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ITEQ — AGM Information 2026
Jun 3, 2026
52533_rns_2026-06-03_bdca1323-56af-455f-b6f7-7d448a70a6cd.pdf
AGM Information
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ITEQ CORPORATION
2026 Annual General Shareholders' Meeting Minutes
(Translation)
Time: May 27, 2026 (Wednesday) at 9:00 am
Place: No. 17, Daluge Rd., Xinpu Township, Hsinchu County 30544, Taiwan (R.O.C.)
Meeting Method: Physical Shareholders' Meeting
Attending Shareholders: The total number of shares represented by shareholders attending the meeting in person or by proxy is 225,079,267 shares (including casted electronically 223,641,489 shares), representing 61.9% of the total number of issued shares of the Company (i.e., 363,562,218 shares.)
Attending Directors: Chin-Tsai Chen (Chairman), Hsin-Hui Tsai (Director), Hui-Fen Chan (Director), Cheng-En Ko (Convener of the Auditing Committee, Independent Director), Chao-Zon Yang (Independent Director), Po-Chiao Chou (Independent Director), Wei-Lung Chen (Independent Director)
Attendees: Ya-Ling Chen (CPAs of KPMG)
Chairman: Chin-Tsai Chen
Recorder: Tai-Ming Chen
I. As the number of shares represented by attending shareholder has reached the required quorum for shareholders' meeting, the chairman declares the shareholders' meeting begins
II. Chairperson's Speech: (Omitted)
III. Reported Matters
Agenda 1
Subject: 2025 Business Report.
see Annex I. (P. 5)
Agenda 2
Subject: Audit Committee's Review Report on the 2025 Financial Statements.
see Annex II (P. 9)
Agenda 3
Subject: Distribution of Remuneration for Employees and Directors of 2025.
(see handbook)
Agenda 4
Subject: Status of Distribution for Cash Dividends of 2025 Earnings.
(see handbook)
Agenda 5
Subject: Report on Distribution of 2025 Directors Remuneration.
see Annex III (P. 10)
IV. Approval Matters
Subject: 2025 Business Report, Financial Statements, and Earnings Distribution Proposal.
(Proposed by the Board of Directors)
Explanation:
-
The Company's 2025 parent-company-only financial statement and consolidated financial statement have been audited and certified by CPA Chia-Chien Tang and Ya-Ling Chen of KPMG Taiwan, for which an unmodified opinion has been issued. The Financial Statements together with Business Report and Earnings Distribution Proposal have been approved by the Board of Directors and the Audit Committee of the Company. The Audit Committee issued a review report.
-
Please refer to Annex I (Page 5) & Annex IV (Page 11) for the 2025 Business Report, Independent Auditors' Report, Financial Statements, and Earnings Distribution Proposal.
Resolution:
Shares represented at the time of voting : 225,079,267
| Voting Results* | % of the total represented share present |
|---|---|
| Votes in favor : 177,183,714 votes | |
| (176,793,322votes) | 78.72% |
| Votes against : 49,938 votes | |
| (49,938 votes) | 0.02% |
| Votes invalid : 0 votes | 0.00% |
| Votes abstained : 47,845,615votes | |
| (46,798,229 votes) | 21.25% |
*Including votes casted electronically (numbers in brackets)
RESOLVED, that the above proposal be and hereby were accepted as submitted.
3
V. Discussion Matters
(Proposed by the Board of Directors)
Subject: Proposal for Release the Prohibition on Directors from Participation in Competitive Business.
Explanation:
- According to Article 209 of the Company Act.
- The Directors of the Company shown in the table below have invested in or operated other companies with their business scope same as or similar to that of the Company and serve as directors. However, if their participation in the operation benefits the Company's diversified development and aligns with operational strategies, we can rely on their expertise and relevant experience. Provided that the Company's interests are not harmed, we plan to request the shareholders' meeting to approve releasing the Director from the non-competition restriction.
- Newly added relevant positions held currently as below:
| Title | Name | To hold positions in other companies |
|---|---|---|
| Chairperson of the Board | Chin-Tsai Chen (陳進財) | Representative of Director, Phalanx Biotech Group |
| Representative of Director, Phalanx Genomics | ||
| Representative of Director, Gene & Stem Biomedical Company | ||
| Director | Hui-Fen Chan (詹慧芬) | Representative Director of Raku Co., Ltd. |
- The proposal above is submitted for discussion.
Resolution:
Shares represented at the time of voting : 225,079,267
| Voting Results* | % of the total represented share present |
|---|---|
| Votes in favor : 177,143,989 votes (176,753,597 votes) | 78.70% |
| Votes against : 413,517 votes (413,517 votes) | 0.18% |
| Votes invalid : 0 votes | 0.00% |
| Votes abstained : 47,521,761 votes (46,474,375 votes) | 21.11% |
*Including votes casted electronically (numbers in brackets)
RESOLVED, that the above proposal be and hereby were accepted as submitted.
VI. Questions and Motions: None
VII. Adjournment: At 9:20 a.m. of May 27, 2026.
There were no questions from shareholders at the shareholders meeting.
4
Annex I.
2025 Business Report
I. Management Principles
(1) Focusing on Advanced Electronic Materials and Continuously Expanding Application Domain
In 2025, global demand for advanced electronic materials continues to grow, particularly in fields such as AI servers, high-speed computing, new energy vehicles (NEVs), and data centers. Our company is committed to strengthening its offerings in high-frequency, low-loss materials; high-heat-resistant and highly reliable materials; and environmentally friendly, electronic-grade laminate materials. We are also actively expanding our global market share, enhancing partnerships with leading international firms, and solidifying our competitive edge.
(2) Strengthening Supply Chain Management to Ensure Quality and Stable Supply
Supply chain resilience has become a cornerstone of industrial competitiveness. Our company will further enhance supply chain quality management by overseeing raw material suppliers, controlling processes, and verifying products, all while adhering to testing standards and ensuring compliance with international regulations and customer requirements. Concurrently, we will introduce smart manufacturing technologies to enhance production efficiency and reduce costs, thereby providing a stable supply amid market fluctuations and improving overall competitiveness.
(3) Seizing Market Growth Opportunities and Accelerating Technology Development and Deployment
The global semiconductor and electronics markets are increasingly influenced by generative AI, electric vehicles, and the expansion of data centers. This trend is driving a surge in demand for high-performance computing and advanced materials for high-frequency, high-speed transmission. Our company is committed to enhancing our material technology development for applications such as AI computing chips, high-voltage fast-charging systems for electric vehicles, and broadband communications. In parallel, we will boost our presence and marketing efforts in the Asian and North American markets to better serve the needs of our global customers.
(4) Advancing ESG Corporate Culture and Promoting Green Manufacturing and Low-Carbon Supply Chains
As the global emphasis on environmental protection and sustainable operations intensifies, our company will continue to promote green manufacturing processes, adopt low-carbon production methods, and enhance supply chain management to ensure eco-friendly standards throughout the entire value chain, from raw materials to finished products. These efforts will enhance our sustainable competitiveness as an enterprise.
