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SINPHAR — Audit Report / Information 2025
May 29, 2026
51911_rns_2026-05-29_e4fb0649-cc9b-4a3f-adff-e9421bbb7af9.pdf
Audit Report / Information
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Stock Code : 1734
Sinphar Pharmaceutical Co., Ltd.
Parent Company Only Financial Statements for the Years Ended December 31, 2025 and 2024 and Independent Auditors’ Report
Tables of Contents
| Item | Page |
|---|---|
| Representation Letter | - |
| Independent Auditors’ Report | - |
| Balance Sheets | 1 |
| Statements of Comprehensive Income | 2 |
| Statements of Changes in Equity | 3 |
| Statements of Cash Flows | 4 |
| Notes to Financial Statements | |
| 1. General Information | 5 |
| 2. The Authorization of the Financial Statements | 5 |
| 3. Application of New and Amended Standards and Interpretations | 5~6 |
| 4. Summary of Significant Accounting Policies | 7~18 |
| 5. Significant Accounting Judgments and Assumptions, and Major Sources of Estimation Uncertainty | 18~19 |
| 6. Description of Significant Accounts | 19~38 |
| 7. Related Party Transactions | 38~41 |
| 8. Pledged Assets | 41 |
| 9. Significant Contingent Liabilities and Unrecognized Contract Commitments | 41 |
| 10. Significant Disaster Losses | 41 |
| 11. Significant Subsequent Events | 41 |
| 12. Others | 41~48 |
| 13. Supplementary Disclosures | |
| A. Significant transactions information | 48 |
| B. Information on investees | 48 |
| C. Information on investments in Mainland China | 48 |
| 14. Segment Information | 48 |
| 15. Statements Of Major Accounting Items | 53~65 |
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Shareholders of
Sinphar Pharmaceutical Co., Ltd.
Opinion
We have audited the accompanying parent company only financial statements of Sinphar Pharmaceutical Co., Ltd. (the "Company"), which comprise the parent company only balance sheet as of December 31, 2025 and 2024 and the parent company only statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2025 and 2024, and the notes to the parent company only financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying parent company only 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 ended December 31, 2025 and 2024, in accordance with the Regulation Governing the Preparation of Financial Reports by Securities Issuers.
Basis for Opinion
We conducted our audits in accordance with the Regulation 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.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2025. 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, and we do not provide a separate opinion on these matters.
Key audit matters for the Company's parent company only financial statements for the year ended December 31, 2025 are stated as follows:
Inventory Valuation
Please refer to Note 4(7.) and 5(2.) in the accompanying parent company only financial statements for related disclosures of the Company's valuation of inventory accounting policies and critical accounting estimate and assumption.
The Company mainly engages in the production and sales of various types of drugs and food supplements. As the regulations to the pharmaceutical industry cause the cost to increase and meanwhile selling prices are less likely to be affected as they are covered by the health insurance system. Furthermore, the price of food supplement inventory fluctuates due to market competition and the impacts aroused from advertisements. Management assesses that the net realizable value of inventory involves material judgment. Hence, it is taken as a one of the key audit matters.
Our key audit procedures in response
Our procedures in relation to inventory valuation included:
- Understand and evaluate the design and implementation of the internal control in relation to inventory.
- Perform inventory counts, to identify if there are any inventories which are obsolete or damaged.
- Obtain Inventory aging reports to analyses the changes in inventory age, and check the records of inventory changes to verify the correctness of inventory.
- Evaluate the reasonableness of its inventory valuation policy of unmarketable items and obsolescence, and check the latest inventory sales price to evaluate the reasonableness of the net realizable value of the inventory.
- Obtain evaluation documents for subsequent measurement of inventories and assess whether they have been measured in accordance with established accounting policies and review if the management's disclosure on the evaluation of inventory is presented fairly.
Revenue Recognition
Please refer to Note 4(17.) and 5(2.) in the accompanying parent company only financial statements for related disclosures of the Company's revenue recognition accounting policies and critical accounting estimate and assumption.
Some products of the Company provide discounts or sales incentives based on the terms of the sales contract. Since the recognition of the revenue is measured on the net basis of the related discounts and incentives, we consider the revenue recognition as a key audit matter.
Our key audit procedures in response
Our procedures in relation to the revenue recognition included:
- Evaluate the design and implementation of the internal control in relation to the revenue recognition.
- Perform sales contract checks to verify whether the records on the recognition of sales revenue agree with the related contract, and evaluate the fairness of the management's estimated sales discounts and sales incentives.
- Assess whether the management's accounting treatments and disclosure in relation to sales discounts and sales incentives are presented fairly.
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 Regulation 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 operation, or has no realistic alternative but to do so.
Those charged with governance (including members of the Audit Committee) are responsible for overseeing the Company's financial reporting process.
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 maintain professional skepticism throughout the audit. We also:
- 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, misrepresentation, 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.
- 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 disclosure 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.
- 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 achieve fair presentation.
- Obtain sufficient appropriate audit evidence regarding the financial information of the entity or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for direction, supervision and performance of the investee 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 parent company only financial statements for the year ended December 31, 2025 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partners on the audit resulting in this independent auditors' report are Ya Quan Zhang and Chin Feng Lin.
Crowe (TW) CPAs
Taipei, Taiwan
The Republic of China
March 10, 2026
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.
Sinphar Pharmaceutical Co., Ltd.
PARENT COMPANY ONLY BALANCE SHEETS
(In Thousands of New Taiwan Dollars)
| ASSETS | Note | December 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| CURRENT ASSETS | |||||
| Cash and cash equivalents | 6 (1) | $ 470,738 | 8 | $ 701,496 | 12 |
| Financial assets at amortized cost – current | 6 (2) | 3,642 | - | 3,926 | - |
| Notes receivable, net | 6 (3) | 137,975 | 2 | 146,625 | 2 |
| Accounts receivable, net | 6 (4) and 6(20) | 526,313 | 9 | 467,592 | 8 |
| Inventories | 6 (5) | 669,550 | 12 | 606,351 | 10 |
| Prepayments | 42,269 | 1 | 41,239 | 1 | |
| Other current assets | 7 (3) | 7,870 | - | 2,980 | - |
| Total current assets | 1,858,357 | 32 | 1,970,209 | 33 | |
| NONCURRENT ASSETS | |||||
| Financial assets at fair value through profit and loss, non-current | 6 (6) | 42,269 | 1 | 44,981 | 1 |
| Financial assets at fair value through other comprehensive income, non-current | 6 (6) | 52,684 | 1 | 50,732 | 1 |
| Investments accounted for using equity method | 6 (7) | 1,137,464 | 20 | 1,133,520 | 19 |
| Property, plant and equipment | 6 (8), 7 (3) and 8 | 2,300,584 | 40 | 2,320,362 | 39 |
| Right-of-use assets | 6 (9) | 880 | - | - | - |
| Investment property, net | 6 (10) and 8 | 109,819 | 2 | 110,604 | 2 |
| Intangible assets | 6 (11) and 8 | 22,539 | - | 28,282 | 1 |
| Deferred tax assets | 6 (25) | 195,485 | 3 | 185,366 | 3 |
| Prepayments for equipment | 49,019 | 1 | 29,114 | 1 | |
| Refundable deposits | 16,980 | - | 18,498 | - | |
| Other non-current assets | 17,430 | - | 20,346 | - | |
| Total non-current assets | 3,945,153 | 68 | 3,941,805 | 67 | |
| TOTAL | $ 5,803,510 | 100 | $ 5,912,014 | 100 | |
| LIABILITIES AND EQUITY | |||||
| CURRENT LIABILITIES | |||||
| Short-term loans | 6 (12) | $ 150,000 | 3 | $ 330,000 | 6 |
| Contract liabilities-current | 6 (20) | 102,286 | 2 | 93,389 | 1 |
| Notes payable | 2 | - | 38 | - | |
| Accounts payable | 7 (3) | 231,333 | 4 | 186,539 | 3 |
| Other payable | 6 (13) and 7(3) | 323,635 | 5 | 303,802 | 5 |
| Current tax liabilities | 51,170 | 1 | 36,918 | 1 | |
| Lease liabilities – current | 6 (9) | 576 | - | - | - |
| Long-term loans - current portion | 6 (14) and 8 | 45,746 | 1 | 348,976 | 6 |
| Other current liabilities, others | 44,063 | 1 | 42,494 | 1 | |
| Total current liabilities | 948,811 | 17 | 1,342,156 | 23 | |
| NONCURRENT LIABILITIES | |||||
| Long-term loans | 6 (14) and 8 | 1,269,898 | 22 | 1,175,941 | 20 |
| Lease liabilities – non-current | 6 (9) | 308 | - | - | - |
| Net defined benefit liability, non-current | 6 (15) | 22,265 | - | 15,089 | - |
| Other non-current liabilities, others | 6 (25) and 7(3) | 118,355 | 2 | 115,627 | 2 |
| Total non-current liabilities | 1,410,826 | 24 | 1,306,657 | 22 | |
| Total liabilities | 2,359,637 | 41 | 2,648,813 | 45 | |
| EQUITY | |||||
| Capital stock | 6 (16) | 1,901,968 | 33 | 1,811,398 | 31 |
| Capital surplus | 6 (17) | 924,140 | 16 | 924,140 | 15 |
| Retained earnings | 6 (18) | ||||
| Legal capital reserve | 211,577 | 4 | 179,959 | 3 | |
| Special capital reserve | 137,171 | 2 | 137,171 | 2 | |
| Unappropriated retained earnings | 364,268 | 6 | 331,295 | 6 | |
| Total retained earnings | 713,016 | 12 | 648,425 | 11 | |
| Other Equity | 6 (19) | (95,251) | (2) | (120,762) | (2) |
| Total equity | 3,443,873 | 59 | 3,263,201 | 55 | |
| TOTAL LIABILITIES AND EQUITY | $ 5,803,510 | 100 | $ 5,912,014 | 100 |
The accompanying notes are an integral part of the consolidated financial statements.
Sinphar Pharmaceutical Co., Ltd.
