profit (loss) arising from the downstream and upstream transactions amounting to ($257,312) and ($12,737), respectively, were eliminated and shown as deductions on “investments accounted for using the equity method”.

  • I. Associates

The carrying amount of the Company’s interests in all individually immaterial associates and the Company’s share of the operating results are summarised below:

  • (a) As of December 31, 2025 and 2024, the carrying amount of the Company’s immaterial associate amounted to $164,774 and $33,959, respectively.

~33~

(b) For the years ended December 31, 2025 and 2024, the Company’s share of the operating results in the immaterial associate:

in the immaterial associate:
Years ended December31,
2025 2024
Loss for the year from continuing operations ($ 254,597) 15,669)
($
Total comprehensive income for the year ($ 254,597) 15,669)
($

(6) Property, plant and equipment

Machinery
Leasehold
At January 1, 2025
and equipment
improvements
Cost
2,669,243
$ 6,305
$ Accumulated depreciation
177,235)
(
1,394)
(

2,492,008
$ 4,911
$ 2025
Opening net book amount
as at January 1
2,492,008
$ 4,911
$ Additions
1,711
-
Depreciation expense
190,613)
(
907)
(

Closing net book amount
as at December 31
2,303,106
$ 4,004
$ At December 31, 2025
Cost
2,670,954
$ 6,305
$ Accumulated depreciation
367,848)
(
2,301)
(

2,303,106
$ 4,004
$ Machinery
Leasehold
Office
and equipment
improvements
equipment
At January 1, 2024
Cost
192,858
$ 2,030
$ 1,056
$ Accumulated depreciation
29,210)
(
841)
(
119)
(
163,648
$ 1,189
$ 937
$ 2024
Opening net book amount
as at January 1
163,648
$ 1,189
$ 937
$ Additions
91
939
190
Reclassifications
2,476,294
3,336
-
Depreciation expense
148,025)
(
553)
(
370)
(
Closing net book amount
as at December 31
2,492,008
$ 4,911
$ 757
$ At December 31, 2024
Cost
2,669,243
$ 6,305
$ 1,246
$ Accumulated depreciation
177,235)
(
1,394)
(
489)
(
2,492,008
$ 4,911
$ 757
$
Office
equipment
Total
1,246
$ 2,676,794
$ 489)
(
179,118)
(
757
$ 2,497,676
$ 757
$ 2,497,676
$ 1,146
2,857
532)
(
192,052)
(
1,371
$ 2,308,481
$ 2,392
$ 2,679,651
$ 1,021)
(
371,170)
(
1,371
$ 2,308,481
$ Other
Unfinished
equipment
Construction
Total
249
$ 2,168,949
$ 2,365,142
$ 220)
(
-
30,390)
(
29
$ 2,168,949
$ 2,334,752
$ 29
$ 2,168,949
$ 2,334,752
$ -
284,874
286,094
-
2,453,823)
(
25,807
29)
(
-
148,977)
(
-
$ -
$ 2,497,676
$ -
$ -
$ 2,676,794
$ -
-
179,118)
(
-
$ -
$ 2,497,676
$
Office
equipment
Total
1,246
$ 2,676,794
$ 489)
(
179,118)
(
757
$ 2,497,676
$ 757
$ 2,497,676
$ 1,146
2,857
532)
(
192,052)
(
1,371
$ 2,308,481
$ 2,392
$ 2,679,651
$ 1,021)
(
371,170)
(
1,371
$ 2,308,481
$ Other
Unfinished
equipment
Construction
Total
249
$ 2,168,949
$ 2,365,142
$ 220)
(
-
30,390)
(
29
$ 2,168,949
$ 2,334,752
$ 29
$ 2,168,949
$ 2,334,752
$ -
284,874
286,094
-
2,453,823)
(
25,807
29)
(
-
148,977)
(
-
$ -
$ 2,497,676
$ -
$ -
$ 2,676,794
$ -
-
179,118)
(
-
$ -
$ 2,497,676
$

2,365,142
$ 30,390)
(
2,334,752
$
2,334,752
$ 286,094
25,807
148,977)
(
2,497,676
$
2,676,794
$ 179,118)
(
2,497,676
$

~34~

  • A. Amount of borrowing costs capitalised as part of property, plant and equipment and the range of the interest rates for such capitalisation are as follows:
Years ended December31, December31,
2025 2024
Amount capitalised $ -
$ 14,881
Range of the interest rates for capitalisation -
1.6%~2.689%
  • B. Information about the Company’s property, plant and equipment that were pledged to others as collaterals is provided in Note 8.

  • (7) Lease transactions lessee

  • A. The Company leases various assets including land, buildings and business vehicles. Rental contracts are typically made for periods of 2 to 20 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.

  • B. The carrying amount of right-of-use assets and the depreciation charge are as follows:

Land use right
Buildings
Transportation equipment
Office equipment
Land use right
Buildings
Transportation equipment
Office equipment
Less: Capitalisation depreciation
December31,2025
December 31, 2024
Bookvalue
Book value
66,978
$ 71,708
$ 11,749
13,644
1,498
1,241
166
-
80,391
$ 86,593
$ Years ended December 31,
December31,2025
December 31, 2024
Bookvalue
Book value
66,978
$ 71,708
$ 11,749
13,644
1,498
1,241
166
-
80,391
$ 86,593
$ Years ended December 31,
2025
Depreciationexpense
4,729
$ 3,592
712
94
-
(
9,127
$
2024
Depreciationexpense
4,729
$ 3,358
374
-
951)
7,510
$
  • C. For the years ended December 31, 2025 and 2024, the additions to right-of-use assets were $2,925 and $4,444, respectively.

~35~

  • D. The information on profit and loss accounts relating to lease contracts is as follows:
Items affecting profit or loss
Interest expense on lease liabilities
Expense on short-term lease contracts
Expense on leases of low-value assets
2025
2024
1,822
$ 1,932
$ 7,678
1,021
69
82
Years endedDecember31,
  • E. For the years ended December 31, 2025 and 2024, the Company’s total cash outflow for leases were $18,339 and $10,689, respectively.

(8) Leasing arrangements – lessor

  • A. The Company leases various assets including energy-saving equipment. Rental contracts are made for periods of 6 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.

  • B. The Company leases machinery and equipment under a finance lease. Based on the terms of the lease contract, the ownership of such assets will be transferred to lessees when the leases expire. Information on profit or loss in relation to lease contracts is as follows:

Years ended December 31,
2025 2024
Finance income from the net investment in
the finance lease $ 99
$ 140
The maturity analysis of the undiscounted lease payments in the finance lease is as follows:
December31, 2025 December31, 2024
Within 1 year $ 2,143
$ 2,143
Within 2 years 1,786 2,143
Within 3 years - 1,787
Within 4 years - -
Within 5 years - -
$ 3,929 $ 6,073
  • C. The maturity analysis of the undiscounted lease payments in the finance lease is as follows:

  • D. Reconciliation of the undiscounted lease payments and the net investment in the finance lease is provided as follows:

provided as follows:
Undiscounted lease payments
Unearned finance income
(
Net investment in the lease
December Non-current
1,786
$ 16)

(
1,770
$ 31,2025
December Non-current
3,930
$ 75)

3,855
$ 31,2024
Current
2,143
$ 58)

(
2,085
$
Current
2,143
$ 99)

(
2,044
$
  • E. The Company has no overdue lease receivables from the lessee, and the amount of loss arising from credit risk is assessed to be insignificant.

~36~

(9) Intangible assets

2025 2024
Computersoftware Computersoftware
At January 1
Cost $ 22,873
$ 22,873
Accumulated amortisation ( 10,761)
( 6,186)
$ 12,112 $ 16,687
Opening net book amount as at January 1 $ 12,112
$ 16,687
Additionsacquired separately 335 -
Amortisation charge ( 4,602)
( 4,575)
Closing net book amount as at December 31 $ 7,845 $ 12,112
At December 31
Cost $ 23,208
$ 22,873
Accumulated amortisation ( 15,363)
( 10,761)
$ 7,845 $ 12,112

Details of amortisation on intangible assets are as follows:

)Short-term borrowings
)Short-term notes and bills payable
Administrative expenses
Type of Borrowings
Bank borrowings
Unsecured borrowings
Type of Borrowings
Bank borrowings
Unsecured borrowings
Commercial papers
Discount amortisation
Interest rate range
December 31, December 31,
$
(

(10) Short-term borrowings

(11) Short-term notes and bills payable

There was no collateral pledged for the above short-term notes and bills payable.