6
II. Implementation Overview
The Company's consolidated operating revenue for 2025 reached NT$33.1 billion, representing a year-over-year increase of 12.66%. Global economic growth in 2025 continued to exhibit regional divergence. As major economies concluded their interest rate hike cycles and gradually assessed room for monetary easing, inflationary pressures eased, supporting a moderate recovery in economic activity. However, geopolitical risks, supply chain restructuring, and adjustments in trade policies remained sources of market uncertainty. Meanwhile, the application of generative AI continued to deepen, driving accelerated expansion in cloud computing and data centers. Steady growth in demand from the renewable energy sector further boosted market demand for advanced electronic materials and high-frequency, high-speed PCBs. The Company benefited from increased shipments of AI server and automotive electronic materials. Through product mix optimization and a higher proportion of high value-added products, both consolidated revenue and gross profit achieved double-digit growth. At the same time, strengthened cost control and operational efficiency contributed to further growth in operating income, with overall profitability outperforming the previous year.
III. Business Plan Implementation Results (Consolidated Statement)
Currency Unit: NT$ Thousand
| Item | 2024 | 2025 | YoY (%) |
|---|---|---|---|
| Operating Revenue | 29,377,677 | 33,098,283 | 12.66% |
| Operating Gross Profit | 3,689,962 | 4,784,526 | 29.66% |
| Net Operating Income | 1,350,667 | 2,382,746 | 76.41% |
| Non-operating Income and Expenses | (33,342) | (16,149) | — |
| Net Profit After Tax | 821,787 | 1,510,219 | 83.77% |
| Net Profit Margin (%) | 2.80% | 4.56% | 1.76% |
IV. Performance of Operating Budget
The Corporation did not release its 2025 forecast, so there is no need to disclose the operating budget performance. However, the overall actual operating conditions and performance are generally in line with the Corporation's internal operating plan.
V. Profitability Analysis (Consolidated Statement)
| Item | 2024 | 2025 |
|---|---|---|
| Return on Assets (ROA) (%) | 2.82 | 4.45 |
| Return on Equity (ROE) (%) | 4.10 | 7.21 |
| Ratio of Operating Income to Paid-in Capital (%) | 37.21 | 65.61 |
| Ratio of Net Profit Before Tax to Paid-in Capital (%) | 36.29 | 65.17 |
|---|---|---|
| Net Profit Margin (%) | 2.80 | 4.56 |
| Earnings Per Share After Tax (NT$) | 2.26 | 4.16 |
VI. Research Development Status
(I) AI Computing and Infrastructure Materials R&D
Leveraging the explosive growth of generative AI and the global trend toward net-zero emissions, ITEQ places "innovation" and "sustainability" at the core of its R&D, proactively positioning itself in advanced AI electronic materials. In response to the rapid doubling of AI server computing power, the demand for 800G/1.6T high-speed switches, and PCIe Gen6/Gen7 ultra-high-speed transmission, ITEQ provides solutions with ultra-low loss and superior signal integrity. To address the processing challenges of high layer count (HLC) boards under high-computing architectures, ITEQ has successfully developed a range of materials featuring low dielectric properties and low coefficient of thermal expansion (low CTE). These materials effectively ensure dimensional stability and mitigate warpage under high-temperature soldering conditions, thereby enhancing transmission reliability in high-density interconnect designs. Meanwhile, through close collaboration with leading global customers, ITEQ is proactively expanding into edge computing, 6G communications, and smart automotive applications, ensuring it remains at the forefront of next-generation high-speed computing architectures.
(II) Key Process Technologies and Diverse Application Fields
In terms of technological innovation, the Company has successfully developed key PCB materials, including Low Loss Interlayer Build-Up Film (Low Loss IBF) and Resin-Coated Copper (RCC). Through its proprietary low-dielectric resin coating process, the Company achieves product miniaturization, ultra-low loss, and high thermal conductivity, precisely meeting future demands for high-speed, low-latency, and high-density circuit design. In addition, its strategic R&D achievements across various application fields are as follows:
- Consumer Electronics: Driven by AI technologies, the Company has introduced high-frequency, high-speed, and ultra-thin flexible substrates for AI smartphones, AI PCs (AIPC), and wearable devices (such as AI glasses), meeting the needs for device miniaturization and low-loss, high-speed signal transmission.
- Automotive Electronics: In response to trends in vehicle electrification and intelligentization, the Company has mass-produced highly reliable products with resistance to conductive anodic filament (CAF) and high glass transition temperature (High Tg), supporting demanding applications such as power battery
advancements, autonomous driving (ADAS), and smart cockpits.
- Emerging Technologies: The Company is actively expanding into fields such as humanoid robotics, the low-altitude economy (e.g., drones), and biomedical engineering. It has also optimized flexible materials with specialized thickness specifications to build a diversified product portfolio, strengthening its competitive advantages and market moat.
(III) Green R&D and Sustainable Development
ITEQ integrates ESG principles into the core of its operations, building a resilient governance framework. Its R&D direction aligns with the 2050 net-zero emissions target, and AI systems have been introduced to enhance R&D efficiency and production energy efficiency. At the same time, the Company collaborates closely with supply chain partners to develop low-carbon raw materials and optimize the carbon footprint across the entire product lifecycle. Through environmentally friendly processes and green technologies, ITEQ fulfills its corporate social responsibility and contributes steady momentum toward smart living and a sustainable future.
Chairperson of the Board: Chin-Tsai Chen
Managerial Officer: Hsin-Hui Tsai
Finance and Accounting Supervisor: Jung-Tsan Chou
Annex II.
ITEQ Corporation
Audit Committee's Review Report
The Board of Directors has prepared and submitted to the undersigned, the Audit Committee of ITEQ Corporation, the 2025 financial statements (including consolidated and parent-company-only), business report, earnings distribution proposal thereof, wherein the 2025 financial statements have been reviewed by Chia-Chien Tang and Ya-Ling Chen, CPAs of KPMG Taiwan, and concluded with an audit report without reservation. The aforesaid financial statements, business report, earnings distribution proposal thereof have been examined by the Audit Committee with the opinion that they are not yet inconsistent, hence we hereby report the above in accordance with the provisions in the Taiwan Securities and Exchange Act and Taiwan Company Act for the review and approval of all our shareholders.
All the best,
ITEQ Corporation
2026 Annual General of Shareholders' Meeting
Convener of the Audit Committee: Chen-En Ko
March 6, 2026
Annex III.