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| ITEM | Note | 2025 | 2024 | ||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| NET REVENUE | 6 (20) and 7 (3) | $ 3,066,355 | 100 | $ 2,860,315 | 100 |
| COST OF REVENUE | 6 (5), 6(23) and 7 (3) | (1,772,307) | (58) | (1,726,564) | (60) |
| GROSS PROFIT | 1,294,048 | 42 | 1,133,751 | 40 | |
| Less: Unrealized profit on sales | (3,435) | - | (768) | - | |
| Add: Realized profit on sales | 768 | - | 568 | - | |
| GROSS PROFIT | 1,291,381 | 42 | 1,133,551 | 40 | |
| OPERATING EXPENSES | 6 (23) and 7 (3) | ||||
| Selling expenses | (615,802) | (20) | (528,180) | (18) | |
| Administrative expenses | (157,171) | (5) | (157,284) | (6) | |
| Research and development expenses | (104,333) | (4) | (117,682) | (4) | |
| Total operating expenses | (877,306) | (29) | (803,146) | (28) | |
| NET OPERATIONS INCOME | 414,075 | 13 | 330,405 | 12 | |
| NON-OPERATING INCOME AND EXPENSES | |||||
| Interest income | 6,652 | - | 11,622 | 1 | |
| Other income | 6 (21) and 7 (3) | 37,893 | 1 | 36,953 | 1 |
| Other gains and losses | 6 (22) and 7 (3) | (17,586) | - | 10,812 | - |
| Finance costs | 6 (24) | (32,812) | (1) | (35,657) | (1) |
| Share of the loss of subsidiaries and associated and joint ventures accounted for using equity method | 6 (7) | (1,739) | - | (30,241) | (1) |
| Total non-operating income and expenses | (7,592) | - | (6,511) | - | |
| INCOME BEFORE INCOME TAX | 406,483 | 13 | 323,894 | 12 | |
| INCOME TAX (EXPENSE) BENEFIT | 6 (25) | (40,732) | (1) | (19,189) | (1) |
| NET INCOME | 365,751 | 12 | 304,705 | 11 | |
| OTHER COMPREHENSIVE INCOME (LOSS) | |||||
| Items that will not be reclassified subsequently to profit or loss: | |||||
| Remeasurement of defined benefit obligation | (5,956) | - | 11,471 | - | |
| Unrealized loss from investments in equity instruments measured at fair value through other comprehensive income | 65 | - | (611) | - | |
| Share of other comprehensive loss of subsidiaries, associates and joint ventures accounted for using equity method | (2,164) | - | (5,249) | - | |
| (8,055) | - | 5,611 | - | ||
| Items that may be reclassified subsequently to profit or loss: | |||||
| Exchange differences arising on translation of foreign operations | 5,095 | - | 27,834 | 1 | |
| Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method | 40 | - | 2 | - | |
| Income tax related to components of other comprehensive income that will be reclassified to profit or loss | (1,019) | - | (5,567) | - | |
| 4,116 | - | 22,269 | 1 | ||
| Other comprehensive income (loss) for the year, net of income tax | (3,939) | - | 27,880 | 1 | |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR | $ 361,812 | 12 | $ 332,585 | 12 | |
| EARNINGS PER SHARE | 6 (26) | ||||
| Basic earnings per share | $ 1.92 | $ 1.60 | |||
| Diluted earnings per share | $ 1.92 | $ 1.60 |
The accompanying notes are an integral part of the consolidated financial statements.
Sinphar Pharmaceutical Co., Ltd.
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
(In Thousands of New Taiwan Dollars)
| ITEM | Capital Stock | Retained Earning | Other Equity Interests | Total Equity | ||||
|---|---|---|---|---|---|---|---|---|
| Common Stock | Capital Surplus | Legal Capital Reserve | Special Capital Reserve | Unappropriated Retained Earnings | Foreign Currency Translation Reserve | Unrealized Gain(Loss) on Financial Assets at Fair Value Through Other Comprehensive Income | ||
| Balance, January 1, 2024 | $ 1,677,221 | $ 924,140 | $ 142,979 | $ 121,367 | $ 369,802 | $ (92,720) | $ (44,451) | $ 3,098,338 |
| Appropriations of earnings | ||||||||
| Legal reserve appropriated | - | - | 36,980 | - | (36,980) | - | - | - |
| Special reserve appropriated | - | - | - | 15,804 | (15,804) | - | - | - |
| Cash dividends of ordinary share | - | - | - | - | (167,722) | - | - | (167,722) |
| Stock dividends of ordinary share | 134,177 | - | - | - | (134,177) | - | - | - |
| Total appropriations of earnings | 134,177 | - | 36,980 | 15,804 | (354,683) | - | - | (167,722) |
| Net profit in 2024 | - | - | - | - | 304,705 | - | - | 304,705 |
| Other comprehensive income (loss) in 2024, net of income tax | - | - | - | - | 11,471 | 22,269 | (5,860) | 27,880 |
| Total comprehensive income (loss) in 2024 | - | - | - | - | 316,176 | 22,269 | (5,860) | 332,585 |
| Balance, December 31, 2024 | 1,811,398 | 924,140 | 179,959 | 137,171 | 331,295 | (70,451) | (50,311) | 3,263,201 |
| Appropriations of earnings | ||||||||
| Legal reserve appropriated | - | - | 31,618 | - | (31,618) | - | - | - |
| Cash dividends of ordinary share | - | - | - | - | (181,140) | - | - | (181,140) |
| Stock dividends of ordinary shares | 90,570 | - | - | - | (90,570) | - | - | - |
| Total appropriations of earnings | 90,570 | - | 31,618 | - | (303,328) | - | - | (181,140) |
| Net profit in 2025 | - | - | - | - | 365,751 | - | - | 365,751 |
| Other comprehensive income (loss) in 2025, net of income tax | - | - | - | - | (5,956) | 4,116 | (2,099) | (3,939) |
| Total comprehensive income (loss) in 2025 | - | - | - | - | 359,795 | 4,116 | (2,099) | 361,812 |
| Disposal of equity investments at fair value through other comprehensive income of subsidiaries | (23,494) | - | 23,494 | - | ||||
| Balance, December 31, 2025 | $ 1,901,968 | $ 924,140 | $ 211,577 | $ 137,171 | $ 364,268 | $ (66,335) | $ (28,916) | $ 3,443,873 |
The accompanying notes are an integral part of the consolidated financial statements.
Sinphar Pharmaceutical Co., Ltd.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
(In Thousands of New Taiwan Dollars)
| ITEM | 2025 | 2024 |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Income before income tax | $ 406,483 | $ 323,894 |
| Adjustments for: | ||
| Depreciation expense (including investment property) | 169,775 | 159,846 |
| Amortization expense | 16,964 | 25,989 |
| Interest expense | 32,812 | 35,657 |
| Interest income | (6,652) | (11,622) |
| Dividend income | (641) | - |
| Share of loss of subsidiaries and associates and joint ventures accounted for using equity method, net | 1,739 | 30,241 |
| Loss (gain) on disposal of property, plant and equipment | (165) | - |
| Unrealized profit on sales | 3,435 | 768 |
| Realized profit on sales | (768) | (568) |
| Changes in operating assets and liabilities: | ||
| Notes receivable, net | 8,650 | 17,275 |
| Accounts receivable, net | (58,721) | (41,590) |
| Inventories | (63,199) | 99,423 |
| Prepayments | (1,030) | (5,458) |
| Other current assets | (5,594) | 1,801 |
| Contract liabilities | 8,897 | 9,037 |
| Notes payable | (36) | 38 |
| Accounts payable | 44,794 | (115,657) |
| Other payable | 20,157 | 10,996 |
| Other current liabilities | 1,569 | 5,240 |
| Net defined benefit liability | 1,220 | (8,992) |
| Other operating liabilities | 1,061 | 12,737 |
| Cash generated from operations | 580,750 | 549,055 |
| Interest received | 6,652 | 11,622 |
| Dividend received | 641 | - |
| Interest paid | (33,114) | (35,375) |
| Income taxes paid | (36,914) | (1,232) |
| Net cash generated from operating activities | 518,015 | 524,070 |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Acquisition of investments accounted for using equity method | - | (47,650) |
| Acquisition of financial assets at fair value through other comprehensive income | (1,887) | (41,207) |
| Acquisition of financial assets at amortized cost | (33,372) | (3,926) |
| Proceeds from disposal of financial assets at amortized cost | 33,656 | - |
| Acquisition of property, plant and equipment | (78,795) | (157,505) |
| Proceeds from disposal of property, plant and equipment | 170 | - |
| Decrease (increase) in refundable deposits | 1,518 | 6,238 |
| Acquisition of intangible assets | (6,136) | (16,179) |
| Increase in other non-current assets | (1,426) | (1,853) |
| Increase in prepayments for equipment | (90,819) | (54,722) |
| Net cash used in investing activities | (177,091) | (316,804) |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Decrease in short-term loan | (180,000) | (30,000) |
| Proceeds from long-term debt | - | 50,000 |
| Repayments of long-term debt | (209,273) | (60,046) |
| Increase (decrease) in refundable deposits | (1,000) | 1,000 |
| Payments of the principal portion of lease liabilities | (269) | - |
| Cash dividends paid | (181,140) | (167,722) |
| Net cash used in financing activities | (571,682) | (206,768) |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (230,758) | 498 |
| CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD | 701,496 | 700,998 |
| CASH AND CASH EQUIVALENTS AT END OF THE PERIOD | $ 470,738 | $ 701,496 |
The accompanying notes are an integral part of the consolidated financial statements.
Sinphar Pharmaceutical Co., Ltd.
NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS
FOR THE YEAR ENDED DECEMBER 31, 2025 and 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
- GENERAL INFORMATION
Sinphar Pharmaceutical Co., Ltd. (the Company or Sinphar) was incorporated in the Republic of China (“R.O.C.”) on July 2, 1977. Sinphar mainly engages in the production, processing and trading of various Western medicines, Chinese medicines, medicinal cosmetics and detergents.
Sinphar’s shares have been listed on the Taipei Exchange since October 17, 2000. On August 26, 2002, Sinphar’s stocks were approved for listing on the Taiwan Stock Exchange. The address of its registered office and principal place of business is No.84, Zhongshan Rd., Dongshan Township, Yilan County, Taiwan.
The parent company only financial statements are presented in the Company’s functional currency, New Taiwan dollars.