~37~

(12) Other payables

Payables for machinery and equipment
Salary and bonus payable
Employees' dividends and directors' and supervisors'
remuneration payable
Others
December31,2025
December31,2024
1,900
$ 80,988
$ 29,336

9,238
47,090

7,280

22,287

9,025

100,613
$ 106,531
$

- (13) Long term borrowings

Borrowing period
Type of Borrowings
andrepayment term
Long-term bank borrowings
Secured borrowings
Borrowing period is from October
2022 to September 2028; pay entire
amount in installments.
Unsecured borrowings
Borrowing period is from October
2022 to September 2028; pay entire
amount in installments.
Unsecured borrowings
Borrowing period is from June 2024
to June 2029; pay entire amount in
installments.
Secured borrowings
Borrowing period is from July 2024
to July 2029; pay entire amount in
installments. (Note)
Unsecured borrowings
Borrowing period is from July 2024
to July 2029; pay entire amount in
installments.
Unsecured borrowings
Borrowing period is from August
2025 to August 2027; Pay entire
amount when due.
Less: Current portion
Interest raterange
2.726%
2.726%
2.67%
2.726%
2.726%
2.74%
December31,2025
56,250
$ 3,750

43,750

1,106,528
406,362
80,000
1,696,640
205,214)
(
1,491,426
$

~38~

Borrowing period
Type of Borrowings
andrepayment term
Interest raterange
Long-term bank borrowings
Secured borrowings
Borrowing period is from October
2022
to
July
2029;
pay
entire
amount in installments.
2.99%~3.13%
Secured borrowings
Borrowing period is from October
2022 to September 2028; pay entire
amount in installments.
3.13%
Unsecured borrowings
Borrowing period is from June 2024
to June 2029; pay entire amount in
installments.
2.67%
Unsecured borrowings
Borrowing period is from July 2024
to July 2029; pay entire amount of
principal when due.
2.99%

Less: Current portion
December31,2024
1,307,851
$ 5,000
50,000

452,753
1,815,604
198,964)
(
1,616,640
$

Note: The Company negotiated with banks to extend the borrowing period of secured borrowings during the first quarter of 2025.

  • A. On March 7, 2022, the long-term borrowing agreement entered with Taishin Bank stipulates that the Company shall annually review the financial ratios to maintain a current ratio not less than 150%, a net debt-to-equity ratio not higher than 200% and a net asset value not less than $800,000 before July 31 during the facility period each year. Additionally, the Company is required to review the shareholding ratio of the ultimate parent company and the parent company on a semiannual basis.

In addition, on February 29, 2024, the Company obtained a letter of credit line assessment from Taishin Bank and entered into a long-term borrowing agreement with Taishin Bank amounting to $1,845,000 on June 5, 2024. Under the agreement, the Company shall semi-annually review the financial ratios to maintain a current ratio not less than 100%, a net debt-to-equity ratio not higher than 250%, a net asset value not less than $900,000 and a Debt Service Coverage Ratio not lower than 1.05 times during the facility period based on the consolidated financial statements issued by the auditors. Additionally, the Company is required to review the shareholding ratio of the ultimate parent company and the parent company on a semi-annual basis. If the abovementioned financial ratios are not met, an interest rate of 0.15% will be added. As of December 31, 2025, the abovementioned required financial ratios had all met the requirements specified in the borrowing agreement.

~39~

  • B. On October 3, 2022, the Company entered into a syndicated contract for a credit line of $1,750,000 with 3 financial institutions including O-Bank, etc. The credit line is divided into item A and item B. As of December 31, 2023, the drawn credit line was all item A. The purpose of item B is to repay the outstanding balance of item A for the Company, and thus when the preconditions for the first drawdown of credit item B are met, the credit line of item A will be converted into the borrowing of item B. The financial commitments related to item B are as follows:

    • (a) The Company committed to review the latest six months’ or twelve months’ revenue from ancillary services on a semi-annual or annual basis after the site of the project has been qualified to trade on the energy trading platform and the first settlement amount of ancillary services revenue has been remitted to the reserve account. The interest rate will be adjusted by 0.1% if the cumulative number of times did not meet the above requirement of which the revenue reached 80% of the average monthly income listed in the “Estimated statement of annual gain and loss and cash flow.”

    • (b) The Company committed to review the DSCR semi-annually based on the revenue from ancillary services and the principal and interest amount for the last twelve months from the date the first monthly settlement amount of ancillary services revenue for the site of project has been remitted to the reserve account for a full twelve months. The Company should repay the principal in advance within three months or by other appropriate means as agreed by the management bank, so that the DSCR will not be lower than 1.1 times.

    • The syndicated contract that the Company entered into with 3 financial institutions including O- Bank,etc. was fully settled in July 2024, and the related syndicated credit lines were fully deregistered. The loss arising from the early termination of the contract amounted to $10,937, and details of the related profit and loss disclosure were provided in Note 6(22).

  • C. Information on collateral pledged for long-term borrowings is provided in Note 8.

  • (14) Pensions

  • A. The Company has established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company contributes monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment.

  • B. The pension costs under defined contribution pension plans of the Company for the years ended December 31, 2025 and 2024, were $2,737 and $2,074, respectively.

~40~

(15) Share based payment

A. The Company’s share-based payment arrangements were as follows:

Type of arrangement Grantdate
2023.11.21

2024.05.02

2024.12.31
Quantity
granted
Contract
period
5 years
NA
NA
Vesting
conditions
Employee stock options
Cash capital increase reserved
for subsidiaries’employee
preemption
Cash capital increase reserved
for the companys’ employee
preemption
2,000,000
200,000
1,575,000
2~4 years'
service
immediately
immediately

Aside from the above share-based payments, the Company has no share-based payments granted to employees.

B. Details of the share-based payment arrangements are as follows:

  • (a) The Company’s share-based payment arrangements under the employee stock option plan were as follows:
were as follows:
Options outstanding
at January 1
Expired stock options for
the year
(
Options outstanding
at December 31
Options exercisable
at December 31
Years endedDecember31
No. of options
Weighted-average
exercise price
(in thousands)
(indollars)
2,000
16
$ 396)

-
1,604
14.9
401
-
2025
2024
No. of options
(in thousands)
2,000
396)

1,604
401
No. of options
Weighted-average
exercise price
(in thousands)
(in dollars)
2,000
16
$ -
-
2,000
16
-
-

~41~

  • (b) The Company’s share-based payment arrangements in relation to cash capital increase reserved for employee preemption were as follows:
YearendedDecember31 YearendedDecember31 YearendedDecember31
2025
Weighted-average
No. of options exercise price
(in thousands) (indollars)
Options outstanding
at January 1 1,575 $ 81
Options forfeited ( 185)
81
Options exercised ( 1,390)
81
Options outstanding
at December 31 - -
Options exercisable
at December 31 - -
  • (c) Subsidiaries’ share-based payment arrangements were as follows:
Year ended December 31 Year ended December 31 Year ended December 31
2024
Weighted-average
No. of options exercise price
(in thousands) (indollars)
Options outstanding
at January 1 - $ -
Options granted 200 10
Forfeited options purchased by the Company ( 65)
-
Options exercised ( 135) 10
Options outstanding
at December 31 - -
  • C. The Company’s weighted-average stock price at the exercise date was NT$110.61 (in dollars) for the year ended December 31, 2025.

  • D. For the subsidiaries’ exercise of stock options, the weighted-average stock price at the exercise date was NT$13 (in dollars) for the year ended December 31, 2024.

  • E. As of December 31, 2025 and 2024, the exercise price of stock options outstanding was NT$14.9 and NT$16 (in dollars), respectively and the weighted-average remaining contractual period was 2.8 years and 3.8 years, respectively.

~42~

  • F. The aforementioned Company’s and subsidiaries’ fair value of stock options granted on grant date is measured using the Black-Scholes option pricing model. Relevant information is as follows:
follows:
Type of arrangement Grant date Stock price
(in dollars)
Exercise price
(in dollars)
Expected
price
volatility
Expected
option life
Expected
dividends
Risk-free
interest rate
Fair value per
unit
(in dollars)
Employee stock options
Cash capital increase
reserved for
subsidiaries’
employee preemption
Cash capital increase
reserved for the
companys’ employee
preemption
2023.11.21

2024.05.02
2024.12.31

$ 16.92

13.18

81.05
$ 16
10
81
25.93%
36.43%
40.59%
3~4 years
0.01 year
0.01 year
-
-
-
1.1966%
1.5840%
1.5505%
$ 3.071~4.189
3.180
1.343

Note: Expected price volatility rate was estimated using the stock prices of the most recent period with length of this period approximate to the length of the stock options’ expected life, and the standard deviation of return on the stock during this period.

  • G. The Company recognised compensation cost of $ 1,983 and $ 787 for employee stock options cash capital increase reserved for employee preemption for the years ended December 31, 2025 and 2024, respectively.

(16) Share capital

  • A. As of December 31, 2025, the Company’s authorised capital was $2,000,000, and the paid-in capital was $738,286, consisting of 73,829 thousand shares of ordinary stock, with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected.

Movements in the number of the Company’s ordinary shares outstanding are as follows:

At January 1
Cash capital increase
Business combinations
Less: treasury shares
(
At December 31
Years endedDecember31, Years endedDecember31,
2025
60,000
10,500
3,329
1,803)

72,026
2024
60,000
-
-
-
60,000
  • B. The Company increased its capital by issuing 10,500 thousand new shares with a subscription price of $81 (in dollars) per share before the initial public offering application as resolved by the Board of Directors on November 5, 2024. The actual net amount of cash capital increase was $898,021, and the effective date for the capital increase was set on January 13, 2025, and the registration for the capital increase was completed.

~43~

  • C. The Company’s Board of Directors during its meeting on May 15, 2025 resolved to issue 3,328,571 ordinary shares (4.51% of the total ordinary share capital issued) to the shareholders of Smart Power System as part of the purchase consideration for 35.85% of its ordinary share capital. The ordinary shares issued have the same rights as other shares in issue. The fair value of the shares issued amounted to $346,171 (NT$104 (in dollars) per share).