ITEQ Corporation
2025 Remuneration to Directors
Unit: %, NT$ Thousand
| Job Title | Name | Remuneration to directors | Sum of A+B+C+D and ratio to net income (Note 3) | Remuneration received by directors for concurrent service as an employee | Sum of A+B+C+D+E+F+G and ratio to net income (Note 3) | Remuneration received from investee enterprises other than subsidiaries or from the parent company | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Base compensation (A) | Retirement pay and pension (B) (Note 1) | Director profit sharing compensation (C) (Note 2) | Expenses and perquisites (D) | Salary, rewards, and special disbursements (E) | Retirement pay and pension (F) (Note 1) | Employee profit-sharing compensation (G) (Note 2) | ||||||||||||||||
| The Company | All Consolidated entities | All Consolidated entities | The Company | All Consolidated entities | The Company | All Consolidated entities | The Company | All Consolidated entities | The Company | All Consolidated entities | The Company | All Consolidated entities | The Company | All Consolidated entities | The Company | All Consolidated entities | ||||||
| Amount in cash | Amount in stock | Amount in cash | Amount in stock | |||||||||||||||||||
| Chairperson of the Board | Chin-Tsai Chen | - | - | - | - | 4,907 | 4,907 | 20 | 20 | 4,927 033% | 4,927 033% | 4,496 | 4,496 | - | - | - | - | - | 9,423 0.62% | 9,423 0.62% | None | |
| Director | Hein-Hui Tsai | - | - | - | - | 3,271 | 3,271 | 25 | 25 | 3,296 0.22% | 3,296 0.22% | 2,328 | 4,900 | - | - | 9,527 | - | 9,527 | - | 15,151 1.00% | 17,723 1.17% | None |
| Director | WIN Semiconductors Corp. Representative: Ching-Chou Tseng | - | - | - | - | 1,635 | 1,635 | 25 | 25 | 1,660 0.11% | 1,660 0.11% | - | - | - | - | - | - | - | 1,660 0.11% | 1,660 0.11% | None | |
| Director | WIN Semiconductors Corp. Legal representative: Yun-An Fu | - | - | - | - | 1,635 | 1,635 | 25 | 25 | 1,660 0.11% | 1,660 0.11% | - | - | - | - | - | - | - | 1,660 0.11% | 1,660 0.11% | None | |
| Director | Hui-Fen Chan | - | - | - | - | 1,635 | 1,635 | 25 | 25 | 1,660 0.11% | 1,660 0.11% | - | - | - | - | - | - | - | 1,660 0.11% | 1,660 0.11% | None | |
| Sub-total | - | - | - | - | 13,083 | 13,083 | 120 | 120 | 13,203 0.87% | 13,203 0.87% | 6,824 | 9,396 | - | - | 9,527 | - | 9,527 | - | 29,554 1.96% | 32,126 2.13% | None | |
| Independent Director | Cheng-En Ko | - | - | - | - | 1,635 | 1,635 | 25 | 25 | 1,660 0.11% | 1,660 0.11% | - | - | - | - | - | - | - | 1,660 0.11% | 1,660 0.11% | None | |
| Zhao-Rong Yang | - | - | - | - | 1,635 | 1,635 | 25 | 25 | 1,660 0.11% | 1,660 0.11% | - | - | - | - | - | - | - | 1,660 0.11% | 1,660 0.11% | None | ||
| Po-Chiao Chou | - | - | - | - | 1,635 | 1,635 | 20 | 20 | 1,655 0.11% | 1,655 0.11% | - | - | - | - | - | - | - | 1,655 0.11% | 1,655 0.11% | None | ||
| Wei-Lung Chen | - | - | - | - | 1,635 | 1,635 | 20 | 20 | 1,655 0.11% | 1,655 0.11% | - | - | - | - | - | - | - | 1,655 0.11% | 1,655 0.11% | None | ||
| Sub-total | - | - | - | 6,540 | 6,540 | 90 | 90 | 6,630 0.44% | 6,630 0.44% | - | - | - | - | - | - | - | 6,630 0.44% | 6,630 0.44% | None | |||
| 1. Please describe the remuneration distribution policy, system, standard, and structure of Independent Directors, and describe the connectivity with the amount of the remuneration paid according to factors such as duties, risks assumed, and time invested. According to Article 24 of the Company's Articles of Incorporation, the remunerations of directors shall be determined by the Board of Directors according to their level of involvement in the Company's operations and the value of their contributions, with reference to the usual standard of the industry. 2. Except for the information disclosed above, remuneration paid for services rendered by directors of the Company to all companies in the financial report (e.g., those serving as non-employee consultants) in the most recent fiscal year: None |
Note 1. This is the retirement pension contributed according to law. No actual payment of the retirement pension was made in the most recent fiscal year.
Note 2. The earnings distribution for the year 2025 was approved with a resolution made by the Board of Directors on March 6, 2026. Specifically, it was authorized to distribute NT$19,623,000 as directors' remuneration and NT$78,492,000 as employees' remuneration. Besides, the report of the General Shareholders' Meeting held in 2026 was submitted.
Note 3. Calculated per the net profit after-tax indicated in the parent-company only financial statements and the net profit attributable to the parent company for the year 2025, i.e., NT$1,510,219,000, as shown in the consolidated financial statements.
Regarding directors' and employees' remuneration for the year 2025, the proposed amounts to be distributed in 2026 are calculated based on the actual distribution ratios applied in 2025 for the allocation of 2024 earnings (for reference only).
Annex IV.
KPMG
尊侯建業聯合會計師事務所
KPMG
台北市110615信義路5段7號68樓(台北101大樓)
68F., TAIPEI 101 TOWER, No. 7, Sec. 5
Xinyi Road, Taipei City 110615, Taiwan (R.O.C.)
電話 Tel +886 2 8101 6666
傳真 Fax +886 2 8101 6667
網址 Web kpmg.com/tw
Independent Auditors' Report
To the Board of Directors of ITEQ Corporation:
Opinion
We have audited the consolidated financial statements of ITEQ Corporation and its subsidiaries (“the Group”), which comprise the consolidated balance sheets as of December 31, 2025 and 2024, the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In our judgement, the key audit matters we communicated in the auditors' report were as follows:
- The accuracy of the timing of revenue recognition
Refer to note 4(o) "Revenue" and note 6(s) to the consolidated financial statements for the disclosure of revenue recognition.
Description of key audit matter:
The sales of products from the Group are subject to the terms and conditions agreed upon in sales contracts with customers, wherein it will affect the timing of revenue recognition and transfer of control to the buyer to be incompliance with the accounting standards. If the revenue is recognized prior to the customer having obtained the goods, it will result in an inappropriate timing of revenue recognition the period surrounding the reporting date. Hence, the accuracy of the timing of revenue recognition during these periods is one of our key audit matters.
KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.
KPMG
How the matter was addressed in our audit:
- Understanding the types of revenue, contract contents and transaction terms to assess the accuracy of the timing of revenue recognition.
- Conducting the variance analysis on the revenue from major customers.
- As well as testing the design, operation and implantation of the effectiveness of internal control on revenue recognition.
- Selected some samples of transaction records of sales within the balance sheet date in order to obtain the related transaction documents to evaluate the appropriateness of timing of recognition.