- APPROVAL OF FINANCIAL STATEMENTS
The accompanying parent company only financial statements were approved by the Company’s board of directors and issued on March 10, 2026.
- APPLICATION OF NEW AND REVISED STANDARDS, AMENDMENTS AND INTERPRETATIONS
(1.) Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC).
New standards, interpretations and amendments endorsed by the FSC and became effective from 2025 are as follows:
| New, Amended and Revised Standards and Interpretations | Effective Date Announced by IASB |
|---|---|
| Amendments to IAS 21 “Lack of Exchangeability” | January 1, 2025 |
| The initial application of the Amendments to IAS 21 “Lack of Exchangeability” does not have a significant impact on the Company’s accounting policies. |
(2.) 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 and effective from 2026 are as follows:
| New, Amended and Revised Standards and Interpretations | Effective Date Announced by IASB |
|---|---|
| Amendments to IFRS 9 and IFRS 7 “Amendments to the Classification and Measurement of Financial Instruments” | January 1, 2026 |
| Amendments to IFRS 9 and IFRS 7 “Contracts Referencing Nature-dependent Electricity” | January 1, 2026 |
| IFRS 17 “Insurance Contracts” | January 1, 2023 |
| Amendments to IFRS 17 “Insurance Contract” | January 1, 2023 |
| Amendments to IFRS 17 “Initial Application of IFRS 17 and IFRS 9—Comparative Information” | January 1, 2023 |
- 5 -
New, Amended and Revised Standards and Interpretations
Effective Date Announced by IASB
Annual Improvements to IFRS Accounting Standards—Volume 11
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.) New IFRSs issued by International Accounting Standards Board ("IASB") but not yet endorsed and issued into effect by the FSC.
New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs endorsed by the FSC are as follows:
| New, Amended and Revised Standards and Interpretations | Effective Date Announced by IASB |
|---|---|
| Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” | To be determined by IASB |
| IFRS 18 “Presentation and Disclosure in Financial Statements” | January 1, 2027 (Note) |
| IFRS 19 “Subsidiaries without Public Accountability: Disclosures” | January 1, 2027 |
| Amendments to IAS 21 “Translation to a Hyperinflationary Presentation Currency” | January 1, 2027 |
Note : On September 25, 2025, the FSC announced that IFRS 18 will take effect starting from January 1, 2028. Domestic entities could elect to apply IFRS 18 for an earlier period after the endorsement of IFRS 18 by the FSC.
(1) IFRS 18 “Presentation and Disclosure in Financial Statements” and Consequential Amendments
IFRS 18 will replace IAS 1 “Presentation of Financial Statements”. The main changes comprise:
- Items of income and expenses included in the statement of profit or loss shall be classified into the operating, investing, financing, income taxes and discontinued operations categories.
- The statement of profit or loss shall present totals and subtotals for operating profit or loss, profit or loss before financing and income taxes and profit or loss.
- Provides guidance to enhance the requirements of aggregation and disaggregation: The Company shall identify the assets, liabilities, equity, income, expenses and cash flows that arise from individual transactions or other events and shall classify and aggregate them into groups based on shared characteristics, so as to result in the presentation in the primary financial statements of line items that have at least one similar characteristic. The Company shall disaggregate items with dissimilar characteristics in the primary financial statements and in the notes. The Company labels items as “other” only if it cannot find a more informative label.
In addition, a consequential amendment has been made to IAS 7 “Statement of Cash Flows”, requiring the Company to use operating profit or loss as the starting point when presenting cash flows from operating activities under the indirect method.
Except for the impact described above, as of the date the accompanying financial statements were issued, the Company is currently evaluating the impact of the amendments on its financial position and financial performance. The impact will be disclosed upon completion of the evaluation.
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4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(1.) Statement of Compliance
The accompanying parent company only financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs endorsed by the FSC.
(2.) Basis of Preparation of the Parent Company Only Financial Statement
A. Except for the following items, the accompanying parent company only financial statements have been prepared on the historical cost basis:
(A.) The financial assets and liabilities measured at fair value through profit and loss (including derivative financial instruments).
(B.) The financial assets measured at fair value through other comprehensive income.
(C.) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.
B. The preparation of the parent company only financial statements in compliance with IFRSs endorsed by FSC requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in process of applying the Company’s accounting policies. The areas involving a high degree of judgment or complexity, or areas where assumptions and estimates are significant to the parent company only financial statements are disclosed in Note 5.
C. The subsidiaries, associates and jointly controlled entities are incorporated in the parent company only financial statements under the equity method.
(3.) Foreign Currencies
A. Foreign currency transaction
Transactions in currencies other than the Company’s functional currency are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period. Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured at historical cost in a foreign currency are not retranslated. Except for financial instruments at FVTOCI, financial instruments that are designated as foreign operation net hedge or qualified as cash flow hedge, the retranslation foreign exchange differences are recognized in other comprehensive income. In other cases, the exchange differences are recognized in profit and loss.
B. Translation of foreign operation
For the purpose of preparing parent company only financial statements, the functional currencies of the Company and the foreign entities (including subsidiaries, associates, joint ventures and branches in other countries that use currency different from the currency of the Company) are translated into the presentation currency - the New Taiwan dollar as follows: assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period; profits and losses items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income.
On the disposal of a foreign operation involving the loss of control, joint venture or significant influence over the foreign operation, all of the exchange differences accumulated in equity in respect of that operation are reclassified to profit or loss.
In relation to a partial disposal of a subsidiary that does not result in the Company losing control over the subsidiary, the proportionate share of accumulated exchange differences is re-attributed to the non-controlling interests of the subsidiary and is not recognized in profit or loss. For all other partial disposals, the proportionate share of the accumulated exchange differences recognized in other comprehensive income is reclassified to profit or loss.
(4.) Classification of Current and Noncurrent Assets and Liabilities
A. Assets that meet one of the following criteria are classified as current assets:
(A.) Assets expected to be realized or intended to be sold or used within normal operating cycle;
(B.) Assets held primarily for the purpose of trading;
(C.) Assets expected to be realized within 12 months after the reporting period; and
(D.) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.
Assets that are not classified as current are classified as non-current.
B. Liabilities that meet one of the following criteria are classified as current liabilities:
(A.) Liabilities expected to be paid off within normal operating cycle;
(B.) Liabilities held primarily for the purpose of trading;
(C.) Liabilities due to be settled within 12 months after the reporting period (It is still a current liability even if a long-term refinancing or rearrangement of payment agreement is completed after the balance sheet date and before the financial report is approved,); and
(D.) Liabilities for which the Company does not have an unconditional right to defer settlement for at least 12 months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
Liabilities that are not classified as current are classified as non-current.
(5.) Cash and Cash Equivalent
Cash and cash equivalent includes cash on hand, bank deposit and short-term, highly liquid investment that are readily convertible to know amount of cash and which are subject to an insignificant risk of change in value. Time deposits with original maturities within three months from the closing date that meet the definition above and are held for purpose of meeting short-term cash commitments in operations are classified as cash equivalent.
(6.) Financial Instruments
Financial assets and financial liabilities are recognized in balance sheets when the Company becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at FVTPL) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of
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financial assets or financial liabilities at FVTPL are recognized immediately in profit or loss.
A. Financial assets
(A.) Measurement category
The Company adopts trade-date accounting to recognize financial assets.
Financial assets are classified as financial assets at FVTPL, financial assets at amortized cost, and equity investments at FVTOCI.
a. Financial assets at FVTPL
Financial asset is classified as at FVTPL when the financial asset is mandatorily classified or designated as at FVTPL. Financial assets mandatorily classified as at FVTPL including equity investments not designated as at FVTOCI and debt instruments that do not meet the criteria of amortized cost or the FVTOCI.
Financial assets at FVTPL are initially and subsequently measured at fair value, with any gains or losses arising from remeasurement recognized in other gains or losses income. Fair value is determined in the manner described in Note 12(3).
b. Equity investment at FVTOCI
On initial recognition, the Company may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.
Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments, instead, they will be transferred to retained earnings.
Dividends on these investments in equity instruments are recognized in profit or loss when the Company's right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.
c. Financial assets at amortized cost
Financial assets that meet the following conditions are subsequently measured at amortized cost:
(a.) The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
(b.) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Subsequent to initial recognition, financial assets measured at amortized cost are measured at carrying amount determined by the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.
Interest revenue is calculated by using the effective interest method. This is calculated by applying the effective interest rate to the gross carrying amount of a financial asset except for:
(a.) Purchased or originated credit-impaired financial assets, for those financial assets, the Company applies the credit-adjusted effective interest rate to the amortized cost of the financial asset from initial recognition.
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(b.) Financial assets that are not purchased or originated credit-impaired financial assets but subsequently have become credit-impaired financial assets, for those financial assets, the Company applies the effective interest rate to the amortized cost of the financial asset in subsequent reporting periods.
(B.) Impairment of financial assets
The Company recognizes a loss allowance for expected credit losses (“ECL”) on financial assets at amortized cost (including accounts receivable).
The loss allowance for accounts receivable is measured at an amount equal to lifetime ECL. For other financial assets, when the credit risk on the financial instrument has not increased significantly since initial recognition, a loss allowance is recognized at an amount equal to 12-month ECL. If there has been a significant increase in credit risk since initial recognition, a loss allowance is recognized at an amount equal to lifetime ECL.
ECL reflects the weighted average of credit losses with the respective risks of a default occurring as the weights. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.
The Company recognizes an impairment loss for aforementioned financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.
(C.) Derecognition of financial assets
The Company derecognizes a financial asset when one of the following conditions is met:
a. The contractual rights to receive the cash flows from the financial asset expire.
b. The contractual rights to receive cash flows of the financial asset have been transferred and the Company has transferred substantially all risks and rewards of ownership of the financial asset.
c. The Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
The difference between the book value and the price of financial assets at amortized cost will be recognized to profit or loss on disposal of the financial assets. The cumulative gain or loss of the investments in equity instruments at FVTOCI will not be reclassified to profit or loss on disposal of the equity investments. Instead, they will be transferred to retained earnings.