  • D. Treasury shares

  • The Company’s Board of Directors during its meeting on May 15, 2025 resolved to issue 1,525,714 ordinary shares and 1,802,857 ordinary shares on July 1, 2025 (the effective date for share exchange), respectively, totaling 3,328,571 shares, for the acquisition of shares of Smart Power System. The swap ratio was 1:1.4, in exchange for 2,136,000 issued shares and 2,524,000 newly issued ordinary shares of Smart Power System, totaling 4,660,000 ordinary shares, resulting in an acquisition of 35.85% of Smart Power System’s shares. Details of the Company’s shares held by Smart Power System as of December 31, 2025, are as follows:

December 31, 2025 Thousand shares 1,803 Book value $ 95,624

(17) Capital surplus

Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paidin capital each year. However, capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.

(18) Retained earnings/ Events after the balance sheet date

  • A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ operating losses and then 10% of the remaining amount shall be set aside as legal reserve. The remainder shall be proposed by the Board of Directors and resolved by the shareholders. The Board of Directors is authorised to distribute all or part of dividends and bonuses or legal reserve and capital surplus in the form of cash through a resolution adopted by a majority vote at a meeting of the Board of Directors attended by at least two-thirds of the total number of directors, and the distribution shall be reported to the shareholders’ meeting.

~44~

  • B. The Company’s dividend policy is summarised below: It is determined based on the Company’s profitability, future operational development and the safeguard of shareholders’ rights and interests, etc. The earning distribution is proposed by the Board of Directors in accordance with the Articles of Incorporation depending on the Company’s current share capital, financial structure, operational conditions and earnings, at least 10% of the current earnings after tax shall be distributed as shareholders’ dividends through capitalisation of earnings or cash dividends in order to achieve a balance and stable dividend policy. However, cash dividends shall account for at least 10% of the total dividends distributed.

  • C. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the distribution of the reserve is limited to the portion in excess of 25% of the Company’s paid-in capital.

  • D. At the shareholders' meeting held on May 21, 2025, the Company approved the distribution plan for the earnings of the fiscal year 2024, in the form of a cash dividend totaling $70,500 (NTD), equivalent to $1 per share. However, due to changes in the number of outstanding shares resulting from the issuance of new shares upon acquiring another company's stocks, the Chairman, acting within his decision-making authority, resolved to amend the earnings distribution plan on August 5, 2025. Additionally, on May 15, 2024, the shareholders' meeting approved the earnings distribution plan for the fiscal year 2023 as follows:

Legal reserve
Cash dividends
Total
Dividends per share
Amount
(in dollars)
8,493
$ 70,500
0.95
$ 78,993
$ Year ended December 31, 2024
Dividends per share
Amount
(indollars)
5,620
$ 30,000
0.5
$ 35,620
$ YearendedDecember31,2023
  • E. The appropriation of 2025 earnings resolved by the Company’s Board of Directors on March 3, 2026 is as follows:
Legal reserve
Cash dividends
Total
Dividends per share
Amount
(indollars)
44,989
$ 221,486
3.00
$ 266,475
$ YearendedDecember31,2025

Information about the appropriation of earnings as resolved at the shareholders’ meeting will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

~45~

(19) Operating revenue

  • A. Disaggregation of revenue from contracts with customers

The Company derives revenue from the transfer of goods and services over time and at a point in time in the following major sources:

Year ended December 31, 2025
Revenue from external customer
contracts
Timing of revenue recognition
At a point in time
Over time
Year ended December 31, 2024
Revenue from external customer
contracts
Timing of revenue recognition
At a point in time
Over time
Construction
revenue
2,993,033
$ -
$ 2,993,033
2,993,033
$ Construction
revenue
516,058
$ -
$ 516,058
516,058
$
Servicerevenue
352,239
$ 345,819
$ 6,420
352,239
$ Servicerevenue
349,496
$ 347,734
$ 1,762
349,496
$
Electricity
salesrevenue
1,306,105
$ -
$ 1,306,105
1,306,105
$ Electricity
salesrevenue
1,016,375
$ -
$ 1,016,375
1,016,375
$
Total
4,651,377
$
345,819
$ 4,305,558
4,651,377
$
Total
1,881,929
$
347,734
$ 1,534,195
1,881,929
$
  • B. Unfulfilled construction contracts

As of December 31, 2025 and 2024, the Company has signed major construction contracts. Below are the total contract amounts, the total transaction price of unfulfilled performance obligations, and the expected revenue recognition year:

Date
December 31, 2025
December 31, 2024
Total contract
consideration
Amount of unfulfilled
obligations
Year expected to recognise
revenue
4,632,414
$ 1,446,139
$ 2026
867,379
$ 262,658
$ 2025

C. Contract assets and liabilities

  • (a) Changes in the Company’s contract assets and contract liabilities are mainly from the difference between the progress of completion of construction performance obligations measured over time and the timing of customers’ payment.

~46~

(b) The Company has recognised the following revenue-related contract assets and liabilities:

December31,2025 December31,2025 December31,2024 December31,2024
Contract assets:
Contract assets- construction contract $ 1,387,880 $ 299,520
Contract liabilities:
Contract liabilities- advance sales receipts $ 764
$ 764
Contract liabilities- construction contract 58 529
$ 822
$ 1,293
As of December 31, 2025 and 2024, recognition of the aforementioned construction contract-
related contract assets and liabilities are as follows:
December31,2025 December31,2024
Aggregate costs incurred plus recognised
profits $ 3,275,460
$ 327,361
Less: Progress billings ( 1,887,638)
( 28,370)
Net balance sheet position for construction
in progress $ 1,387,822 $ 298,991
Presented as:
Current contract assets $ 1,387,880
$ 299,520
Current contract liabilities ( 58)
( 529)
$ 1,387,822 $ 298,991
  • (c) As of December 31, 2025 and 2024, recognition of the aforementioned construction contractrelated contract assets and liabilities are as follows:

  • (d) Information relating to credit risk of contract assets is provided in Note 12(2).

  • D. Information about the significant construction contracts contracted by the Company is provided in Note 9.

(20) Expenses by nature

Years ended December31, December31,
2025 2024
Employee benefit expense $ 141,459
$ 60,810
Cost of services 14,201 18,866
Depreciation expense 201,179 156,487
Amortisation charge 4,602 4,575
Rent expense 7,747 1,103
Warranty (reversal) expense ( 92)
1,182

~47~

(21) Employee benefit expense

Years ended December31,
2025 2024
Salary expenses $ 128,331
$ 52,172
Labour and health insurance fees 5,982 4,106
Pension costs 2,737
2,074
Other personnel expenses 4,409 2,458
$ 141,459
$ 60,810
  • A. In accordance with the Articles of Incorporation of the Company, a ratio of distributable profit of the current year, after covering accumulated losses, shall be distributed as employees’ compensation and directors’ and supervisors’ remuneration. The ratio shall not be lower than 6% for employees’ compensation and shall not be higher than 3% for directors’ and supervisors’ remuneration. The aforementioned employees’ compensation shall be distributed no lower than 2% of distributable profit for rank-and-file employees’ compensation.

  • B. For the years ended December 31, 2025 and 2024, employees’ compensation was accrued at $40,360 and $7,280, respectively; while directors’ and supervisors’ remuneration was accrued at $6,730 and $1,210, respectively. The aforementioned amounts were recognised in salary expenses.

  • C. The employees’ compensation and directors’ remuneration were estimated and accrued based on distributable profit of current year as of the end of reporting period and the percentage prescribed by the Company’s Articles of Incorporation.

  • D. On March 3, 2026, the Company’s employees’ compensation and directors’ remuneration as resolved by the Board of Directors were $40,333 and $6,722, respectively, both were paid in cash.

  • E. Employees’ compensation and directors’ and supervisors’ remuneration of 2024 as resolved by the Board of Directors were in agreement with those amounts recognized in the 2024 financial statements.

(22) Other gains and losses

statements.
Other gains and losses
Years endedDecember 31,
2025 2024
Currency exchange (losses) gains ($ 10,250)
$ 1,302
Loss arising from the early termination of the
contract
- ( 10,937)
Others ( 212)
-
($ 10,462) ($ 9,635)

~48~

(23) Finance costs

Interest expense
Bank borrowings
Lease liability
Less:Capitalised interest payments
2025
2024
62,808
$ 59,982
$ 1,822

1,932
-
14,881)
(
64,630
$ 47,033
$ Years endedDecember31,

(24) Income taxes

A. Income tax expense

Components of income tax expense:

Income tax expense
Components of income tax expense:
Current tax:
Current tax on profits for the year
Prior year income tax under (over) estimation
Total current tax
Deferred tax:
Origination and reversal of temporary differences
(
Total deferred tax
(
Income tax expense
2025
2024
175,311
$ 28,136
$ 13
9)
(
175,324
28,127
92)

243)
(
92)

243)
(
175,232
$ 27,884
$ Years endedDecember31,
2025
175,311
$ 13
(
175,324
92)

(
92)

(
175,232
$

B. Reconciliation between income tax expense and accounting profit

Income tax calculated by applying statutory rate
to the profit before tax
Effects from items disallowed by tax regulation
Prior year income tax under (over) estimation
Income tax expense
2025
2024
125,025
$ 22,563
$ 50,194
5,330
13
9)
(
175,232
$ 27,884
$ Years ended December 31,
2025
125,025
$ 50,194
13
(
175,232
$

~49~

C. Amounts of deferred tax assets as a result of temporary differences are as follows:

Deferred tax assets
Provision for construction
warranty
Unused compensated
absence
Unrealised exchange loss
Subtotal
Deferred tax liabilities
Unrealised exchange gain
(
Subtotal
(
Total
Deferred tax assets
Provision for construction
warranty
Unused compensated
absence
Unrealised exchange loss
Subtotal
Deferred tax liabilities
Unrealised exchange gain
Subtotal
Total
Recognised in
January1
profitor loss
c
451
$ 18)
($ 114
49

-
59
565
$ 90
$ 2)

2

2)

2
563
$ 92
$
Recognised in
January1
profitor loss
c
451
$ 18)
($ 114
49

-
59
565
$ 90
$ 2)

2

2)

2
563
$ 92
$
Recognised in other
omprehensiveincome
-
$ -
-
-
$ -
-
-
$ 2025
2024
December31
433
$ 163
59
655
$ -
-
655
$ December31
451
$ 114
-
565
2)

2)

563
$
January1
215
$ 80
25
(
320
-
(
-
(
320
$
Recognised in
profitor loss
c
236
$ 34
25)

245
2)

2)

243
$
Recognised in other
omprehensiveincome
-
$ -
-
-
-

(
-
(
-
$
  • D. The Company’s income tax returns through 2023 have been assessed and approved by the Tax Authority.