Other Matter
ITEQ Corporation has prepared its parent-company-only financial statements as of and for the years ended December 31, 2025 and 2024, on which we have issued an unmodified opinion.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the IFRSs, IASs, IFRC, SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are (including the Audit Committee) responsible for overseeing the Group's financial reporting process.
Auditors' Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
KPMG
4-2
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partners on the audit resulting in this independent auditors’ report are Tang, Chia-Chien and Chen, Ya-Ling.
KPMG
Taipei, Taiwan (Republic of China)
March 6, 2026
Notes to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.
The independent auditors' audit report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors' audit report and consolidated financial statements, the Chinese version shall prevail.
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5
(English Translation of Consolidated Financial Statements and Originally Issued in Chinese)
ITEQ CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Assets | December 31, 2025 | December 31, 2024 | Liabilities and Equity | December 31, 2025 | December 31, 2024 | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | Amount | % | ||||
| Current assets: | Current liabilities: | ||||||||||
| 1100 | Cash and cash equivalents (note 6(a)) | $ 4,989,377 | 13 | 4,583,412 | 13 | 2100 | Short-term borrowings (note 6(j)) | $ 3,401,687 | 9 | 2,719,387 | 8 |
| 1110 | Current financial assets at fair value through profit or loss (note 6(b)) | - | - | 3,387 | - | 2170 | Accounts payable | 8,848,468 | 23 | 6,285,846 | 18 |
| 1136 | Current financial assets at amortised cost (note 6(b)) | - | - | 60,791 | - | 2219 | Other payables (note 6(r)) | 770,744 | 1 | 871,798 | 3 |
| 1170 | Accounts and notes receivable, net (notes 6(c) and (s)) | 15,009,368 | 40 | 12,789,713 | 37 | 2230 | Current tax liabilities | 220,544 | 1 | 162,129 | - |
| 1200 | Other receivables | 101,836 | - | 132,102 | - | 2250 | Current provisions | - | - | 3,608 | - |
| 1220 | Current tax assets | 79,030 | - | 78,953 | - | 2280 | Current lease liabilities (notes 6(l) and 7) | 51,627 | - | 65,575 | - |
| 130X | Inventories (note 6(d)) | 4,890,409 | 13 | 3,763,259 | 11 | 2320 | Long-term liabilities, current portion (notes 6(k) and 8) | 241,717 | 1 | 1,263,581 | 4 |
| 1470 | Other current assets (note 6(b)) | 897,142 | 2 | 846,974 | 2 | 2399 | Other current liabilities (note 6(s)) | 25,876 | - | 13,130 | - |
| Total current assets | 25,972,248 | 68 | 22,258,591 | 63 | Total current liabilities | 13,560,663 | 35 | 11,385,054 | 33 | ||
| Non-current assets: | Non-current liabilities: | ||||||||||
| 1517 | Non-current financial assets at fair value through other comprehensive income (note 6(b)) | 53,284 | - | 30,099 | - | 2540 | Long-term borrowings (notes 6(k) and 8) | 2,101,889 | 6 | 1,592,257 | 5 |
| 1550 | Investments accounted for using equity method (note 6(e)) | 30,401 | - | 36,896 | - | 2570 | Deferred tax liabilities (note 6(n)) | 1,159,092 | 3 | 1,025,070 | 3 |
| 1600 | Property, plant and equipment (notes 6(f), 8 and 9) | 9,081,628 | 24 | 9,649,449 | 28 | 2580 | Non-current lease liabilities (notes 6(l) and 7) | 83,426 | - | 147,937 | - |
| 1755 | Right-of-use assets (notes 6(g), 7 and 8) | 165,177 | - | 240,753 | 1 | 2645 | Guarantee deposits received | 41,233 | - | 47,924 | - |
| 1780 | Intangible assets (note 6(i)) | 9,365 | - | 9,664 | - | Total non-current liabilities | 3,385,640 | 9 | 2,813,188 | 8 | |
| 1840 | Deferred tax assets (note 6(n)) | 222,576 | 1 | 215,557 | 1 | Total liabilities | 16,946,303 | 44 | 14,198,242 | 41 | |
| 1900 | Other non-current assets (notes 6(h), (m), 7 and 8) | 2,678,654 | 7 | 2,403,180 | 7 | Equity attributable to owners of parent (notes 6(h), (m), (o), (q) and 7): | |||||
| Total non-current assets | 12,241,085 | 32 | 12,585,598 | 37 | 3110 | Ordinary share | 3,631,572 | 10 | 3,629,572 | 10 | |
| 3140 | Advance receipts for share capital | 21,944 | - | - | - | ||||||
| 3200 | Capital surplus | 9,248,735 | 24 | 9,227,074 | 27 | ||||||
| 3300 | Retained earnings | 8,290,035 | 22 | 7,430,650 | 21 | ||||||
| 3400 | Other equity interest | 74,744 | - | 358,651 | 1 | ||||||
| Total equity | 21,267,030 | 56 | 20,645,947 | 59 | |||||||
| Total liabilities and equity | $ 38,213,333 | 100 | 34,844,189 | 100 |
See accompanying notes to consolidated financial statements.
6
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
ITEQ CORPORATION AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
For the years ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Common Share)
| 2025 | 2024 | ||||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| 4000 | Operating revenue (notes 6(s) and 7) | $ 33,098,283 | 100 | 29,377,677 | 100 |
| 5000 | Operating costs (notes 6(d), (f), (g), (m), (r), 7 and 12) | 28,313,757 | 86 | 25,687,715 | 87 |
| Gross profit from operations | 4,784,526 | 14 | 3,689,962 | 13 | |
| Operating expenses (notes 6(c), (f), (g), (l), (m), (q), (r), 7 and 12): | |||||
| 6100 | Selling expenses | 757,424 | 2 | 840,257 | 3 |
| 6200 | Administrative expenses | 847,745 | 3 | 803,446 | 3 |
| 6300 | Research and development expenses | 812,944 | 2 | 653,492 | 2 |
| 6450 | Expected credit loss (gain on reversal) | (16,333) | - | 42,100 | - |
| Total operating expenses | 2,401,780 | 7 | 2,339,295 | 8 | |
| Net operating income | 2,382,746 | 7 | 1,350,667 | 5 | |
| Non-operating income and expenses (notes 6(b), (e), (f), (g), (l), (m), (t), (u) and 7): | |||||
| 7100 | Interest income | 29,613 | - | 52,360 | - |
| 7060 | Share of loss of associates and joint ventures accounted for using equity method | (6,495) | - | (5,226) | - |
| 7010 | Other income | 194,864 | - | 181,816 | - |
| 7020 | Other gains and losses | (88,841) | - | (88,686) | - |
| 7050 | Finance costs | (145,290) | - | (173,606) | - |
| Total non-operating income and expenses | (16,149) | - | (33,342) | - | |
| 7900 | Profit before tax | 2,366,597 | 7 | 1,317,325 | 5 |
| 7950 | Tax expenses (note 6(n)) | 856,378 | 3 | 495,538 | 2 |
| Profit | 1,510,219 | 4 | 821,787 | 3 | |
| 8300 | Other comprehensive income (notes 6(b), (m), (n), (o) and (n)): | ||||
| 8310 | Components of other comprehensive income that will not be reclassified to profit or loss | ||||
| 8311 | Gains (losses) on remeasurements of defined benefit plans | 2,489 | - | 4,581 | - |
| 8316 | Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income | 24,795 | - | 93 | - |
| 8349 | Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | (405) | - | (46) | - |
| Total components of other comprehensive income that will not be reclassified to profit or loss | 26,879 | - | 4,720 | - | |
| 8360 | Components of other comprehensive income that will be reclassified to profit or loss | ||||
| 8361 | Exchange differences on translation of foreign financial statements | (385,372) | (1) | 1,139,562 | 4 |
| 8399 | Income tax related to components of other comprehensive income that will be reclassified to profit or loss | 77,075 | - | (227,912) | (1) |
| Total components of other comprehensive income that will be reclassified to profit or loss | (308,297) | (1) | 911,650 | 3 | |
| 8300 | Other comprehensive income (net of tax) | (281,418) | (1) | 916,370 | 3 |
| Total comprehensive income | $ 1,228,801 | 3 | 1,738,157 | 6 | |
| Profit attributable to: | |||||
| Owners of parent | $ 1,510,219 | 4 | 821,787 | 3 | |
| Comprehensive income attributable to: | |||||
| Owners of parent | $ 1,228,801 | 3 | 1,738,157 | 6 | |
| Basic earnings per share (expressed in New Taiwan dollars) (note 6(p)) | $ | 4.16 | 2.26 | ||
| Diluted earnings per share (expressed in New Taiwan dollars) (note 6(p)) | $ | 4.15 | 2.26 |
See accompanying notes to consolidated financial statements.