B. Financial liabilities
(A.) Subsequent measurement
Except for the following, financial liabilities measured at amortized cost are measured using the effective interest rate method after initial recognition.
a. Financial liabilities at FVTPL are financial liabilities held for trading or financial liabilities designated upon initial recognition as at FVTPL. Repurchase currently and the derivative financial instruments unless financial guarantee contract and designated and effective as a hedging instrument, are classified financial liabilities held for trading. The Company designates the financial liabilities upon initial recognition as at FVTPL when the financial liabilities accord to one of the followings:
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(a.) They are hybrid (combined) contracts containing at least an embedded derivative and the host contract is an asset not within the scope of IFRS 9; or
(b.) Eliminates or significantly reduces measurement or recognition; or
(c.) A tool to manage and evaluate its performance on a fair value basis in accordance with a written risk management policy.
b. Financial liabilities at FVTPL are stated at fair value upon initial recognition, related transaction costs and any gain or loss arising on remeasurement are recognized in profit or loss.
c. A financial liabilities that designated as financial liabilities measured at FVTPL, which amount of change in fair value resulting from a change in credit risk, is recognized as other comprehensive income, and that will not be reclassified subsequently to profit or loss. The amount of the remaining fair value change in the liability is reported in the profit and loss. However, if the aforementioned accounting treatment triggers or exacerbates the improper accounting ratio, the full profits or losses of the liability are reported in the profit or loss.
(B.) Derecognition of financial liabilities
A financial liability is derecognized when the obligation under the liability is discharged, cancelled or expires. When derecognition of financial liabilities, the difference in the respective carrying amounts and the consideration paid, including any non-cash assets transferred or liabilities assumed, are recognized in profit or loss.
C. Modification of Financial Instruments
When the contractual cash flows of a financial instrument are renegotiated or modified and the renegotiation or modification does not result in the derecognition of that financial instrument, the Company recalculates the gross carrying amount of the financial asset or the amortized cost of the financial liabilities using the original effective interest rate and recognizes a modification gain or loss in profit or loss. Any costs or fees incurred adjust the carrying amount of the modified financial instrument and are amortized over the remaining term of the modified financial instrument. If the renegotiation or modification results in the derecognition of that financial instrument is required, then the financial instrument is derecognized accordingly.
If the basis for determining the contractual cash flows of a financial asset or financial liability changes resulting from interest rate benchmark reform and the change is necessary as a direct consequence of interest rate benchmark reform and the new basis for determining the contractual cash flows is economically equivalent to the previous basis, the Company applies the practical expedient to account for that change as a change in effective interest rate. If changes are made to a financial asset or financial liability in addition to changes to the basis for determining the contractual cash flows required by interest rate benchmark reform, the Company first applies the practical expedient aforementioned to the changes required by interest rate benchmark reform, and then applies the applicable requirements to any additional changes to which that practical expedient does not apply.
(7.) Inventories
Inventories, under a perpetual system, are measured at the lower of cost and net realizable value. Cost is determined using the weighted average method. The cost of finished goods and work in progress comprises raw materials, direct labor, other direct costs, and related production overheads (allocated based on normal operating capacity), excluding borrowing costs. The item-by-item approach is used in applying the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.
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(8.) Investments Accounted for Using Equity Method
Investments in subsidiaries are accounted for using the equity method. A subsidiary is an entity that is controlled by the Company.
Under the equity method, an investment in subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of profit or loss and other comprehensive income of the subsidiary as well as the distribution received. The Company also recognized its share in change in the equity of subsidiaries.
Changes in the Company’s ownership interests in subsidiaries that do not result in the Company losing control over the subsidiaries are accounted for as equity transactions. Any difference between the carrying amount of the subsidiary and the fair value of the consideration paid or received is recognized directly in equity.
When the Company’s share of losses of a subsidiary equal or exceed its interest in that subsidiary (which includes any carrying amount of the investment in subsidiary accounted for by the equity method and long-term interests that, in substance, form part of the Company’s net investment in the subsidiary), the Company continues recognizing its share of further losses.
When the Company loses control of a subsidiary, and retained investment of the former subsidiary is measured at fair value at that date. A gain of loss is recognized in profit or loss and calculated as the difference between 1) the aggregate of the fair value of consideration received and the fair value of any retained interest at the date when control is lost; and 2) the previous carrying amount of the investments in such subsidiary. In addition, the Company shall account for all amount previously recognized in other comprehensive income in relation to the subsidiary on the same basis as would be required if the subsidiary had directly disposed of the related assets and liabilities.
When the Company transacts with its subsidiaries, profits and losses resulting from the transactions with the subsidiaries are recognized in the Company’s parent company only financial statements only to the extent of interest in the subsidiaries that are not owned by the Company.
(9.) Property, Plant and Equipment
A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized. For property, plant and equipment under construction, sample produced from testing whether the asset is functioning properly before its intended use are measured at lower of the costs or net realizable value. Proceeds from selling such an item and the cost of the item are recognized in profit or loss.
B. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be reliably measured. The carrying amount of the replaced component is derecognized. All other repairs and maintenance expense are recognized in profit or loss as incurred.
C. Except for land, which is not depreciated, other items of property, plant and equipment are measured at cost, the depreciable amount shall be allocated by the straight-line method over its useful life. Depreciation methods, useful lives, and residual values are reviewed at the end of each reporting period. 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 accounting estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change.
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The estimated useful lives of property, plant and equipment are as follows:
Buildings: 5~55 Years
Machinery: 1~10 Years
Transportation: 5~8 Years
Office Equipment: 1~15 Years
Other Equipment: 1~10 Years
D. If an item of property, plant and equipment or any significant component is disposed or there is no future economic benefit flow to the Company, the carrying amount is derecognized in profit and loss. The gain or loss arising from the derecognition of an item of property, plant and equipment shall be determined as the difference between the net disposal proceeds, if any, and the carrying amount of the item, and it shall be recognized in profit and loss.
(10.) Leases
At the inception of a contract, the Company assesses whether the contract is, or contains, a lease. For a contract that contains a lease component and non-lease components, the Company allocates the consideration in the contract to each component on the basis of the relative stand-alone price and accounts for each component separately.
A. The Company as lessee
Except for short-term leases and leases of low-value asset where lease payments are recognized as expenses on a straight-line basis over the lease terms, the Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease.
Right-of-use assets
Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, less any lease incentives received, and plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets. Right-of-use assets are subsequently measured at cost less accumulated depreciation and accumulated impairment losses and adjusted for any remeasurement of the lease liabilities.
Right-of-use assets are presented as a separate line item in the consolidated balance sheets.
Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms. However, if the ownership of the underlying assets is transferred to the Company by the end of the lease terms or if the costs of right-of-use assets reflect that the Company will exercise a purchase option, the Company depreciates the right-of-use assets from the commencement dates to the end of the useful lives of the underlying assets.
Lease liabilities
Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments, in-substance fixed payments. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses the lessee's incremental borrowing rate.
Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest
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expense recognized over the lease terms. When there is a change in a lease term, a change in the assessment of an option to purchase an underlying asset, a change in the amounts expected to be payable under a residual value guarantee, or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Company remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss.
B. The Company as lessor
Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
(11.) Investment properties
Investment properties are properties held to earn rentals and/or for capital appreciation (including property under construction for such purposes) and include land held for a currently undetermined future use.
Owned investment properties are initially measured at cost, including transaction costs, and subsequently measured at cost less accumulated depreciation and accumulated impairment loss. All investment properties are depreciated using the straight-line method.
On derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.
(12.) Intangible Assets
A. Intangible assets acquired separately (with finite useful lives)
Intangible assets acquired from government grants are measured at fair value. Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis as follow.
(A.) Computer Software: 1~10 Years
(B.) Technology: 10 Years
(C.) License: The duration of patent right and the duration of the contract whichever is shorter
The estimated useful life, residual value, and amortization period and method are reviewed at the end of each reporting period, with the effect of any changes in estimates accounted for on a prospective basis.
B. Internally-generated intangible assets - research and development expenditure
(A.) Expenditure on research activities is recognized as an expense in the period in which it is incurred except for the goodwill or intangible assets from business combination.
(B.) An internally-generated intangible asset arising from the development phase of an internal project is recognized if, and only if, all of the following conditions have been demonstrated:
a. The technical feasibility of completing the intangible asset so that it will be available for use or sale;
b. The intention to complete the intangible asset and use or sell it;
c. The ability to use or sell the intangible asset;
d. When the intangible asset could generate probable future economic benefits;
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e. The availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and
f. The ability to measure reliably the expenditure attributable to the intangible asset during its development.
(C.) Capitalized intangible assets in development phase are stated at cost, less accumulated amortization and accumulated impairment loss. Intangible assets with indefinite useful lives that are not amortizable.
(D.) The assessment of intangible assets with indefinite life is reviewed annually to determine whether the useful lives of intangible asset with indefinite life continues to be with indefinite life. If not, the change in useful life from infinite to finite is recorded as change in accounting estimate.
C. Disposal of the assets
Any gain or loss arising from the disposal of the assets is determined as the difference between the disposal proceeds and the carrying amount of the asset and is recognized in profit or loss.
(13.) Impairment of Non-Financial Assets
The Company assesses the recoverable amounts of those assets at the end of reporting period when there is an indication that they are impaired. An impairment loss is recognized when the recoverable amount is the higher of fair value less costs to sell and its value in use. If circumstances indicate that impairment no longer exists, a reversal of impairment loss is recognized limited to previously recognized impairment loss. When the carrying amount is the higher than an asset’s recoverable amounts.
Goodwill, intangible assets with indefinite useful lives and intangible assets not yet available for use are assessed for impairment periodically. When the carrying amount of an asset exceeds its recoverable amount, the impairment loss recognized for goodwill is not reversed in subsequent periods.
(14.) Provisions
Provisions are recognized when the Company has a present legal or constructive obligation from 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. The discount rate shall be a pre-tax rate that reflects current market assessment of the time value and the risk specific to the liability. Where discounting is used, the carrying amount of a provision increases in each period to reflect the passage of time. This increase is recognized as interest expense. Future operating loss is not recognized as provisions.
(15.) Employee Benefits
A. Short-term employee benefits
Expenses recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid when service rendered by employee.
B. Pensions
(A.) Defined contribution plans
For defined contribution plans, the contributions are recognized as pension expenses when they are due on an accrual basis. Prepaid contributions are recognized as an asset to the extent of a cash refund from the plan or a reduction in future contributions to the plan.