~50~

(25) Earnings per share

Earnings per share
Basic earnings per share
Profit attributable to ordinary
shareholders
Diluted earnings per share
Profit attributable to ordinary
shareholders
Assumed conversion of all dilutive
potential ordinary shares
Employee share options
Employees’ compensation
Profit attributable to ordinary
shareholders plus assumed conversion
of all dilutive potential ordinary shares
Basic earnings per share
Profit attributable to ordinary
shareholders
Diluted earnings per share
Profit attributable to ordinary
shareholders
Assumed conversion of all dilutive
potential ordinary shares
Employee share options
Employees’ compensation
Profit attributable to ordinary
shareholders plus assumed conversion
of all dilutive potential ordinary shares
YearendedDecember31,2025
Amount
Weighted average
number of ordinary
shares outstanding
Earnings per share
after tax
(sharein thousands)
(indollars)
449,893
$ 70,921
6.34
$ 449,893
$ 70,921
-
1,336
-
449
449,893
$ 72,706
6.19
$ YearendedDecember31,2024
Earnings per share
(indollars)
6.34
$
6.19
$
Amount
after tax
84,929
$ 84,929
$ -
-
84,929
$
Weighted average
number of ordinary
shares outstanding
(sharein thousands)
60,000
60,000
1,712
70
61,782
Earnings per share
(indollars)
1.42
$
1.37
$

~51~

(26) Supplemental cash flow information

Investing activities with partial cash payments:

Investing activities with partial cash payments:
Years ended December 31,
2025 2024
Purchase of property, plant and equipment $ 2,857
$ 286,094
Add: Opening balance of payable on equipment 80,988 122,230
Less: Ending balance of payable on equipment ( 1,900)
( 80,988)
Capitalised interest payments -
( 14,881)
Capitalised depreciation - ( 951)
Cash paid during the year $ 81,945 $ 311,504

(27) Changes in liabilities from financing activities

2025

At January 1
Changes in cash flow from
financing activities
Interest expense paid
Changes in other non-cash items
Increase in lease liabilities
during the year
Interest expense on lease
liabilities
At December 31
Short-term
Short-term
notes and
Long-term
Lease
Guarantee
deposits
Liabilities
from
financing
borrowings
billspayable
borrowings
liabilities
received
gross
126,466
$ 419,027
$ 1,815,604
$ 88,290
$ 26,137
$ 2,475,524
$ 410,434
129,434)
(
118,964)
(
8,770)
(
3,669)
(
149,597
-
-
-
1,822)
(
-
1,822)
(
-
-
-
2,925
-
2,925
-
-
-
1,822
-
1,822
536,900
$ 289,593
$ 1,696,640
$ 82,445
$ 22,468
$ 2,628,046
$
At January 1
Changes in cash flow from
financing activities
Interest expense paid
Changes in other non-cash items
Increase in lease liabilities
during the year
Interest expense on lease
liabilities
At December 31
2024
Short-term
borrowings
-
$ 126,466
-
-
-
126,466
$
Short-term
notes and
bills payable
249,943
$ 169,084
-
-
-
419,027
$

~52~

7. Related party Transactions

(1) Parent and ultimate controlling party

The Company is controlled by Shinfox Energy Co., Ltd., which owns 49.36% of the Company’s shares. The ultimate parent of the Company is Cheng Uei Precision Industry Co., Ltd.

(2) Names of related parties and relationship

Names of related parties Relationship with the Company Cheng Uei Precision Industry Co., Ltd. Ultimate parent Power Quotient International Co., Ltd. (PQI) Parent company of Shinfox Shinfox Energy Co., Ltd.(Shinfox) Parent company Foxwell Certification Co., Ltd. Subsidiary (Foxwell Certification) Huijie Energy Co., Ltd. (Huijie Energy) Subsidiary Smart Power System Co., Ltd. Subsidiary (Smart Power System) Foxlink Vietnam Co., Ltd. (Foxlink Vietnam) Subsidiary of the ultimate parent company Foxlink Da Nang Electronics Co., Ltd. Subsidiary of the ultimate parent company (Foxlink Da Nang) Central Motion Pictures Corporation (CMPC) Investee accounted for using equity method of the ultimate parent company Changpin wind power Ltd.(Changpin) Joint venture of the parent company Foxwell Energy Corporation Ltd. (Foxwell Energy) Sibling company Synergy Co., Ltd. (Synergy) Sibling company (Note 1) Xinwei Power Co., Ltd. (Xinwei Power) Sibling company of subsidiary Cheng Shin Digital CO., LTD. (Cheng Shin Associate Digital) Billion Sun Energy Storage Technologies Inc. Associate (Note 2) (Billion Sun Energy Storage) Hon Hai Precision Industry Co., Ltd. (Hon Hai) Other related party

  • Note 1:The parent company, Shinfox, acquired 50% equity interests, and the company became a sibling company since January 17, 2025.

Note 2:Billion Sun Energy Storage increased its capital by issuing new shares, and the Company did not acquire shares proportionally to its interest. As a result, Billion Sun Energy Storage became the associate since September 12, 2025.

~53~

(3) Significant related party transactions

A. Operating revenue

Ultimate parent
Parent company
Subsidiary of the ultimate parent company
Investee accounted for using equity method of the
ultimate parent company
Associates
- Cheng Shin Digital
- Billion Sun Energy Storage
Other related party
2025
2024
377
$ -
$ 4,780
1,032
94
-

8,810
-

3,533

256,190
2,723,061
-
29,728
22,989
2,770,383
$ 280,211
$ Years endedDecember31,

(a) The Company entered into contracts with related parties and collected construction revenue, service revenue and electricity sales revenue. Except for the collection terms of construction revenue, which are determined and negotiated in accordance with industry characteristics, other transaction prices and collection terms are the same with the market situation or the third parties.

(b) Unfulfilled Construction Contracts

As of December 31, 2025, and 2024, the Company has signed major construction contracts with related parties. Below are the total contract amounts, the total transaction price of unfulfilled performance obligations, and the expected revenue recognition year:

Date
December 31, 2025
December 31, 2024
Total contract
consideration
4,155,900
$ 262,090
Amount of unfulfilled
obligations
Year expected to
recognise revenue
1,428,977
$ 2026
5,840
2025

B. Operating cost and operating expenses

Operating cost and operating expenses
Cost of electricity sales
Parent company
Sibling company
Sibling company of subsidiary
Joint venture of the parent company
Years endedDecember31,
2025
2,891
$ 31,209
26,046
15,938
76,084
$
2024
-
$ 852
-
-
852
$

~54~

Years ended December31, December31,
2025 2024
Professional service fees-management services
Parent company $ 720 $ 2,676
Miscellaneous purchases
Subsidiary $ 151 $ -
Other expenses
Subsidiary $ 362
$ 60
Associates 326
-
$ 688
$ 60
Advertising costs
Parent company of Shinfox $ -
$ 238
Entertainment expense
Parent company of Shinfox $ 14
$ 14
The transaction price and payment terms of the contracts of electricity purchases, leases and
management services that the Company entered into with the abovementioned related parties are
based on mutual agreement or are the same with the market situation, other payments of the
transactions are calculated based on the actual amount incurred and paid monthly.

C. Receivables from related parties

Receivables from related parties
Parent company
Associates
- Cheng Shin Digital
- Billion Sun Energy Storage
Other related party
- Hon Hai
December 31, 2025
73
$ 28,433
571,500
2,193
602,199
$
December31,2024
69
$ 107,600
-
1,241
108,910
$

Receivables from related parties are mainly construction revenue and electricity sales revenue that the Company shall receive from related parties.

~55~

D. Contract assets (contract liabilities)

  • (a) The Company’s contract assets (liabilities) are energy storage construction from the parent company:
December31,2025 December31,2025 December31,2024 December31,2024
Aggregate costs incurred plus recognised
profits
$ 3,862
$ 61
Less: Progress billings ( 590)
( 590)
Net balance sheet position for construction in
progress $ 3,272
($ 529)
Presented as:
Current contract assets $ 3,272
$ -
Current contract liabilities $ -
($ 529)

The guarantee deposits for warranty arising from the construction contract transactions with the parent company were $8,422 and $10,943 as of December 31, 2025 and 2024, respectively.