15
7
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
ITEQ CORPORATION AND SUBSIDIARIES
Consolidated Statements of Changes in Equity
For the years ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Ordinary shares | Advance receipts for share capital | Capital surplus | Retained earnings | Other equity | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Legal reserve | Special reserve | Unappropriated retained earnings | Total | Exchange differences on translation of foreign financial statements | Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income | Total | Total equity | ||||
| Balance on January 1, 2024 | $ 3,629,572 | - | 9,214,696 | 2,316,563 | 281,338 | 4,550,817 | 7,148,718 | (555,434) | 2,296 | (553,138) | 19,439,848 |
| Profit | - | - | - | - | - | 821,787 | 821,787 | - | - | - | 821,787 |
| Other comprehensive income | - | - | - | - | - | 4,581 | 4,581 | 911,650 | 139 | 911,789 | 916,370 |
| Total comprehensive income | - | - | - | - | - | 826,368 | 826,368 | 911,650 | 139 | 911,789 | 1,738,157 |
| Appropriation and distribution of retained earnings: | |||||||||||
| Legal reserve appropriated | - | - | - | 67,650 | - | (67,650) | - | - | - | - | - |
| Special reserve appropriated | - | - | - | - | 271,800 | (271,800) | - | - | - | - | - |
| Cash dividends of ordinary shares | - | - | - | - | - | (544,436) | (544,436) | - | - | - | (544,436) |
| Share-based payments | - | - | 12,378 | - | - | - | - | - | - | - | 12,378 |
| Balance on December 31, 2024 | 3,629,572 | - | 9,227,074 | 2,384,213 | 553,138 | 4,493,299 | 7,430,650 | 356,216 | 2,435 | 358,651 | 20,645,947 |
| Profit | - | - | - | - | - | 1,510,219 | 1,510,219 | - | - | - | 1,510,219 |
| Other comprehensive income | - | - | - | - | - | 2,489 | 2,489 | (308,297) | 24,390 | (283,907) | (281,418) |
| Total comprehensive income | - | - | - | - | - | 1,512,708 | 1,512,708 | (308,297) | 24,390 | (283,907) | 1,228,801 |
| Appropriation and distribution of retained earnings: | |||||||||||
| Legal reserve appropriated | - | - | - | 82,637 | - | (82,637) | - | - | - | - | - |
| Reversal of special reserve | - | - | - | - | (553,138) | 553,138 | - | - | - | - | - |
| Cash dividends of ordinary shares | - | - | - | - | - | (653,323) | (653,323) | - | - | - | (653,323) |
| Excercise of employee stock options | 2,000 | 21,944 | 14,880 | - | - | - | - | - | - | - | 38,824 |
| Share-based payments | - | - | 6,781 | - | - | - | - | - | - | - | 6,781 |
| Balance on December 31, 2025 | $ 3,631,572 | 21,944 | 9,248,735 | 2,466,850 | - | 5,823,185 | 8,290,035 | 47,919 | 26,825 | 74,744 | 21,267,030 |
See accompanying notes to consolidated financial statements.
16
8
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
ITEQ CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the years ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| Cash flows from (used in) operating activities: | ||
| Profit before tax | $ 2,366,597 | 1,317,325 |
| Adjustments: | ||
| Adjustments to reconcile profit (loss): | ||
| Depreciation expense | 1,513,434 | 1,371,128 |
| Amortization expense | 72,347 | 102,493 |
| Expected credit loss (gain on reversal) | (16,333) | 42,100 |
| Net losses (gains) on financial assets or liabilities at fair value through profit or loss | (1,699) | 267 |
| Interest expense | 145,290 | 173,606 |
| Interest income | (29,613) | (52,360) |
| Share-based payments | 6,781 | 12,378 |
| Share of loss of associates and joint ventures accounted for using equity method | 6,495 | 5,226 |
| Losses (gains) on disposal of property, plant and equipment | 84,827 | (8,981) |
| Other adjustments | (3,906) | (2,037) |
| Total adjustments to reconcile profit (loss) | 1,777,623 | 1,643,820 |
| Changes in operating assets and liabilities: | ||
| Changes in operating assets: | ||
| Notes receivable | (716,446) | 293,579 |
| Accounts receivable | (1,974,261) | (864,429) |
| Other receivable | 28,116 | (78,103) |
| Inventories | (1,259,993) | (551,459) |
| Other current assets | (75,946) | 265,961 |
| Other operating assets | (575) | (461) |
| Total changes in operating assets | (3,999,105) | (934,912) |
| Changes in operating liabilities: | ||
| Accounts payable | 2,785,390 | (81,406) |
| Other payable | 67,085 | (141,266) |
| Decrease in provisions | (3,448) | - |
| Other current liabilities | 13,192 | (46,835) |
| Total changes in operating liabilities | 2,862,219 | (269,507) |
| Total changes in operating assets and liabilities | (1,136,886) | (1,204,419) |
| Total adjustments | 640,737 | 439,401 |
| Cash inflow generated from operations | 3,007,334 | 1,756,726 |
| Interest paid | (144,979) | (177,805) |
| Income taxes paid | (593,003) | (653,777) |
| Net cash flows from operating activities | 2,269,352 | 925,144 |
| Cash flows from (used in) investing activities: | ||
| Proceeds from capital reduction of financial assets at fair value through other comprehensive income | 1,610 | 6,273 |
| Proceeds from repayments of financial assets at amortised cost | 56,300 | 30,929 |
| Acquisition of property, plant and equipment | (325,197) | (677,136) |
| Proceeds from disposal of property, plant and equipment | 21,826 | 17,064 |
| Increase (decrease) in refundable deposits | 165 | (1,174) |
| Increase in other non-current assets | (51,226) | (74,427) |
| Increase in prepayments for business facilities | (1,214,194) | (1,049,159) |
| Interest received | 28,455 | 51,215 |
| Net cash used in investing activities | (1,482,261) | (1,696,415) |
| Cash flows from (used in) financing activities: | ||
| Increase in short-term borrowings | 617,731 | 52,919 |
| Proceeds from long-term borrowings | 760,000 | 450,000 |
| Repayments of long-term borrowings | (1,229,638) | (286,088) |
| Increase (decrease) in guarantee deposits received | (5,627) | 2,180 |
| Payment of lease liabilities | (63,178) | (63,208) |
| Distribution of cash dividends | (653,323) | (544,436) |
| Exercise of employee share options | 38,824 | - |
| Net cash used in financing activities | (535,211) | (388,633) |
| Effect of exchange rate changes on cash and cash equivalents | 154,085 | 149,046 |
| Net increase (decrease) in cash and cash equivalents | 405,965 | (1,010,858) |
| Cash and cash equivalents at beginning of period | 4,583,412 | 5,594,270 |
| Cash and cash equivalents at ending of period | $ 4,989,377 | 4,583,412 |
See accompanying notes to consolidated financial statements.