(B.) Defined benefit plans
a. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Company in the current or
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prior period(s). The liability recognized in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The defined benefit net obligation is estimated annually by independent actuaries using the projected unit credit method.
b. Remeasurements of defined benefit plans are recognized in other comprehensive income as incurred and are recorded as retained earnings.
c. Past-service costs are recognized immediately in profit or loss.
C. Employee’s compensation and directors’ remuneration
Employees’ compensation and directors’ and supervisors’ remuneration are recognized as expenses and liabilities, provided that such recognition is required under legal or constructive obligations and those amounts can be reliably estimated. Any difference between the amount accrued and the amount actually distributed is accounted for a change in accounting estimate.
D. Termination benefits
A liability for a termination benefit is recognized at the earlier of when the Company can no longer withdraw the offer of the termination benefit and when the Company recognize any related restructuring costs. The benefits expected to be due more than 12 months after balance sheet date should be discounted to the present value.
(16.) Taxation
A. Income tax expenses include both current taxes and deferred taxes. Except for expenses related to the items recognized in other comprehensive income or directly in equity, all current and deferred taxes shall be recognized in profit or loss.
B. The current income tax is calculated based on the tax laws enacted or substantively enacted at the end of each reporting period 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. According to Income Tax Act in the R.O.C., income tax on unappropriated earnings is expensed in the year the shareholders’ meeting approved the appropriation of earnings which is the year subsequent to the year the earnings are generated.
C. Deferred income tax is recognized, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated balance sheet. However, the deferred tax is not accounted for if it arises from initial recognition of goodwill or 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 it does not give rise to equal deductible and taxable temporary differences at the time of transaction. Deferred tax is provided on temporary differences arising on investments in subsidiaries, 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 realized or the deferred tax liability is settled.
D. Deferred tax assets arising from deductible temporary differences, unused loss carry forward and unused tax credits are recognized only to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable
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future. The carrying amount of deferred tax assets is reviewed at the end of each reporting period.
E. Current income tax assets and liabilities are offset, and the net amount is reported at the end of the reporting period when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realized the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset at the end of the reporting period when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same tax authority on either the same entity or different entities that intend to settle on a net basis or realized the asset and settle the liability simultaneously.
F. Tax credit resulting from acquisitions of equipment or technology, research and development expenditures, employee training, and equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilized.
(17.) Revenue
The Company identifies the contract with the customers, and recognizes revenue when performance obligations are satisfied.
A. Revenue from sale of goods
Revenue from the sale of goods is mainly from sale of medical product. When a customer obtains control of promised goods, at which time the goods are delivered to the customer's specific location and performance obligation is satisfied.
B. Royalties
Royalties are the rights of using intellectual property in authorized duration. The received royalties are recognized in royalty revenue on a time basis over the period of the authorization.
C. Technical service
The Company provides research and development technology test services. Revenue from services is recognized as revenue during the period when services are provided to customers. If the services rendered exceed the payment, a contract asset is recognized. If the payments exceed the services rendered, a contract liability is recognized.
The Company's estimates of revenue, costs and completion degree are revised with the test situation. Any income and cost increase or decrease caused by the estimated changes will be reflected in profit or loss during the period when the revision situation is known to the management.
(18.) Borrowing costs
The borrowing cost directly attributable to the acquisition, construction or production of a qualified assets, is capitalized as part of the cost of the assets until substantially all necessary activities to reach the intended use or status for sale of the assets have been completed.
To the extent that an entity borrows funds specifically for the purpose of obtaining a qualifying asset, the entity shall determine the amount of borrowing costs eligible for capitalization as the actual borrowing costs incurred on that borrowing during the period less any investment income on the temporary investment of those borrowings.
Except for the aforementioned, all other borrowing costs are recognized as profit or loss in the period in which they are incurred.
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(19.) Government grants
Government grants are recognized at their fair value only when there is reasonable assurance that the Company will comply with any conditions attached to the grants and the grants will be received.
Government grants are recognized in profit or loss on a systematic basis over the periods in which the Company recognizes as expenses the related costs for which the grants are intended to compensate.
Government grants related to property, plant and equipment are presented by deducting the grants from the asset’s carrying amount and are amortised to profit or loss over the estimated useful lives of the related assets as reduced depreciation expenses.
(20.) Earnings per Share
The Company discloses the basic and diluted earnings per share attributable to ordinary equity holders of the Company. The calculation of basic earnings per share is based on the profit or loss attributable to the ordinary shareholders of the Company divided by the weighted-average number of ordinary shares outstanding. The calculation of diluted earnings per share is based on the profit or loss attributable to ordinary shareholders of the Company divided by the weighted-average number of ordinary shares outstanding after adjustment for the effect of all dilutive potential ordinary shares.
- SIGNIFICANT ACCOUNTING JUDGMENTS AND ASSUMPTIONS, AND MAJOR SOURCES OF ESTIMATION UNCERTAINTY
The Company takes into account the economic impact of changes in climates and related governmental policies and regulations and the conflicts between Ukraine and Russia as well as related international sanctions and inflation and volatility in interest rate on significant accounting estimates and reviews the basic assumptions and estimation on an ongoing basis. If a change in accounting estimate affects only the current period, the effect is recognized in the current period. If a change in accounting estimate affects both current and future periods, the effects are recognized in both periods.
In the preparation of the parent company only financial statements, the critical accounting judgments the Company has made and the major sources of estimation and assumption uncertainty are described as follows:
A. Critical judgments in applying accounting policies
Business model assessment for financial assets
The Company determines the business model at a level that reflects how companies of financial assets are managed together to achieve a particular business objective. This assessment involves judgment and consideration of all relevant evidence, such as how the performance of the assets is evaluated, the risks that affect the performance of the assets, and how the managers of the assets are compensated. The Company constantly assesses the adequacy of its business model and monitors financial assets measured at amortized cost and debt investments measured at fair value through other comprehensive income. When these assets are derecognized prior to their maturity, the Company reviews the reasons for their disposal and whether the reasons are consistent with the objective of the business for which the assets were held. If the objective of the business for an asset is changed, the classification of the asset is prospectively changed from the reclassification date.
B. Critical accounting estimates and assumptions
(A.) Revenue Recognition
Sales revenue, excluding related estimated sales returns, discounts and other similar allowance, is recognized when the control of goods or services is transferred to the customer and the Company satisfies it performance obligation. The Company estimates sales returns and allowance based on historical experience and other known factors. The Company assesses the reasonableness of the estimates
- 18 -
periodically.
(B.) Estimated impairment of financial assets
The provision for impairment of accounts receivables, debt investments, and financial guarantee contracts is based on assumptions on default risk and expected loss rates. The Company makes these assumptions and selects inputs for impairment calculation based on the Company's historical experience and existing market conditions, as well as forward looking information. If the future cash inflows are less than expected, a material impairment loss may arise. Please refer to Note 6(4.) for the assumption and input data.
(C.) Evaluation of inventories
As inventories are stated at the lower of cost and net realizable value, the Company must determine the net realizable value of inventories on balance sheet date using judgments and estimates. The Company evaluates the amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net realizable value. The management considers current market and historical experience on specific future product demand for evaluation basis, and change of these factors may significantly affect the results.
(D.) Impairment assessment of tangible and intangible assets
In the course of impairment assessments, the Company determines, based on how assets are utilised and relevant industrial characteristics, the useful lives of assets and the future cash flows of a specific group of the assets. Changes in economic circumstances or the Company's strategy might result in material impairment of assets in the future.
(E.) Realizability of deferred tax assets
Deferred tax assets are recognized only to the extent that it is probable that future taxable profits will be available against which the deferred tax asset can be utilized. If future generated profit less than expected, there would be significant reversed of deferred tax assets recognized as profit and loss when occurred.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1.) Cash and Cash Equivalents
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Cash on hand | $ 1,359 | $ 1,350 |
| Check deposits | 6 | 9 |
| Demand deposits | 469,373 | 552,604 |
| Cash equivalent | ||
| Time deposits | ||
| (with original maturities within | ||
| three months) | - | 147,533 |
| Total | $ 470,738 | $ 701,496 |
A. The Company trades with a variety of financial institutions all with high credit quality to disperse credit risk, and the management expects that the probability of counterparty default is remote.
B. The cash and cash equivalents were not pledged.
(2.) Financial assets at amortized cost
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Current : | ||
| Time deposits | ||
| (with original maturities greater than three months) | $ 3,642 | $ 3,926 |
| Interest rate range | 0.5%~1.5% | 0.65%~1.40% |
A. As of December 31, 2025 and 2024, the financial assets at amortized cost were not pledged.
B. Please refer to Note 12 for information about the related credit risk management and the valuation techniques.
(3.) Notes Receivable, Net
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Notes receivable | $ 138,482 | $ 147,132 |
| Less: Loss allowance | (507) | (507) |
| $ 137,975 | $ 146,625 |
A. As of December 31, 2025 and 2024, the notes receivables were not pledged.
B. Please refer to table below for information on loss allowance of notes receivable.
(4.) Accounts Receivable, Net
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Accounts receivable | ||
| Gross carrying amount measured at amortized cost | $ 533,572 | $ 474,851 |
| Less: Loss allowance | (7,259) | (7,259) |
| $ 526,313 | $ 467,592 |
A. The Company's average credit terms of accounts receivable were 30 to 210 days, which was determined with factors of customers' industrial environment, business scales and profitability.
B. The accounts receivable were not pledged.
C. The Company applies the simplified approach to provisions for expected credit losses, which permits the use of a lifetime expected credit losses provision for all notes receivable and accounts receivable. The lifetime expected credit losses on accounts receivables are estimated by reference to past default experience with the respective debtors and an analysis of the debtors' current financial positions. According to the past experience of credit loss, there is no significant difference between different customer categories, thus the provision matrix doesn't further distinguish customer categories, and is set up the expected credit loss ratio by the past due days.