  • (b) The Company’s contract assets are energy storage construction from the associate, Cheng Shin Digital:
Aggregate costs incurred plus recognised
profits
Less: Progress billings
Net balance sheet position for construction
in progress
Presented as:
Current contract assets
December31,2025
-
$ -
(
-
$ -
$
December31,2024
256,190
$ 256,190)

-
$ -
$

The Company’s construction contract transactions with the associate, Cheng Shin Digital, were all completed in 2024. As of December 31, 2025 and 2024, pledged time deposits for warranty arising from the abovementioned construction contract transactions amounted to $27,218 and $26,900, respectively. which were shown as ‘current financial assets at amortised cost’.

~56~

  • (c) The Company’s contract assets are energy storage construction from the associate, Billion Sun Energy Storage:
December 31,2025 December 31, 2024 December 31, 2024
Aggregate costs incurred plus recognised $ 2,723,061
$ -
profits
Less: Progress billings ( 1,660,000) -
Net balance sheet position for construction
in progress $ 1,063,061 $ -
Presented as:
Current contract assets $ 1,063,061 $ -

As of December 31, 2025, and 2024, performance guarantee deposits for warranty arising from construction contract transactions with the relatedparty Billion Sun Energy Storage were $435,750 and $0, respectively.

E. Payables to related parties

$435,750 and $0, respectively.
ayables to related parties
Accounts payable
Sibling company
Sibling company of subsidiary
Joint venture of the parent company
Other payables
Associates
December31,2025
3,425
$ 1,708
15,938
343
21,414
$
December 31, 2024
52
$ -
-
-
52
$

Payables to related parties are cost of electricity sales that the Company shall pay to related parties.

F. Property transactions:

Subsidiary
– Huijie
Energy
– Smart
Power System
Associate
– Billion Sun
Energy Storage
Investments accounted
for using
equity method
equity method
Investments accounted
for using
equity method
Accounts
Investments accounted
for using
8,160
(thousand shares)
No. of shares
39,240
50
Stocks
Stocks
Objects
Stocks
2025
Consideration
369,215
350,000
500
$
719,715
$

~57~

Subsidiary
– Foxwell
Certification
Associate
– Cheng Shin
Digital
47,946

for using
66,596
$ equity method
for using
equity method
Investments accounted
4,795
Stocks
Investments accounted
1,865
Stocks
18,650
$ 2024
Accounts
(thousand shares)
Objects
Consideration
No. of shares
47,946

for using
66,596
$ equity method
for using
equity method
Investments accounted
4,795
Stocks
Investments accounted
1,865
Stocks
18,650
$ 2024
Accounts
(thousand shares)
Objects
Consideration
No. of shares

G Lease transactions - lessee

(a) The Company entered into rental contracts with related parties based on the market quote to lease buildings from related parties. Rental contracts are typically made for periods of 6 to 7 years. Rents are paid monthly according to the contracts.

  • (b) Acquisition of right-of-use assets
Acquisition of right-of-use assets
Lease liabilities
Ultimate parent
i. Outstanding balance:
Ultimate parent
Parent company
ii. Interest expense
Ultimate parent
Parent company
Years endedDecember31,
2025
2024
-
$ 3,222
$ December31,2025
December31,2024
9,892
$ 13,043
$ 562
743
10,454
$ 13,786
$ Years ended December 31,
2024
3,222
$
December31,2024
13,043
$ 743
13,786
$
2025
2024
263
$ 311
$ 11
13
274
$
324
$
  • (c) Lease liabilities

(4) Key management compensation

Key management compensation
Short-term employee benefits
Post-employment benefits
Years endedDecember31,
2025
4,720
$ 108
4,828
$
2024
3,811
$ 108
3,919
$

~58~

8. Pledged Assets

The Company’s assets pledged as collateral are as follows:

Pledgedasset
Property, plant and equipment
Restricted bank deposits and pledged
time deposits (shown as current
financial assets at amortised cost)
Restricted bank deposits and pledged
time deposits (shown as non-current
financial assets at amortised cost)
Guarantee deposits paid
December 31,2025
December 31,2024
2,299,477
$ 2,486,913
$ 29,650
28,501
111,721
113,583
202,529
83,687
2,643,377
$ 2,712,684
$ Bookvalue
Purpose
December 31,2025
2,299,477
$ 29,650
111,721
202,529
2,643,377
$
Long-term borrowings
Performance guarantee and
impound account
Performance guarantee and
impound account
Guarantee deposits for
performance of wheeling
electricity, construction
warranty and lease

9. Significant Contingent Liabilities and Unrecognised Contract Commitments

  • (1) The Company entered into equipment purchases and construction cooperation contracts with nonrelated parties. Capital expenditure contracted for but not yet incurred on December 31, 2025 and 2024 is as follows:
2024 is as follows:
December31,2025
Contract for construction machinery procurement (Note)
Contract consideration
1,816,138
$ Unpaid amount
719,914
$ December31,2025
Construction cooperation contracts
Contract consideration
965,106
$ Unpaid amount
818,911
$
December31,2024
1,889,369
$
265,262
$
December31,2024
32,365
$
13,555
$

Note: Equipment purchases contracts mainly include contracts for the purchases of energy storage equipment.

  • (2) As of December 31, 2025 and 2024, relevant information on commitments in relation to the total consideration and the amount of unfulfilled obligation of significant construction contracts that the Company signed with owners is provided in Notes 6(19) and 7(3)

  • (3) As of December 31, 2025 and 2024, the letters of guarantee to be issued by the bank, which are required for performance guarantee under the energy conservation and energy storage contracting construction and the renewable energy purchase contract, amounted to $131,300 and $79,282, respectively.

~59~

  • (4) The Company entered into a renewable energy purchase contract with the electricity enterprise. The yearly minimum purchase quantity and price were agreed in the contract. If the Company did not purchase the agreed quantity of electricity according to the contract, the Company had default obligations. As of December 31, 2025, the Company has no default arising from this contract.

  • (5) The Company entered into renewable energy sales contracts with power customers. The performance period of power sales and the committed yearly minimum power sales were agreed in the contract. If the Company did not provide the agreed quantity of electricity according to the contract, the Company had default obligations. As of December 31, 2025, the Company has no default arising from this contract.

10. Significant Disaster Loss

None.

11. Significant Events after the Balance Sheet Date

  • (1) Information about the appropriations of 2025 earnings of the Company is provided in Note 6(18).

  • (2) On January 21, 2026, to expand the business in China and strengthen the competitiveness, the Company’s Board of Directors resolved to propose the Company’s acquisition of a 100% equity interest in Chengdu Xinfuwei Energy Co., Ltd. for total consideration of $124,938.

  • (3) To increase the working capital and introduce strategic investors, the Board of Directors of the Company’s subsidiary, Foxwell Power, on March 3, 2026 adopted a resolution to raise additional cash through private placement. Within the limit of 15,000 thousand shares and depending on the capital market conditions, the Board of Directors was authorised to increase the capital by issuing ordinary shares through private placement, in full or installments, starting from the day of shareholders’ meeting within one year.

12. Others

(1) Capital management

  • The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. Therefore, the Company’s capital management is to ensure it has necessary financial resources and operating plans to maintain or adjust capital structure and to meet operational capital for future needs, capital expenditure and obligation repayment within the next year.

~60~

(2) Financial instruments

A. Financial instruments by category

Financial instruments by category
Financial assets
Financial assets at amortised cost
Cash and cash equivalents
Financial assets at amortised cost
Notes receivable
Accounts receivable (including related parties)
Lease payments receivable
Other receivables
Guarantee deposits paid
Long-term notes and accounts receivable
Financial liabilities
Financial liabilities at amortised cost
Short-term borrowings
Short-term notes and bills payable
Accounts payable (including related parties)
Other payables (including related parties)
Long-term borrowings
(including current portion)
Guarantee deposits received
Lease liability
December31,2025
384,095
$ 141,371
22,630
973,084
2,085
149
202,529
1,770
1,727,713
$ December31,2025
536,900
$ 289,593
992,569
100,613
1,696,640
22,468
3,638,783
$ 82,445
$
December31,2024
151,169
$ 142,084
9,013
376,120
2,044
209
83,687
3,855
768,181
$
December31,2024
126,466
$ 419,027
289,216
106,531
1,815,604
26,137
2,782,981
$
88,290
$

B. Financial risk management policies

  • (a) The Company’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk and interest rate risk), credit risk and liquidity risk. The Company’s overall risk management policies focus on the unpredictable matters in financial market and seek to minimise potential adverse effects on the Company’s financial condition and financial performance.

  • (b) Risk management is carried out by a central treasury department (Company treasury) under policies approved by the Board of Directors. Company treasury identifies, evaluates and hedges financial risks in close co-operation with the Company’s operating units.

~61~

  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

Foreign exchange risk

  • i. The Company’s foreign exchange risk mainly arise from the foreign exchange profit (loss) arising from the conversion of cash and cash equivalents denominated in foreign currencies.

  • ii. The Company’s businesses involve some non-functional currency operations (the Company’s functional currency: NTD). As of December 31, 2025, the information on assets denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows (December 31, 2024: None):

(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
Financial liabilities
Monetary items
USD:NTD
December31,2025 December31,2025 December31,2025
Foreign
currency
(in thousands)
9
$ 12,235
$
Exchangerate
31.43
31.43
Book value
(NTD)
297
$ 384,550
$
  • iii. The total exchange (loss) gain, including realised and unrealised, arising from significant foreign exchange variation on the monetary items held by the Company for the years ended December 31, 2025 and 2024, amounted to ($10,250) and $1,302, respectively.