17
KPMG
多快速家群合作計算學論叢
KPMG
台北市110615信義路5段7號68樓(台北101大樓)
68F., TAIPEI 101 TOWER, No. 7, Sec. 5,
Xinyi Road, Taipei City 110615, Taiwan (R.O.C.)
電話 Tel +886 2 8101 6666
噪真 Fax +886 2 8101 6667
網址 Web kpmg.com/tw
Independent Auditors' Report
To the Board of Directors of ITEQ Corporation:
Opinion
We have audited the financial statements of ITEQ Corporation (“the Company”), which comprise the balance sheets as of December 31, 2025 and 2024, the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of material accounting policies.
In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and its financial performance and its 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 the 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 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 of our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In our judgement, the key audit matters we communicated in the auditors' report were as follows:
- The accuracy of the timing of revenue recognition
Refer to note 4(o) "Revenue" and note 6(r) to the financial statements for the disclosure of revenue recognition.
Description of key audit matter
The sales of products from the Company are subject to the terms and conditions agreed upon in sales contracts with customers, wherein it will affect the timing of revenue recognition and transfer of control to the buyer to be incompliance with the accounting standards. If the revenue is recognized prior to the customer having obtained the goods, it will result in an inappropriate timing of revenue recognition the period surrounding the reporting date. Hence, the accuracy of the timing of revenue recognition during these periods is one of our key audit matters.
KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.
KPMG
3-1
How the matter was addressed in our audit
- Understanding the types of revenue, contract contents and transaction terms to assess the accuracy of the timing of revenue recognition.
- Conducting the variance analysis on the revenue from major customers.
- As well as testing the design, operation and implantation of the effectiveness of internal control on revenue recognition.
- Selected some samples of transaction records of sales within the balance sheet date in order to obtain the related transaction documents to evaluate the appropriateness of timing of recognition.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the 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 financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the 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 are (including the Audit Committee) responsible for overseeing the Company’s financial reporting process.
Auditors’ Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s 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 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:
- Identify and assess the risks of material misstatement of the 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.
- 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.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
19
KPMG
3-2
-
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 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 auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on these financial statements. We are responsible for the direction, supervision and performance of the 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.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the 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.
The engagement partners on the audit resulting in this independent auditors’ report are Tang, Chia-Chien and Chen, Ya-Ling.
KPMG
Taipei, Taiwan (Republic of China)
March 6, 2026
Notes to Readers
The accompanying financial statements are intended only to present the financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally accepted and applied in the Republic of China.
The independent auditors' audit report and the accompanying financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors' audit report and financial statements, the Chinese version shall prevail.
20
4
(English Translation of Parent-Company-Only Financial Statements and Report Originally Issued in Chinese)
ITEQ CORPORATION
Balance Sheets
December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Assets | December 31, 2025 | December 31, 2024 | Liabilities and Equity | December 31, 2025 | December 31, 2024 | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | Amount | % | ||||
| Current assets: | Current liabilities: | ||||||||||
| 1100 | Cash and cash equivalents (note 6(a)) | $ 661,918 | 3 | 146,287 | 1 | 2100 | Short-term borrowings (note 6(i)) | $ 1,820,000 | 7 | 2,470,000 | 10 |
| 1137 | Current financial assets at amortised cost (note 6(b)) | - | - | 1,500 | - | 2170 | Accounts payable | 705,977 | 3 | 329,117 | 1 |
| 1170 | Accounts and notes receivable, net (notes 6(c) and (r)) | 477,306 | 2 | 389,766 | 2 | 2180 | Accounts payable to related parties (note 7) | 224,617 | 1 | 226,284 | 1 |
| 1180 | Accounts receivable due from related parties, net (notes 6(c), (r) and 7) | 313,499 | 1 | 295,968 | 1 | 2200 | Other payables (note 6(q)) | 352,815 | 1 | 296,836 | 1 |
| 1200 | Other receivables | 36,420 | - | 80,425 | - | 2220 | Other payables to related parties (note 7) | 40 | - | 108,795 | - |
| 1210 | Other receivables due from related parties (note 7) | - | - | 823,164 | 3 | 2280 | Current lease liabilities (notes 6(k) and 7) | 31,120 | - | 29,977 | - |
| 1220 | Current tax assets | 78,988 | - | 78,889 | - | 2320 | Long-term liabilities, current portion (note 6(j)) | 16,250 | - | 500,000 | 2 |
| 130X | Inventories (note 6(d)) | 594,006 | 2 | 305,772 | 1 | 2399 | Other current liabilities (note 6(r)) | 5,882 | - | 3,299 | - |
| 1470 | Other current assets (note 6(b)) | 30,701 | - | 23,683 | - | Total current liabilities | 3,156,701 | 12 | 3,964,308 | 15 | |
| Total current assets | 2,192,838 | 8 | 2,145,454 | 8 | Non-current liabilities: | ||||||
| Non-current assets: | 2540 | Long-term borrowings (note 6(j)) | 1,893,750 | 7 | 1,150,000 | 4 | |||||
| 1517 | Non-current financial assets at fair value through other comprehensive income (note 6(b)) | 28,314 | - | 5,546 | - | 2570 | Deferred tax liabilities (note 6(m)) | 1,116,177 | 4 | 975,992 | 4 |
| 1550 | Investments accounted for using equity method (notes 6(e) and 7) | 23,241,348 | 85 | 22,412,589 | 84 | 2645 | Non-current lease liabilities (notes 6(k) and 7) | 63,742 | - | 92,839 | - |
| 1600 | Property, plant and equipment (notes 6(f) and 9) | 1,476,107 | 5 | 1,338,522 | 5 | Guarantee deposits received | 1,800 | - | 1,500 | - | |
| 1755 | Right-of-use assets (notes 6(g) and 7) | 93,537 | - | 122,039 | - | Total non-current liabilities | 3,075,469 | 11 | 2,220,331 | 8 | |
| 1840 | Deferred tax assets (note 6(m)) | 158,283 | 1 | 149,541 | - | Total liabilities | 6,232,170 | 23 | 6,184,639 | 23 | |
| 1915 | Prepayments for business facilities | 140,031 | - | 489,982 | 2 | Equity (notes 6(h), (e), (l), (n), (p) and 7): | |||||
| 1900 | Other non-current assets (notes 6(h), (l), 7 and 8) | 168,742 | 1 | 166,913 | 1 | 3110 | Ordinary share | 3,631,572 | 13 | 3,629,572 | 14 |
| Total non-current assets | 25,306,362 | 92 | 24,685,132 | 92 | 3140 | Advance receipts for share capital | 21,944 | - | - | - | |
| 3200 | Capital surplus | 9,248,735 | 34 | 9,227,074 | 34 | ||||||
| 3300 | Retained earnings | 8,290,035 | 30 | 7,430,650 | 28 | ||||||
| 3400 | Other equity | 74,744 | - | 358,651 | 1 | ||||||
| Total equity | 21,267,030 | 77 | 20,645,947 | 77 | |||||||
| Total liabilities and equity | $ 27,499,200 | 100 | 26,830,586 | 100 |
See accompanying notes to parent-company-only financial statements.