The following table details the loss allowance of note receivables and accounts receivables based on the Company's provision matrix.
| December 31, 2025 | Expected Credit Loss Ratio | Gross Carrying Amount | Loss Allowance (Lifetime ECL) | Amortized Cost |
|---|---|---|---|---|
| Not past due | 0%~1% | $ 641,726 | $ 776 | $ 640,950 |
| 1 to 60 days | 5% | 24,081 | 1,204 | 22,877 |
| December 31, 2025 | Expected Credit Loss Ratio | Gross Carrying Amount | Loss Allowance (Lifetime ECL) | Amortized Cost |
|---|---|---|---|---|
| 61 to 120 days | 30% | 591 | 177 | 414 |
| 121 to 180 days | 50% | 94 | 47 | 47 |
| Over 181 days | 100% | 5,562 | 5,562 | - |
| Total | $ 672,054 | $ 7,766 | $ 664,288 | |
| December 31, 2024 | Expected Credit Loss Ratio | Gross Carrying Amount | Loss Allowance (Lifetime ECL) | Amortized Cost |
| --- | --- | --- | --- | --- |
| Not past due | 0%~1% | $ 589,566 | $ 724 | $ 588,842 |
| 1 to 60 days | 5% | 26,449 | 1,322 | 25,127 |
| 61 to 120 days | 30% | 324 | 97 | 227 |
| 121 to 180 days | 50% | 42 | 21 | 21 |
| Over 181 days | 100% | 5,602 | 5,602 | - |
| Total | $ 621,983 | $ 7,766 | $ 614,217 |
D. The movements of the loss allowances of notes receivable and accounts receivable were as follows:
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Opening Balance | $ 7,766 | $ 7,766 |
| Add: Impairment loss | - | - |
| Closing Balance | $ 7,766 | $ 7,766 |
E. These amounts were recognized without considering other credit enhancements held by the Company. The Company writes off an accounts receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. However, the Company continues to engage in enforcement activity to recover the receivables due. Any recovered amounts are recognized in profit or loss.
F. Please refer to Note 12 for information about the related credit risk management and the valuation techniques.
(5.) Inventories
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Merchandise | $ 2,432 | $ 1,102 |
| Finished goods | 230,821 | 241,711 |
| Work in process | 80,986 | 54,263 |
| Raw materials | 304,384 | 268,268 |
| Materials | 50,927 | 41,007 |
| Total | $ 669,550 | $ 606,351 |
A. The cost of inventories recognized as expense for 2025 and 2024:
| For the Year Ended December 31 | ||
|---|---|---|
| ITEM | 2025 | 2024 |
| Cost of goods sold | $ 1,752,828 | $ 1,716,148 |
| Loss on decline (gain on reversal) in market value of inventories | 8,174 | (7,072) |
| Loss on inventory scrapped | 12,236 | 19,188 |
| Others | (931) | (1,700) |
| Total | $ 1,772,307 | $ 1,726,564 |
B. No inventories were pledged or held as collateral.
(6.) Financial Assets at Fair Value through profit and loss / other comprehensive income – non-current
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Financial assets mandatorily measured at fair value through profit or loss | ||
| Overseas unlisted preferred shares | ||
| PHYTOCEUTICA INC. CANCAP | $ 4,844 | $ 4,844 |
| PHARMACEUTICAL, LTD. | 42,269 | 44,981 |
| 47,113 | 49,825 | |
| Less: Accumulated impairments | (4,844) | (4,844) |
| Total | $ 42,269 | $ 44,981 |
| Financial assets mandatorily measured at fair value through other comprehensive income | ||
| Domestic listed ordinary (OTC) shares | $ 37,955 | $ 36,068 |
| Domestic unlisted ordinary shares | 17,266 | 17,266 |
| Less: Valuation adjustments | (2,537) | (2,602) |
| Total | $ 52,684 | $ 50,732 |
A. The Company invested in the preferred stocks of PHYTOCEUTICA INC., it is not entitled to other rights of ordinary shares, except for that dividends and distribution of residual assets preferred over ordinary shares.
B. These investments in equity instruments were held for long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI.
C. As of December 31, 2025 and 2024, the financial assets at fair value through profit or loss were not pledged or held as collateral.
D. Please refer to Note 12 for information about the related credit risk management and the valuation techniques.
(7.) Investments Accounted for Using Equity Method
| Name of Investee | 31-Dec-25 | 31-Dec-24 | ||||
|---|---|---|---|---|---|---|
| Original Investment Amount | Percentage Of Ownership | Carrying Amount | Original Investment Amount | Percentage Of Ownership | Carrying Amount | |
| CANCAP PHARMACEUTICAL LTD. (ordinary shares) | $ 92,255 | 100.00% | $ (83,978) | $ 92,255 | 100.00% | $ (81,266) |
| SUNETIC BIOTECH INC. | 745,748 | 83.47% | 883,276 | 745,748 | 83.47% | 850,671 |
| UJNIVERSAL NEXT TECHNOLOGIES INC. | 17,467 | 100.00% | 50 | 17,467 | 100.00% | 52 |
| ZuniMed Biotech Co., Ltd. | 109,990 | 100.00% | 96,437 | 109,990 | 100.00% | 93,527 |
| SynCore Biotechnology Co., Ltd. | 1,864,935 | 64.26% | 157,701 | 1,864,935 | 64.26% | 189,270 |
| Total | $ 2,830,395 | 1,053,486 | $ 2,830,395 | 1,052,254 | ||
| Add: Transfer into debit item of financial asset at FV through PL | 83,978 | 81,266 | ||||
| FVTPL | $ 1,137,464 | $ 1,133,520 |
A. As of December 31, 2025 and 2024, the investment accounted for using equity method for CANCAP PHARMACEUTICAL LTD. has been consistently dealing with operating deficit. This caused the Company to carry a credit balance on the carrying amount of its related long-term investment. The Company also owns the preference shares of the investee, hence the credit balance amounted to NT$83,978 thousand and NT$81,266 thousand were respectively debited as Financial Assets at Fair Value through Profit and Loss.
B. The Subsidiary, CANCAP PHARMACEUTICAL LTD.'s Board of Directors resolved in August 2024 to redeem and cancel all 2,420 thousand common shares to offset accumulated losses. Simultaneously, the Company raised capital through the issuance of 2,000 thousand ordinary shares. The total amount issued through the cash capital increase was CAD 2,000 thousand at a subscription price of CAD 1 per share, with all shares fully subscribed by the Company.
C. The stocks of SynCore Biotechnology Co, Ltd are listed for publicly traded. As of December 31, 2025 and 2024, the Company held its shares with market values amounted to NT$562,677 thousand and NT$787,522 thousand.
D. Please refer to Note 13 for the information of investments accounted for using equity method.
(8.) Property, Plant and Equipment
| Cost | Land | Buildings | Machinery | Other Equipment | Unfinished Construction and Equipments Pending Acceptance | Total |
|---|---|---|---|---|---|---|
| 1-Jan-25 | $ 583,960 | $ 2,212,641 | $ 1,445,025 | $ 256,379 | $ 31,592 | $ 4,529,597 |
| Additions | - | 10,971 | 35,395 | 16,449 | 15,934 | 78,749 |
| Disposals | - | - | (1,887) | - | - | (1,887) |
| Reclassification | - | 11,792 | 45,781 | 11,511 | 1,111 | 70,195 |
| 31-Dec-25 | $ 583,960 | $ 2,235,404 | $ 1,524,314 | $ 284,339 | $ 48,637 | $ 4,676,654 |
| Accumulated depreciation and Impairment | ||||||
| 1-Jan-25 | $ - | $ 956,261 | $ 1,066,271 | $ 186,703 | $ - | $ 2,209,235 |
| Depreciation | - | 68,677 | 79,938 | 20,102 | - | 168,717 |
| Disposals | - | - | (1,882) | - | - | (1,882) |
| Reclassification | - | - | - | - | - | - |
| 31-Dec-25 | $ - | $ 1,024,938 | $ 1,144,327 | $ 206,805 | $ - | $ 2,376,070 |
| Cost | ||||||
| 1-Jan-24 | $ 583,960 | $ 2,029,741 | $ 1,350,956 | $ 235,370 | $ 129,705 | $ 4,329,732 |
| Additions | - | 23,539 | 36,087 | 14,555 | 84,550 | 158,731 |
| Disposals | - | - | - | - | - | - |
| Reclassification | - | 159,361 | 57,982 | 6,454 | (182,663) | 41,134 |
| 31-Dec-24 | $ 583,960 | $ 2,212,641 | $ 1,445,025 | $ 256,379 | $ 31,592 | $ 4,529,597 |
| Accumulated depreciation and Impairment | Land | Buildings | Machinery | Other Equipment | Unfinished Construction and Equipments Pending Acceptance | Total |
|---|---|---|---|---|---|---|
| 1-Jan-24 | $ - | $ 893,312 | $ 986,738 | $ 170,123 | $ - | $ 2,050,173 |
| Depreciation | - | 62,949 | 79,533 | 16,580 | - | 159,062 |
| Disposals | - | - | - | - | - | - |
| Reclassification | - | - | - | - | - | - |
| 31-Dec-24 | $ - | $ 956,261 | $ 1,066,271 | $ 186,703 | $ - | $ 2,209,235 |
| Carrying Amount | ||||||
| 31-Dec-25 | $ 583,960 | $ 1,210,466 | $ 379,987 | $ 77,534 | $ 48,637 | $ 2,300,584 |
| 31-Dec-24 | $ 583,960 | $ 1,256,380 | $ 378,754 | $ 69,676 | $ 31,592 | $ 2,320,362 |
A. The property, plant and equipment were pledged or held as collateral, please refer to Note 8 for details.
B. As of December 31, 2025 and 2024, the Company acquired agricultural lands from non-related parties for the purpose of plant planning which could not be registered ownership of the Company. The acquisition cost was NT$23,184 thousand, and the land was registered in the name of Shu Fei Yu. To protect the interest of the Company, the mortgage right of the land was registered to the Company.
(9.) Lease agreements (31-Dec-24:None.)
A. Right-of-use assets
| ITEM | 31-Dec-25 |
|---|---|
| Buildings | $ 1,153 |
| Less: accumulated depreciation | (273) |
| Right-of-use assets, net | $ 880 |
| Buildings | |
| --- | --- |
| Cost | |
| 1-Jan-25 | $ - |
| Additions | 1,153 |
| 31-Dec-25 | $ 1,153 |
B. Lease liabilities
| ITEM | 31-Dec-25 |
|---|---|
| Carrying amount of lease liabilities | |
| Current | $ 576 |
| Noncurrent | $ 308 |
| Discount rates | 2.1125% |
Please refer to Note 12(2) for information on the maturity analysis of the lease liabilities.