~62~

  • iv. Analysis of foreign currency market risk arising from significant foreign exchange variation:

==> picture [418 x 199] intentionally omitted <==

----- Start of picture text -----

Year ended December 31, 2025
Sensitivity analysis
Effect on other
Degree of Effect on comprehensive
variation profit or loss income
(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD 1% $ 3 $ -
Financial liabilities
Monetary items
USD:NTD 1% $ 3,845 $ -
----- End of picture text -----

Cash flow and fair value interest rate risk

  • i. The Company’s main interest rate risk arises from short-term and long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk. The Company’s borrowings are mainly with variable rates. During 2025 and 2024, the Company’s borrowings at variable rate were denominated in New Taiwan dollars.

  • ii. On December 31, 2025 and 2024, if the borrowing interest rate had increased by 1% with all other variables held constant, profit, net of tax for the years ended December 31, 2025 and 2024 would have decreased by $17,868 and $15,536, respectively. The main factor is that increase in interest expense result in floating-rate borrowings.

  • (b) Credit risk

  • i. Credit risk refers to the risk of financial loss to the Company arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable and notes receivable based on the agreed terms, and the contract cash flows stated at amortised cost.

  • ii. According to the Company’s credit policy, the Company is responsible for managing and analysing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by the Board of Directors. The utilisation of credit limits is regularly monitored.

~63~

  • iii. The company treasury manages credit risk of cash in banks and other financial instruments based on the Company’s credit policy. Because the Company’s counterparties are determined based on the Company’s internal control, only rated banks with an optimal rating are accepted.

  • iv. The Company has assessed the credit status of counterparties upon provision of services. Thus, it expects that the probability of counterparty default is remote. The Company’s maximum exposure to credit risk at balance sheet date is the carrying amount.

  • v. For the years ended December 31, 2024 and 2023, no credit limits were exceeded during the reporting periods, and management does not expect any significant losses from nonperformance by these counterparties.

  • vi. The Company adopts following assumptions under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition: If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.

  • The Company adopts the assumptions under IFRS 9, the default occurs when the contract payments are past due over 90 days.

  • vii. The Company classifies customers’ accounts receivable, contract assets and rents receivable in accordance with customer types. The Company applies the modified approach using a provision matrix to estimate the expected credit loss.

  • viii. The Company used the forecast ability of Taiwan Institute of Economic Research boom observation report to adjust historical and timely information to assess the default possibility of accounts receivable (including related parties), notes receivable, lease payments receivable and contract assets. On December 31, 2025 and 2024, the provision matrix is as follows:

December 31, 2025
Expected loss rate
Total book value
Loss allowance
December 31, 2024
Expected loss rate
Total book value
Loss allowance
Up to 30
31~60
61~90
Notpastdue
days pastdue
days pastdue
days pastdue
0.75%~0.79% 0.88%~17.83% 1.09%~21.06% 1.29%~21.15%
2,386,345
$ 3,947
$ 383
$ -
$ 2,903
$ 243
$ 80
$ -
$ 0.03%~0.46% 0.03%~4.84%
0.23%~9.99% 0.44%~10.08%
691,694
$ -
$ 20
$ -
$ 1,160
$ -
$ 2
$ -
$
Over 90
days pastdue
100%
-
$ -
$ 100%
-
$ -
$
Total
2,390,675
$ 3,226
$ 691,714
$ 1,162
$
  • ix. Movements in relation to the Company applying the modified approach to provide loss allowance are as follows:
allowance are as follows:
At January 1
Provision for impairment
At December 31
2025
1,162
$ 2,064
3,226
$
2024
483
$ 679
1,162
$

~64~

  • x. The Company’s financial assets at amortised cost are pledged time deposits and restricted time deposits with extremely low credit risk. Thus, the Company did not recognise significant loss allowance in accordance with 12 months expected credit losses.

  • (c) Liquidity risk

  • i. Company treasury monitors rolling forecasts of the Company’s liquidity requirements to ensure it has sufficient cash to meet operational needs and comply with internal balance sheet ratio targets.

  • ii. The Company invests surplus cash in interest bearing current accounts and time deposits, choosing instruments with appropriate and sufficient liquidity to respond to and provide sufficient head-room.

  • iii. The Company has the following undrawn borrowing facilities:

sufficient head-room.
The Company has the following undrawn
borrowing facilities:
Floating rate:
Expiring within one year
Expiring beyond one year
December 31, 2025
153,825
$ -
153,825
$
December31,2024
120,718
$ -
120,718
$
  • iv. The table below analyses the Company’s non-derivative financial liabilities into relevant maturity Companyings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities. Except that the carrying amounts of accounts payable (including related parties), other payables (including related parties) and guarantee deposits received are approximate to the amounts of contractual undiscounted cash flows and those accounts will expire within a year, the amounts of financial liabilities disclosed in the table are the contractual undiscounted cash flows:
cash flows:
Less than
1year
Non-derivative financial liabilities
Short-term borrowings
542,443
$ Short-term notes and bills
payable
290,000
Lease liability
10,577
Long-term borrowings
(including current portion)
248,476
December 31, 2025
Between 1
and2year(s)
-
$ -
10,413
322,158
Between 2
and 3 year(s)
-
$ -
10,081
235,193
Between 3
and 5 year(s)
Over5 years
-
$ -
$ -
-
11,505
52,331
1,015,798
-
-
$ -
52,331
-

~65~

Less than
1year
Non-derivative financial liabilities
Short-term borrowings
126,650
$ Short-term notes and bills
payable
420,000
Lease liability
9,953
Long-term borrowings
(including current portion)
250,040
December 31, 2024
Between 1
and2year(s)
-
$ -

9,739
250,229
Between 2
and 3 year(s)
-
$ -
9,582
244,106
Between 3
and 5 year(s)
Over5 years
-
$ -
$ -
-
15,111

58,084
1,255,298

-
  • v. The Company does not expect the timing of occurrence of the cash flows estimated through the maturity date analysis will be significantly earlier, nor expect the actual cash flow amount will be significantly different.

13. Supplementary Disclosures

(1) Significant transactions information

  • A. Loans to others: None.

  • B. Provision of endorsements and guarantees to others: Please refer to table 1.

  • C. Holding of significant marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 2.

  • D. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 3.

  • E. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 4.

  • F. Significant inter-company transactions during the reporting periods: None.

(2) Information on investees

Names, locations and other information of investee companies (not including investees in Mainland China) Please refer to table 5.

(3) Information on investments in Mainland China

None.

~66~

Foxwell Power Co., Ltd.

Provision of endorsements and guarantees to others Year ended December 31, 2025

Table 1

Expressed in thousands of NTD

(Except as otherwise indicated)

Number Endorser/
guarantor
Party being
endorsed/guaranteed
Party being
endorsed/guaranteed
Limit on
endorsements/
guarantees
provided for a
single party
(Note 1)
Maximum
outstanding
endorsement
/guarantee
amount as of
December
31, 2025
Outstandin
gendorsement
/guarantee
amount at
December 31,
2025
amount Footnote
guarantor drawn
down
Amount of
endorsements
/guarantees
secured with
collateral
Ratio of
accumulated
endorsement
/guarantee
amount to
net asset
value of the
endorser/gua
rantor
company
Ceiling on
total amount
of guarantees
provided
(Note 2)
Provision of
endorsements
/guarantees
by parent
company to
subsidiary
Provision of
endorsements
/guarantees
by subsidiary
to parent
company
Provision of
endorsements
/guarantees
to the party
in Mainland
China
Footnote
Company name Relationship
with the
endorser/guara
ntor
1 Smart Power System
Co., Ltd.
BL ANAKIE SOLAR
PTY LTD
Investee
companies
of subsidiaries
321,071
$
40,541
$
40,541
$
-
$
-
$
6.31 642,142
$
N N N

Note 1 Calculation for limit on endorsements/guarantees provided for a single party is as follows:

For subsidiaries whose shares are 90% or above held by the Company,ceilimg on total amount of endorsements and guarantees provided by the Company is 50% of the Company’s net asset value; limit on endorsements and guarantees provided by the Company for a single party is 40% of the Company’s net asset value.

Ceiling on total amount of endorsements and guarantees provided by Smart Power System Co., Ltd. is 50% of Smart Power System Co., Ltd.’s net asset value.

Note 2 Calculation for limit on endorsements/guarantees provided for a single party is as follows:

The Company’s and subsidiaries’ endorsements and guarantees to others should not exceed 50% of the Company’s net assets based on the latest audited or reviewed financial statements;

Smart Power System Co., Ltd.’s and its subsidiaries’ endorsements and guarantees to others should not exceed 100% of the company’s net assets based on the latest audited or reviewed financial statements.

Table 1, Page 1

Table 2

Foxwell Power Co., Ltd.