5
(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese) ITEQ CORPORATION
Statements of Comprehensive Income
For the years ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Common Share)
| 2025 | 2024 | ||||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| 4000 | Operating revenue (notes 6(r) and 7) | $ 2,366,962 | 100 | 1,812,026 | 100 |
| 5000 | Operating costs (notes (d), (f), (g), (k), (q), 7 and 12) | 2,347,321 | 99 | 1,917,439 | 106 |
| 5900 | Gross profit (loss) from operations | 19,641 | 1 | (105,413) | (6) |
| 5910 | Realized (unrealized) profit from sales | (7,859) | - | 1,558 | - |
| 5950 | Net gross profit (loss) from operations | 11,782 | 1 | (103,855) | (6) |
| 6000 | Operating expenses (notes 6(e), (f), (g), (k), (l), (q), 7 and 12): | ||||
| 6100 | Selling expenses | 131,948 | 5 | 127,204 | 7 |
| 6200 | Administrative expenses | 344,305 | 15 | 337,638 | 19 |
| 6300 | Research and development expenses | 283,719 | 12 | 264,525 | 15 |
| 6450 | Expected credit loss (gain) | (862) | - | 1,413 | - |
| Total operating expenses | 759,110 | 32 | 730,780 | 41 | |
| 6900 | Net operating loss | (747,328) | (31) | (834,635) | (47) |
| 7000 | Non-operating income and expenses (notes 6(e), (f), (k), (s) and 7): | ||||
| 7100 | Interest income | 7,789 | - | 11,106 | 1 |
| 7070 | Share of profit of subsidiaries, associates and joint ventures accounted for using equity method | 2,741,313 | 116 | 2,058,051 | 114 |
| 7010 | Other income | 3,818 | - | 6,841 | - |
| 7020 | Other gains and losses | (62,249) | (3) | 11,887 | 1 |
| 7050 | Finance costs | (79,053) | (3) | (79,251) | (4) |
| Total non-operating income and expenses | 2,611,618 | 110 | 2,008,634 | 112 | |
| 7900 | Profit before tax | 1,864,290 | 79 | 1,173,999 | 65 |
| 7950 | Income tax expenses (note 6(m)) | 354,071 | 15 | 352,212 | 19 |
| Profit | 1,510,219 | 64 | 821,787 | 46 | |
| 8300 | Other comprehensive income (notes 6(b), (e), (l), (m), (n) and (t)): | ||||
| 8310 | Components of other comprehensive income that will not be reclassified to profit or loss | ||||
| 8311 | Gains on remeasurements of defined benefit plans | 2,489 | - | 4,581 | - |
| 8316 | Unrealized gains from investments in equity instruments measured at fair value through other comprehensive income | 22,768 | 1 | 325 | - |
| 8330 | Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method | 1,622 | - | (186) | 1 |
| 8349 | Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | - | - | - | - |
| Total components of other comprehensive income that will not be reclassified to profit or loss | 26,879 | 1 | 4,720 | 1 | |
| 8360 | Components of other comprehensive income that will be reclassified to profit or loss | ||||
| 8361 | Exchange differences on translation of foreign financial statements | (385,372) | (16) | 1,139,562 | 63 |
| 8399 | Income tax related to components of other comprehensive income that will be reclassified to profit or loss | 77,075 | 3 | (227,912) | (13) |
| Total components of other comprehensive income that will be reclassified to profit or loss | (308,297) | (13) | 911,650 | 50 | |
| 8300 | Other comprehensive income | (281,418) | (12) | 916,370 | 51 |
| 8500 | Total comprehensive income | $ 1,228,801 | 52 | 1,738,157 | 97 |
| 9750 | Basic earnings per share (expressed in New Taiwan dollars) (note 6(o)) | $ 4.16 | 2.26 | ||
| 9850 | Diluted earnings per share (expressed in New Taiwan dollars) (note 6(o)) | $ 4.15 | 2.26 |
See accompanying notes to parent-company-only financial statements.