C. Major lease-in activities and terms
The Company leases several buildings for use as employee dormitories with a lease term of 2 years. At the termination of the lease term, the Company has no preferential purchase option on the leased buildings. Furthermore, the contract stipulates that the Group shall not sublease the underlying leased assets to any third party without the consent of the lessor.
As of December 31, 2025, there was no indication that the right-of-use assets were impaired, therefore the Company did not assess impairment.
(10.) Investment Properties
| Land | Buildings | Total | |
|---|---|---|---|
| Cost | |||
| 1-Jan-25 | $ 86,197 | $ 33,881 | $ 120,078 |
| Additions | - | - | - |
| Reclassification | - | - | - |
| 31-Dec-25 | $ 86,197 | $ 33,881 | $ 120,078 |
| Accumulated depreciation and impairments | |||
| 1-Jan-25 | $ - | $ 9,474 | $ 9,474 |
| Depreciation | - | 785 | 785 |
| Reclassification | - | - | - |
| 31-Dec-25 | $ - | $ 10,259 | $ 10,259 |
| Cost | |||
| 1-Jan-24 | $ 86,197 | $ 33,881 | $ 120,078 |
| Additions | - | - | - |
| Reclassification | - | - | - |
| 31-Dec-24 | $ 86,197 | $ 33,881 | $ 120,078 |
| Accumulated depreciation and impairments | |||
| 1-Jan-24 | $ - | $ 8,690 | $ 8,690 |
| Depreciation | - | 784 | 784 |
| Reclassification | - | - | - |
| 31-Dec-24 | $ - | $ 9,474 | $ 9,474 |
| Carrying Amount | |||
| 31-Dec-25 | $ 86,197 | $ 23,622 | $ 109,819 |
| 31-Dec-24 | $ 86,197 | $ 24,407 | $ 110,604 |
A. Rental income from investment properties and direct operating expenses arising from investment property are shown below:
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Rental income from investment properties | $ 3,848 | $ 3,848 |
| Direct operating expenses arising from the investment properties that generated rental income during the period | $ 1,099 | $ 1,100 |
B. Investment properties are depreciated on a straight-line basis based on 15~50 years useful lives.
C. The investment properties that are not valued by an external independent valuer are valued by the Company's management using the rental of adjacent area as reference. This was the cash flow approach and belonged to
the level 3 fair value measurement. The fair values as at December 31, 2025 and 2024 were amounted to NT$117,467 thousands and NT$127,273 thousands, respectively.
D. For details on related party transactions involving the leasing of investment properties, please refer to Note 7(3).
E. Information on investment properties pledged to others as collaterals is provided in Note 8.
(11.) Intangible Assets
| ITEM | Dec-31-25 | Dec-31-24 | ||
|---|---|---|---|---|
| Software | $ | 65,256 | $ | 100,908 |
| Less: Accumulated amortization and impairment | (42,717) | (72,626) | ||
| Net | $ | 22,539 | $ | 28,282 |
| Software | ||||
| Cost | Accumulated amortization and impairment | Carrying Amount | ||
| 1-Jan-25 | $ 100,908 | $ (72,626) | $ 28,282 | |
| Additions | 6,879 | (12,622) | (5,743) | |
| Disposals | (42,531) | 42,531 | - | |
| Reclassification | - | - | - | |
| 31-Dec-25 | $ 65,256 | $ (42,717) | $ 22,539 | |
| 1-Jan-24 | $ 86,609 | $ (65,898) | $ 20,711 | |
| Additions | 16,145 | (13,720) | 2,425 | |
| Disposals | (6,992) | 6,992 | - | |
| Reclassification | 5,146 | - | 5,146 | |
| 31-Dec-24 | $ 100,908 | $ (72,626) | $ 28,282 |
The software was pledged as collateral for long-term loans, please refer to Note 8.
(12.) Short-term loans
| 31-Dec-25 | ||
|---|---|---|
| Category | Amount | Interest Rate |
| Unsecured loans | $ 150,000 | 1.88%~2.12% |
| 31-Dec-24 | ||
| Category | Amount | Interest Rate |
| Unsecured loans | $ 330,000 | 1.88%~2.22% |
| (13.) Other payables | ||
| ITEM | 31-Dec-25 | 31-Dec-24 |
| Salaries and bonuses payable | $ 114,621 | $ 111,643 |
| Advertisement expenses payable | 48,679 | 36,231 |
| Research expenses payable | 13,221 | 14,896 |
| Employees’ compensation and Directors’ remuneration payable | 21,394 | 17,047 |
| Labor and health insurance payable | 9,725 | 9,323 |
| Pension payable | 6,480 | 6,331 |
| Other | 109,515 | 108,331 |
| Total | $ 323,635 | $ 303,802 |
(14.) Long-term loans and current portion of long-term liabilities
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Secured loans | $ 1,045,644 | $ 1,184,917 |
| Unsecured loans | 270,000 | 340,000 |
| Subtotal | 1,315,644 | 1,524,917 |
| Less: current portion | (45,746) | (348,976) |
| Total | $ 1,269,898 | $ 1,175,941 |
| Interest rate | 1.850%~2.8013% | 1.850%~2.8013% |
Please refer to Note 8 for collaterals pledged for long-term borrowings.
(15.) Retirement Benefit Plans
Defined contribution plans
The employee pension plan under the Labor Pension Act of the R.O.C. (the Act) is a defined contribution plan. Pursuant to the plan, the Company make monthly contributions of 6% of each individual employee's salary or wage to employees' pension accounts.
NT$30,092 thousand and NT$38,292 thousand were contributed by the Company for the years ended December 31, 2025 and 2024, respectively.
Defined benefit plan
The Company and its domestic subsidiaries have defined benefit pension plans in accordance with the Labor Standards Law of the R.O.C. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company contributes monthly an amount equal to 2% of the employees' monthly salaries and wages to the retirement fund deposited in Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. The Company would assess as the balance in the aforementioned labor pension reserve account by the end of each year. If the account balance is not enough to pay the pension to the labors expected to be qualified for retirement in the next year, the Company will make contribution for the deficit by next March. The pension fund is managed by the government's designated authorities and the Company has no right to influence their investment strategies.
A. Amounts recognized in the parent company only balance sheets are as follows:
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Present value of defined benefit obligations | $ 61,449 | $ 131,597 |
| Fair value of plan assets | (39,184) | (116,508) |
| Net defined benefit liability | $ 22,265 | $ 15,089 |
B. Movements of net defined benefit liabilities were as follows:
| ITEM | For the Year Ended December 31, 2025 | ||
|---|---|---|---|
| Present value of defined benefit obligations | Fair value of plan asset | Net defined benefit liability | |
| Balance at January 1 | $ 131,597 | $ (116,508) | $ 15,089 |
| Service cost: | |||
| Current service cost | 323 | - | 323 |
| Interest expense (revenue) | 2,124 | (1,889) | 235 |
| Settlement profit (loss) | 32,492 | - | 32,492 |
| Amounts recognized in profit or loss | 34,939 | (1,889) | 33,050 |
| For the Year Ended December 31, 2025 | |||
|---|---|---|---|
| ITEM | Present value of defined benefit obligations | Fair value of plan asset | Net defined benefit liability |
| Remeasurement on the net defined benefit liability: | |||
| Return on plan assets | - | (9,072) | (9,072) |
| Actuarial (gains) losses | |||
| Effect of changes in demographic assumptions | (12) | - | (12) |
| Effect of changes in financial assumptions | 2,877 | - | 2,877 |
| Experience adjustments | 12,163 | - | 12,163 |
| Amounts recognized in other comprehensive income | 15,028 | (9,072) | 5,956 |
| Pension fund contribution | - | (4,327) | (4,327) |
| Paid Pension | (8,912) | 8,912 | - |
| Paid Settlement | (111,203) | 83,700 | (27,503) |
| Balance at December 31 | $61,449 | $(39,184) | $22,265 |
| For the Year Ended December 31, 2024 | |||
| ITEM | Present value of defined benefit obligations | Fair value of plan asset | Net defined benefit liability |
| Balance at January 1 | $164,129 | $(128,577) | $35,552 |
| Service cost: | |||
| Current service cost | 429 | - | 429 |
| Interest expense (revenue) | 1,940 | (1,535) | 405 |
| Settlement profit (loss) | 11,835 | - | 11,835 |
| Amounts recognized in profit or loss | 14,204 | (1,535) | 12,669 |
| Remeasurement on the net defined benefit liability: | |||
| Return on plan assets | - | (11,792) | (11,792) |
| Actuarial (gains) losses | |||
| Effect of changes in demographic assumptions | 3 | - | 3 |
| Effect of changes in financial assumptions | (5,736) | - | (5,736) |
| Experience adjustments | 6,054 | - | 6,054 |
| Amounts recognized in other comprehensive income | 321 | (11,792) | (11,471) |
| Pension fund contribution | - | (10,640) | (10,640) |
| Paid Pension | (10,269) | 9,880 | (389) |
| Paid Settlement | (36,788) | 26,156 | (10,632) |
| Balance at December 31 | $131,597 | $(116,508) | $15,089 |
C. The defined benefit plan as of the year ended 2025 and 2024 were summarized by functions as follows:
| 31-Dec-25 | 31-Dec-24 | |||
|---|---|---|---|---|
| Operation Costs | $ | 15,615 | $ | 4,354 |
| Selling Expense | 10,043 | 3,524 | ||
| Administrative Expense | 5,256 | 4,761 | ||
| Research and Development Expense | 2,136 | 30 | ||
| $ | 33,050 | $ | 12,669 |
D. Through the defined benefit plans under the Labor Standards Law, the Company is exposed to the following risks:
(A.) Investment risk
The pension funds are invested in equity and debt securities, bank deposits, etc. at the discretion of the Bureau of Labor Funds of Ministry of Labor, or under the mandated management. However, under the Labor Standards Law, the rate of return on plan assets shall not be less than the average interest rate on a two-year time deposit published by the local banks.
(B.) Interest risk
A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the debt investments of the plan assets.
(C.) Salary risk
The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.