Holding of material marketable securities at the end of the period (not including subsidiaries, associates and joint ventures) December 31, 2025

Expressed in thousands of NTD (Except as otherwise indicated)

Securities held by Marketable securities Relationship with the securities issuer General ledger account Footnote As of December 31,2025 As of December 31,2025 As of December 31,2025 As of December 31,2025 Footnote
Number of shares Book value Ownership (%) Fair value
Smart Power System Australia Pty Ltd BL ANAKIE SOLAR PTY LTD An investee of the Company Non-current financial assets at fair
value through other comprehensive
income
643 13,514
$
19.24% 13,514
$

Note: The above disclosure requirement is based on a carrying amount reaching $10,000 thousand.

Table 2, Page 1

Purchases or sales of goods
Table 3
Purchases or sales of goods
Table 3
Purchases or sales of goods
Table 3
Foxwell Power Co., Ltd.
from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2025
Expressed in thousands of NTD
(Except as otherwise indicated)
Foxwell Power Co., Ltd.
from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2025
Expressed in thousands of NTD
(Except as otherwise indicated)
Foxwell Power Co., Ltd.
from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2025
Expressed in thousands of NTD
(Except as otherwise indicated)
Foxwell Power Co., Ltd.
from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2025
Expressed in thousands of NTD
(Except as otherwise indicated)
Foxwell Power Co., Ltd.
from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2025
Expressed in thousands of NTD
(Except as otherwise indicated)
Foxwell Power Co., Ltd.
from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2025
Expressed in thousands of NTD
(Except as otherwise indicated)
Foxwell Power Co., Ltd.
from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2025
Expressed in thousands of NTD
(Except as otherwise indicated)
Foxwell Power Co., Ltd.
from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2025
Expressed in thousands of NTD
(Except as otherwise indicated)
Foxwell Power Co., Ltd.
from or to related parties reaching NT$100 million or 20% of paid-in capital or more
Year ended December 31, 2025
Expressed in thousands of NTD
(Except as otherwise indicated)
Purchaser/seller Counterparty Relationship with the
counterparty
Transaction Differences in transaction terms
compared to third party
transactions
Notes/accounts receivable (payable) Footnote
Purchases
(sales)
Amount Percentage of
total purchases
(sales)
Credit term Unit price Credit term Balance Percentage of
total
notes/accounts
receivable
(payable)
The Company Billion Sun Energy Storage
Technologies Inc.
Associate Sales 2,723,061)
($
58.54)
(
Note 1 Note 1 Note 1 571,500
$
57.00

Note 1: Refer to Note 7(3) A for details.

Table 3, Page 1

Foxwell Power Co., Ltd.

Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more

December 31, 2025

December 31, 2025 December 31, 2025 December 31, 2025 December 31, 2025 December 31, 2025
Table 4 Expressed in thousands of NTD
(Except as otherwise indicated)
Creditor Counterparty Relationship with the counterparty Balance as at December 31,
2025
Turnover rate Overdue receivables Amount collected
subsequent to the balance
sheet date
Allowance for doubtful
accounts
Amount Action taken
The Company Billion Sun Energy Storage Technologies
Inc.
Associate 571,500
$
9.53 -
$
Not Applicable -
$
None

Note: Collection data as of February 28, 2026.

Table 4, Page 1

Table 5

Foxwell Power Co., Ltd.

Information on investees Year ended December 31, 2025

Expressed in thousands of NTD

(Except as otherwise indicated)

Investor Investee Location Main business activities Initial investment amount Initial investment amount Shares held as at December 31, 2025 Shares held as at December 31, 2025 Shares held as at December 31, 2025 Net profit (loss) of
the investee for the
year ended
December 31, 2025
Investment income
(loss) recognised by
the Company for the
year ended
December 31, 2025
Footnote
Balance as at
December 31, 2025
Balance as at
December 31, 2024
Number of shares Ownership (%) Book value
The Company Foxwell Certification Co., Ltd. Taiwan Energy technical services 28,650
$
28,650
$
2,865 95.50 13,190
$
(1,100)
$
(1,051)
$
The Company Cheng Shin Digital CO., Ltd. Taiwan Energy technical services 48,436 48,436 4,844 49.00 35,224 840 1,265 Note 1
The Company Billion Sun Energy Storage
Technologies Inc.
Taiwan Energy technical services 369,215 - 39,240 30.00 129,550 24 255,862)
(
Note 2
The Company Huijie Energy Co., Ltd. Taiwan Energy technical services 500 - 50 100.00 500 - -
The Company Smart Power System Co., Ltd. Taiwan Energy technical services 696,171 - 8,160 51.00 609,645 35,439 4,679 Note 2
Smart Power System Co.,Ltd. Hong Ju Energy Co., Ltd. Taiwan Energy Storage Project
Development
3,900 3,900 679 30.00 7,199 417)
(
746)
(
Smart Power System Co.,Ltd. Fujin Energy Technology Co.,
Ltd.
Taiwan Overseas energy storage
site development
12,500 12,500 1,250 40.00 4,052 13,838)
(
6,778)
(
Smart Power System Co.,Ltd. Billion Power System
Technologies INC.
Taiwan Power facility inspection
and maintenance
- 4,900 - - - 4,289 2,102
Smart Power System Co.,Ltd. Zhixin Energy Co., Ltd. Taiwan ~~d i i t ti~~
Energy storage equipment
services and professional

6,010 1,000 601 100.00 8,298 2,200 2,200
Smart Power System Co.,Ltd. Smart Power System Australia
Pty Ltd
Australia ~~t~~
~~i~~
Energy technical services
13,390 - 700 100.00 14,271 417)
(
417)
(

Note 1: Include realised profit (loss) from sales. Note 2: Includes unrealized sales gains and losses.

Table 5, Page 1

FOXWELL POWER CO., LTD. STATEMENT OF CASH AND CASH EQUIVALENTS DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 1
Item
Description
USD 9,445 (in dollars): conversion
rate 31.43
Amount
Cash on hand and revolving funds
NTD
Demand deposits
NTD deposits
USD deposits
50
$ 383,748
297
384,095
$

statement 1, Page1

FOXWELL POWER CO., LTD. STATEMENT OF ACCOUNTS RECEIVABLE DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 2

Client Name
Non-related parties
Advanced Semiconductor Engineering, Inc.
Whole Sun No.1 Co., Ltd.
Taiwan Power Company
Wistron Corporation
Siliconware Precision Industries Co., Ltd.
Others
Less: Allowance for uncollectible accounts
(
Related parties
Billion Sun Energy Storage Technologies
Hon Hai Precision Industry Co., Ltd.
Cheng Shin Digital CO., Ltd.
Shinfox Energy Co., Ltd.
Amount
Note
54,283
$ 46,725
42,211
46,660
31,667
152,565
Balance of each client has not
exceeded 5% of total account
374,111
3,226)

370,885
$ 571,500
$ 28,433
2,193
73
602,199
$

statement 2, Page1

FOXWELL POWER CO., LTD. STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 3

==> picture [752 x 107] intentionally omitted <==

----- Start of picture text -----

Market Value or Net
Beginning Balance Addition Decrease Ending Balance Assets Value
Shares Shares Amount Shares Amount Shares Percentage of
Investee (share in thousands) Amount (share in thousands) (Note 1) (share in thousands) (Note 2) (share in thousands) Ownership Amount Unit Price Total Amount Valuation Basis Collateral Note
Foxwell Certification Co., Ltd. 2,865 $ 14,195 - $ 46 - ($ 1,051) 2,865 95.50% $ 13,190 4.6 $ 13,190 Equite method None
Cheng Shin Digital CO., Ltd. 4,844 33,959 - 1,265 - - 4,844 49.00% 35,224 9.9 47,814 Equite method 〃
Billion Sun Energy Storage - - 39,240 385,453 - ( 255,903) 39,240 30.00% 129,550 9.9 386,352 Equite method 〃
Technologies Inc.
Huijie Energy Co., Ltd. - - 50 500 - - 50 100.00% 500 3.0 149 Equite method 〃
Smart Power System Co., Ltd. - - 8,160 705,269 - ( 95,624) 8,160 51.00% 609,645 40.1 327,449 Equite method 〃
$48,154 $ 1,092,533 ($ 352,578) $ 788,109 $ 774,954
----- End of picture text -----

Note 1: The increase for the current period includes changes in the net equity of the investee, additional investment amounts, and investment income. Note 2: The decrease for the current period includes investment losses, unrealized gains or losses on sales, and treasury stock transactions.

statement 3, Page1

FOXWELL POWER CO., LTD. STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT FOR THE YEAR ENDED DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 4

Item
Machinery and equipment
Leasehold improvements
Office equipment
BeginningBalance
2,669,243
$ 6,305

1,246
2,676,794
$
Addition
1,711
$ -
1,146
2,857
$
Decrease
-
$ -
-

-
$
Transfer
-
$ -

-
-
$
EndingBalance
Collateral
2,670,954
$ Refer to Note 8
6,305
None
2,392

2,679,651
$

statement 4, Page1

FOXWELL POWER CO., LTD. STATEMENT OF CHANGES IN ACCUMULATED DEPRECIATION OF PROPERTY, PLANT AND EQUIPMENT FOR THE YEAR ENDED DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 5

tatement 5
Item
Machinery and equipment
Leasehold improvements
Office equipment
BeginningBalance
177,235
$ 1,394

489
179,118
$
Addition
190,613
$ 907
532
192,052
$
Decrease
Transfer
-
$ -
$ -

-
-

-
-
$ -
$
Ending Balance
367,848
$ 2,301
1,021
371,170
$

statement 5, Page1

FOXWELL POWER CO., LTD. STATEMENT OF SHORT-TERM BORROWINGS DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 6

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----- Start of picture text -----