6
(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese)
ITEQ CORPORATION
Statements of Changes in Equity
For the years ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Ordinary shares | Advance receipts for share capital | Capital surplus | Retained earnings | Other equity | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Legal reserve | Special reserve | Unappropriated retained earnings | Total | Exchange differences on translation of foreign financial statements | Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income | Total | Total equity | ||||
| Balance on January 1, 2024 | $ 3,629,572 | - | 9,214,696 | 2,316,563 | 281,338 | 4,550,817 | 7,148,718 | (555,434) | 2,296 | (553,138) | 19,439,848 |
| Profit | - | - | - | - | - | 821,787 | 821,787 | - | - | - | 821,787 |
| Other comprehensive income | - | - | - | - | - | 4,581 | 4,581 | 911,650 | 139 | 911,789 | 916,370 |
| Total comprehensive income | - | - | - | - | - | 826,368 | 826,368 | 911,650 | 139 | 911,789 | 1,738,157 |
| Appropriation and distribution of retained earnings: | |||||||||||
| Legal reserve appropriated | - | - | - | 67,650 | - | (67,650) | - | - | - | - | - |
| Special reserve appropriated | - | - | - | - | 271,800 | (271,800) | - | - | - | - | - |
| Cash dividends of ordinary shares | - | - | - | - | - | (544,436) | (544,436) | - | - | - | (544,436) |
| Change in equity of subsidiaries accounted for using equity method | - | - | 12,378 | - | - | - | - | - | - | - | 12,378 |
| Balance on December 31, 2024 | 3,629,572 | - | 9,227,074 | 2,384,213 | 553,138 | 4,493,299 | 7,430,650 | 356,216 | 2,435 | 358,651 | 20,645,947 |
| Profit | - | - | - | - | - | 1,510,219 | 1,510,219 | - | - | - | 1,510,219 |
| Other comprehensive income | - | - | - | - | - | 2,489 | 2,489 | (308,297) | 24,390 | (283,907) | (281,418) |
| Total comprehensive income | - | - | - | - | - | 1,512,708 | 1,512,708 | (308,297) | 24,390 | (283,907) | 1,228,801 |
| Appropriation and distribution of retained earnings: | |||||||||||
| Legal reserve appropriated | - | - | - | 82,637 | - | (82,637) | - | - | - | - | - |
| Reversal of special reserve | - | - | - | - | (553,138) | 553,138 | - | - | - | - | - |
| Cash dividends of ordinary shares | - | - | - | - | - | (653,323) | (653,323) | - | - | - | (653,323) |
| Exercise of employee stock options | 2,000 | 21,944 | 14,880 | - | - | - | - | - | - | - | 38,824 |
| Change in equity of subsidiaries accounted for using equity method | - | - | 6,781 | - | - | - | - | - | - | - | 6,781 |
| Balance on December 31, 2025 | $ 3,631,572 | 21,944 | 9,248,735 | 2,466,850 | - | 5,823,185 | 8,290,035 | 47,919 | 26,825 | 74,744 | 21,267,030 |
See accompanying notes to parent-company-only financial statements.
7
(English Translation of Parent-Company-Only Financial Statements Originally Issued in Chinese) ITEQ CORPORATION
Statements of Cash Flows
For the years ended December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| Cash flows from (used in) operating activities: | ||
| Profit before tax | $ 1,864,290 | 1,173,999 |
| Adjustments: | ||
| Adjustments to reconcile profit (loss): | ||
| Depreciation expense | 334,170 | 256,317 |
| Amortization expense | 5,789 | 9,186 |
| Expected credit loss (gain) | (862) | 1,413 |
| Interest expense | 79,053 | 79,251 |
| Interest income | (7,789) | (11,106) |
| Share of profit of subsidiaries, associates and joint ventures accounted for using equity method | (2,741,313) | (2,058,051) |
| Gains on disposal of property, plant and equipment | (1,036) | (847) |
| Unrealized (realized) profit from sales | 7,859 | (1,558) |
| Total adjustments to reconcile profit (loss) | (2,324,129) | (1,725,395) |
| Changes in operating assets and liabilities: | ||
| Changes in operating assets: | ||
| Notes receivable | (7,687) | 24,585 |
| Accounts receivable | (78,991) | (24,175) |
| Accounts receivable due from related parties | (17,531) | (93,402) |
| Other receivable | 44,005 | (42,676) |
| Other receivable due from related parties | - | (5,102) |
| Inventories | (288,234) | (46,409) |
| Other current assets | (7,018) | 56,274 |
| Other operating assets | (575) | (461) |
| Total changes in operating assets | (356,031) | (131,366) |
| Changes in operating liabilities: | ||
| Accounts payable | 376,860 | (131,039) |
| Accounts payable to related parties | (1,667) | 79,923 |
| Other payable | 63,968 | 24,306 |
| Other payable to related parties | (6,384) | (29) |
| Other current liabilities | 2,583 | (3,419) |
| Total changes in operating liabilities | 435,360 | (30,258) |
| Total changes in operating assets and liabilities | 79,329 | (161,624) |
| Total adjustments | (2,244,800) | (1,887,019) |
| Cash outflow generated from operations | (380,510) | (713,020) |
| Interest paid | (79,116) | (79,378) |
| Income taxes paid | (145,652) | (282,085) |
| Net cash used in operating activities | (605,278) | (1,074,483) |
| Cash flows from (used in) investing activities: | ||
| Acquisition of financial assets at amortised cost | - | (1,500) |
| Acquisition of investments accounted for using equity method | (315,735) | - |
| Proceeds from capital reduction of investments accounted for using equity method | 159,967 | 69,000 |
| Acquisition of property, plant and equipment | (19,240) | (78,774) |
| Proceeds from disposal of property, plant and equipment | 430 | 431 |
| Increase in other non-current assets | (1,896) | (3,734) |
| Increase in prepayments for business facilities | (79,312) | (169,271) |
| Interest received | 14,920 | 2,287 |
| Dividends received | 2,396,604 | 1,442,645 |
| Net cash flows from investing activities | 2,155,738 | 1,261,084 |
| Cash flows from (used in) financing activities: | ||
| Cash dividends paid | (653,323) | (544,436) |
| Decrease in short-term borrowings | (650,000) | (50,000) |
| Proceeds from long-term borrowings | 760,000 | 450,000 |
| Repayments of long-term debt | (500,000) | - |
| Increase in guarantee deposits received | 300 | - |
| Payment of lease liabilities | (30,630) | (29,505) |
| Exercise of employee share options | 38,824 | - |
| Net cash used in financing activities | (1,034,829) | (173,941) |
| Net increase in cash and cash equivalents | 515,631 | 12,660 |
| Cash and cash equivalents at beginning of period | 146,287 | 133,627 |
| Cash and cash equivalents at ending of period | $ 661,918 | 146,287 |
See accompanying notes to parent-company-only financial statements. 24
ITEQ Corporation
2025 Earnings Distribution Proposal
Currency Unit: NT$
| Item | Amount |
|---|---|
| Unappropriated retained earnings, Dec. 31, 2024 | 4,310,476,740 |
| Net profit for 2025 | 1,510,218,519 |
| Add: Remeasurements of defined benefit plans recognized in retained earnings | 2,488,732 |
| The net profit of 2025 and the items other than net profit of 2025 but are included in unappropriated retained earnings of 2025 | 1,512,707,251 |
| Less: 10% legal reserve | (151,270,725) |
| Retained earnings in 2025 available for distribution | 5,671,913,266 |
| Distributable item: | |
| Cash dividends to common shareholders (NT$3.0 per share) | (1,090,401,654) |
| Unappropriated retained earnings, Dec. 31, 2025 | 4,581,511,612 |
Notes:
1. The dividend distribution is calculated based on 363,467,218 shares eligible for dividend entitlement as of the Board of Directors' resolution on March 6, 2026.
2. Cash dividends to shareholders are primarily distributed from the net profit for 2025.
Chairperson of the Board: Chin-Tsai Chen
Managerial Officer: Hsin-Hui Tsai
Finance and Accounting Supervisor: Jung-Tsan Chou
25