Nature Description Ending Balance Contract Period Range of Interest Rate Credit Line Collateral
----- End of picture text -----

Unsecured borrowings
Mega International
Commercial Bank, Ltd
Unsecured borrowings
First Commercial Bank
Unsecured borrowings
Cathay United Bank
Unsecured borrowings
Bank of Panhsin
Unsecured borrowings
Bank of Taiwan
70,000
$ 30,000
2025/08/05~
2026/02/05
2.715%
80,000

136,900
2025/09/08~
2026/02/19
2.800%
250,000

100,000
2025/11/25~
2026/05/22
2.530%
100,000

200,000
2025/10/20~
2026/10/20
2.050%
200,000

536,900
$ 2025/11/25~
2027/05/24
2.025%
100,000
$ None

statement 6, Page1

FOXWELL POWER CO., LTD. STATEMENT OF SHORT-TERM BILLS PAYABLE DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 7

statement 7
Item
Guarantor or Accepting
Institution
Commercial paper
guarantee
TAIWAN FINANCE
CORPORATION
Commercial paper
guarantee
MEGA BILLS FINANCE
CO., LTD.
Commercial paper
guarantee
DAH CHUNG BILLS
FINANCE CORP.
Commercial paper
guarantee
TAIWAN COOPERATIVE
BILLS FINANCE
Contractperiod Range of
Interest Rate
Issuance
Amount
Unamortised
Discounts
407)
($ 112)
(
71)
($ Amount
112)
(
112)
(
Carrying
Amount
289,593
$ 79,888
79,888
49,929
$ 79,888
Note
2025/12/2~
2026/1/23
2025/12/2~
2026/1/23
2025/12/2~
2026/1/23
2025/12/2~
2026/1/23
2.290%
2.290%
2.290%
2.290%
290,000
$ 80,000
50,000
$ 80,000
80,000



No collateral
provided

statement 7, Page1

FOXWELL POWER CO., LTD. STATEMENT OF ACCOUNTS PAYABLE DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 8

ClientName
Non-related parties
Saft Batteries Pty Limited
Ta Ya Electric Wire & Cable Co., Ltd.
Star Energy Corporation
Others
Related parties
Changpin wind power Ltd.
Synergy Co., Ltd.
Xinwei Power Co., Ltd.
Foxwell Energy Corporation Ltd.
Amount
Note
354,736
$ 320,000
83,738
213,024
Balance of each client has not
exceeded 5% of total account
971,498
$ 15,938
$ 3,281
1,708
144
21,071
$

statement 8, Page1

FOXWELL POWER CO., LTD. STATEMENT OF LONG-TERM BORROWINGS DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 9

tatement 9
Creditor Description Amount period Rate Collateral Note
Taishin International Bank CO.,
Ltd.
Medium-term secured borrowings $ 56,250
2022/10/3~
2028/9/29
2.726% Property, plant
and equipment
Taishin International Bank CO.,
Ltd.
Medium-term unsecured borrowings 3,750
2022/10/3~
2028/9/29
2.726% Property, plant
and equipment
Taishin International Bank CO.,
Ltd.
Medium-term secured borrowings 1,106,528 2024/7/8~
2029/7/6
2.726% Property, plant
and equipment
Taishin International Bank CO.,
Ltd.
Medium-term unsecured borrowings 406,362 2024/7/8~
2029/7/6
2.726% None
Hua Nan Commercial Bank, Ltd. Medium-term unsecured borrowings 80,000 2025/8/5~
2027/8/5
2.74%
The Shanghai Commercial &
Savings Bank, Ltd.
Medium-term unsecured borrowings 43,750 2024/6/7~
2029/6/7
2.67%
1,696,640
Less: Long-term borrowings, current portion ( 205,214)
$ 1,491,426

statement 9, Page1

FOXWELL POWER CO., LTD. STATEMENT OF OPERATING REVENUE FOR THE YEAR ENDED DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 10
Item Volume Amount
Note
Construction revenue $ 2,993,033
Service revenue 352,239
Electricity sales revenue 1,306,105
$ 4,651,377

statement 10, Page1

FOXWELL POWER CO., LTD. STATEMENT OF OPERATING COSTS FOR THE YEAR ENDED DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 11
Item Amount
Note
Cost of engineering sales $ 2,105,059
Cost of electricity sales 1,170,305
Other operating costs 251,224
$ 3,526,588

statement 11, Page1

FOXWELL POWER CO., LTD. STATEMENT OF ADMINISTRATIVE EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 12
Item Amount Note
Wages and salaries $ 111,963
Professional service fees 14,194
Others Balance of each item has not
49,706 exceeded 5% of total account
$ 175,863

statement 12, Page1

FOXWELL POWER CO., LTD.

SUMMARY STATEMENT OF CURRENT PERIOD EMPLOYEE BENEFITS, DEPRECIATION, DEPLETION AND AMORTIZATION EXPENSES BY FUNCTION

FOR THE YEAR ENDED DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 13

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----- Start of picture text -----

Function Year ended December 31, 2025 Year ended December 31, 2024
Classified as Classified as
Classified as Classified as
Operating Total Operating Total
Nature Operating Costs Operating Costs
Expenses Expenses
Employee Benefit Expense
Wages and salaries $ 9,638 $ 111,963 $ 121,601 $ 3,410 $ 47,552 $ 50,962
Labour and health insurance fees 732 5,250 5,982 318 3,788 4,106
Pension costs 331 2,406 2,737 145 1,929 2,074
Directors' remuneration - 6,730 6,730 - 1,210 1,210
Other personnel expenses 210 4,199 4,409 104 2,354 2,458
Depreciation Expense 193,465 7,714 201,179 149,994 6,493 156,487
- -
Amortisation Expense 4,602 4,602 4,575 4,575
----- End of picture text -----

Note:

Note 1: As at December 31, 2025 and 2024, the Company had 71 and 51 employees, both including 6 non-employee director(s). Note 2: Average employee benefit expense for the years ended December 31, 2025 and 2024 was $2,073 and $1,324, respectively. Note 3: Average employees salaries for the years ended December 31, 2025 and 2024 were $1,871 and 1,132, respectively. Adjustments of average employees salaries for the year ended December 31, 2025 were 65.3%.

statement 13, Page1

FOXWELL POWER CO., LTD.

SUMMARY STATEMENT OF CURRENT PERIOD EMPLOYEE BENEFITS, DEPRECIATION, DEPLETION AND AMORTIZATION EXPENSES BY FUNCTION (Cont.)

FOR THE YEAR ENDED DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 13

  • Note 4: The Company’s policies on salary and remuneration (including directors, independent directors, managers and employees)

  • (1) For payment to directors and independent directors, the correlation among the Company’s policy, standard and combination, procedures of setting remuneration, operating performance and future risk are as follows:

  • A. The Company’s remuneration of directors is determined based on the common standard of the Company’s conference attendance fees and traveling fee approved by the Board of Directors.

  • B. According to Article 23 of the Company’s Articles of Incorporation: the profit before deducting tax and employees’ compensation

  • and directors’ remuneration shall be used to offset deficits, if any, shall be distributed as employees’ compensation not lower than 6% and directors’ remuneration not higher than 3% as resolved by the Board of Directors.

  • (2) For payment to managers, the correlation among the Company’s policy, standard and combination, procedures of setting remuneration, operating performance and future risk are as follows:

  • A. The Company’s remuneration of managers is determined based on the Company’s Regulations for Performance Assessment, taking into account individual performance and contribution to the Company’s overall operation and referring to the general standards in the industry. After being reviewed by the Remuneration Committee, it is submitted to the Board of Directors for approval before implementation.

  • B. According to Article 23 of the Company’s Articles of Incorporation: the profit before deducting tax and employees’ compensation and directors’ remuneration shall be used to offset deficits, if any, shall be distributed as employees’ compensation not lower than 6% and directors’ remuneration not higher than 3% as resolved by the Board of Directors.

  • (2) For payment to employees, the correlation among the Company’s policy, standard and combination, procedures of setting remuneration, operating performance and future risk are as follows:

  • A. The Company’s compensation for employees is determined based on individual ability, contribution to the Company and performance which have positive correlation with operating performance. The Company has adequately controlled the future risk, the policies of compensation also related with future risk. Whole combination of salary and compensation includes basic salary, bonus and employees’ compensation and allowance. As for the standard of compensation payment, basic salary is determined based on the market competitiveness of their positions and the Company’s policy. Bonus and employees’ compensation are determined through linking with employees’ and segments’ target or the Company’s operating performance. The benefits are designed to meet employees’ requirements under the related regulations in order to share the Company’s operating result with employees.

statement 13, Page2

FOXWELL POWER CO., LTD.

SUMMARY STATEMENT OF CURRENT PERIOD EMPLOYEE BENEFITS, DEPRECIATION, DEPLETION AND AMORTIZATION EXPENSES BY FUNCTION (Cont.)

FOR THE YEAR ENDED DECEMBER 31, 2025

(Expressed in thousands of New Taiwan dollars)

statement 13

  • B. According to Article 23 of the Company’s Articles of Incorporation: the profit before deducting tax and employees’ compensation and directors

  • ’ remuneration shall be used to offset deficits, if any, shall be distributed as employees’ compensation not lower than 6% and directors’ remuneration not higher than 3% as resolved by the Board of Directors.

statement 13, Page3