E. The main actuarial assumptions used were as follows:
| 31-Dec-25 | 31-Dec-24 | |
|---|---|---|
| Discount rate | 1.40% | 1.65% |
| Expected rate of salary increase | 1.50% | 1.50% |
| The weighted average duration of the defined benefit obligation | 9 years | 8 years |
(A.) Assumptions on future mortality experience are set based on the 6th Taiwan Standard Ordinary Experience Mortality Table (TSO).
(B.) Reasonably possible changes at December 31, 2025 and 2024 to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown below.
| ITEM | 31-Dec-25 | 31-Dec-24 | ||
|---|---|---|---|---|
| Discount rate | ||||
| 0.25% increase | $ | (1,330) | $ | (2,812) |
| 0.1% increase | (538) | (1,135) | ||
| 0.25% decrease | 546 | 2,902 | ||
| 0.1% decrease | 1,380 | 1,150 | ||
| Future salary increase rate | ||||
| 0.25% increase | 1,375 | 2,900 | ||
| 0.25% decrease | (1,332) | (2,823) | ||
| Employee turnover rate | ||||
| 110% of the expected employee turnover rate | (90) | (24) | ||
| 90% of the expected employee turnover rate | 95 | 25 |
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
F. The contribution that the Company expects to make to its defined benefit pension plans in next year is NT$578 thousand.
Other Employees' benefits were as follows:
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Employees benefits payable | $ 13,692 | $ 10,910 |
| Compensated absences payable | 5,081 | 5,089 |
| Other employees benefits | 32,351 | 30,050 |
| Total | $ 51,124 | $ 46,049 |
(16.) Capital Stock
The movements in the number of the Company's ordinary shares outstanding are as follows:
| For the Year Ended December 31, 2025 | ||
|---|---|---|
| Issued and paid shares (in thousands) | Issued capital | |
| January 1 | 181,140 | $ 1,811,398 |
| Capitalization of retained earnings | 9,057 | 90,570 |
| December 31 | 190,157 | $ 1,901,968 |
| For the Year Ended December 31, 2024 | ||
| Issued and paid shares (in thousands) | Issued capital | |
| January 1 | 167,722 | $ 1,677,221 |
| Capitalization of retained earnings | 13,418 | 134,177 |
| December 31 | 181,140 | $ 1,811,398 |
At the Annual Shareholders' Meeting held on June 19, 2025, the Company approved a capital increase of NT$ 90,570 thousand through the capitalization of retained earnings. A total of 9,057 thousand common shares were issued, with a par value of NT$10 per share. The relevant registration and amendments have been duly completed.
At the Annual Shareholders' Meeting held on June 19, 2024, the Company approved a capital increase of NT$ 134,177 thousand through the capitalization of retained earnings. A total of 13,418 thousand common shares were issued, with a par value of NT$10 per share. The relevant registration and amendments have been duly completed.
As of Dec 31, 2025 the Company's authorized capital amount was NT$2,500,000 thousand, consisting of 250,000 thousand shares of ordinary stocks.
(17.) Capital Surplus
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Additional paid in capital | $ 422,450 | $ 422,450 |
| Additional paid-in capital arising from bond conversion | 190,611 | 190,611 |
| Difference between consideration and carrying amount of subsidiaries acquired or disposed | 310,439 | 310,439 |
| Others | 640 | 640 |
| Total | $ 924,140 | $ 924,140 |
Under the Company Act, the capital surplus generated from excess of the issuance price over the par value of capital stock and donations may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as stock dividends or cash dividends. Further, the R.O.C. Securities and Exchange Law requires that the amount of capital surplus to be capitalized mentioned above should not exceed a certain percentage of the Company's paid in capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.
(18.) Retained Earnings and Dividend Policy
A. When allocating the net profits in each fiscal year, Sinphar shall be first utilized for paying taxes, offsetting losses of previous years, and then setting aside the 1) legal capital reserve at 10% of the profits left over, until the accumulated legal capital reverse equals Sinphar’s paid-in capital; 2) special capital reverse in accordance with relevant laws or regulations or as requested by the authorities in charge; and 3) balance left over shall be allocated according to the resolution of the board of directors and the shareholders’ meeting.
B. To consider about the economic circumstances, development phase, and future business expansion, dividends will be allocated in consideration of future capital expenditure and cash forecast. However, cash dividends are limited to over 20% of total dividends distributed.
C. The appropriation for legal capital reserve shall be made until the reserve equals the Company’s paid-in capital. The reserve may be used to offset deficit, or be distributed as dividends in cash or stocks for the portion in excess of 25% of the paid-in capital if the Company incurs no loss.
D. Special Reserve :
| ITEMS | 31-Dec-25 | 31-Dec-24 | ||
|---|---|---|---|---|
| Amount when first applied to IFRSs | $ | 37,951 | $ | 37,951 |
| Amount aroused from other equity interest | 99,220 | 99,220 | ||
| Total | $ | 137,171 | $ | 137,171 |
(A.) In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.
(B.) When IFRSs were first adopted, according to the special reserve regulation of Financial Supervisory Commission R.O.C, no. 1010012865 on April 6, 101, if the company subsequently uses, disposes or reclassifies the relevant assets, the proportion originally set aside as the special reserve will be reversed into distributable retained earnings.
E. The appropriations of earnings for 2024 had been approved by the company’s shareholders in its meeting held on June 19, 2025 and the appropriations and dividends per share were as follows:
| Appropriation of Earnings | Dividends Per Share(NT$) | |
|---|---|---|
| Legal capital reserve | $ 31,618 | $ - |
| Cash dividends of ordinary share | 181,140 | 1 |
| Stock dividends of ordinary share | 90,570 | 0.5 |
| Total | $ 303,328 |
F. The appropriations of earnings for 2025 had been approved in the meeting of the Board of Directors on March 10, 2026 and the appropriations and dividends per share were as follows:
The appropriations of earnings for 2025 are to be presented for approval in the shareholders' meeting which is to be held on June 19, 2026.
G. Information on the resolution of the Board of Directors' and shareholders' meetings regarding the appropriation of earnings is available from the Market Observation Post System on the website of the TWSE.
(19.) Others Equity Items
| ITEM | Exchange differences on translation of foreign financial statements | Unrealized gain (loss) on financial assets at fair value through other comprehensive income | Total |
|---|---|---|---|
| Balance as at Jan 1, 2025 | $ (70,451) | $ (50,311) | $ (120,762) |
| Exchange differences on translation of foreign financial statements | 5,095 | - | 5,095 |
| Income tax effects | (1,019) | - | (1,019) |
| Unrealized gain on financial assets at FVTOCI | - | 65 | 65 |
| Share of other comprehensive income of associates accounted for using the equity method | 40 | (2,164) | (2,124) |
| Disposal of equity investments at fair value through other comprehensive income of subsidiaries | - | 23,494 | 23,494 |
| Balance as at Dec 31, 2025 | $ (66,335) | $ (28,916) | $ (95,251) |
| Balance as at Jan 1, 2024 | $ (92,720) | $ (44,451) | $ (137,171) |
| Exchange differences on translation of foreign financial statements | 27,834 | - | 27,834 |
| Income tax effects | (5,567) | - | (5,567) |
| Unrealized gain on financial assets at FVTOCI | - | (611) | (611) |
| Share of other comprehensive income of associates accounted for using the equity method | 2 | (5,249) | (5,247) |
| Balance as at Dec 31, 2024 | $ (70,451) | $ (50,311) | $ (120,762) |
(20.) Operating revenue
| ITEM | For the Year Ended December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Revenue from contracts with customers | ||
| Net revenue from the sale of goods | $ 3,427,361 | $ 3,197,650 |
| Less: Sales returns and allowances | (361,006) | (337,335) |
| Total | $ 3,066,355 | $ 2,860,315 |
A. Breakdowns of contract revenue
(A.) Please refer to Note 14 for geographical and departmental information details.
(B.) Revenue was recognized at a specific point of time period when all the obligations were fulfilled.
B. Contract Balance
The accounts receivable and contract liabilities in relation to contract revenue were as follows:
| ITEM | 31-Dec-25 | 31-Dec-24 | 1-Jan-24 |
|---|---|---|---|
| Accounts Receivable (6(4.)) | $ 526,313 | $ 467,592 | $ 426,002 |
| Contract liabilities-current | $ 102,286 | $ 93,389 | $ 84,352 |
(A.) Changes in contract liabilities mainly result from the time difference between the performance obligation satisfied and the customer's payment.
(B.) Revenue from opening contract liabilities - sales of goods recognized as revenue in the current period were as follows:
| For the Year Ended December 31 | ||
|---|---|---|
| Revenue | 2025 | 2024 |
| Amounts from opening contract liabilities - sales of good | $ 81,321 | $ 75,784 |
(21.) Other Income
| For the Year Ended December 31 | ||
|---|---|---|
| ITEM | 2025 | 2024 |
| Government grants | $ 2,158 | $ 6,500 |
| Rental income | 14,369 | 11,537 |
| Dividend income | 641 | - |
| Others | 20,725 | 18,916 |
| Total | $ 37,893 | $ 36,953 |
(22.) Other Gains and Losses
| For the Year Ended December 31 | ||
|---|---|---|
| ITEM | 2025 | 2024 |
| Net currency exchange gains (losses) | $ (15,690) | $ 12,254 |
| Gains on disposal of Property, Plant and Equipment | 165 | - |
| Others | (2,061) | (1,442) |
| Total | $ (17,586) | $ 10,812 |
(23.) Employee Benefits Expense, Depreciation and Amortization
| ITEM | For the Year Ended December 31, 2025 | ||
|---|---|---|---|
| Cost of revenue | Operating expenses | Total | |
| Employee benefits expense | |||
| Salaries and wages | $ 272,505 | $ 294,801 | $ 567,306 |
| Labor and health insurance | 31,381 | 29,445 | 60,826 |
| Pension | 28,376 | 34,766 | 63,142 |
| Remuneration to directors | - | 10,574 | 10,574 |
- 34 -
| ITEM | For the Year Ended December 31, 2025 | ||
|---|---|---|---|
| Cost of revenue | Operating expenses | Total | |
| Other employee benefits | 19,720 | 22,392 | 42,112 |
| Depreciation | 135,020 | 33,970 | 168,990 |
| Amortization | 5,109 | 11,855 | 16,964 |
| Total | $ 492,111 | $ 437,803 | $ 929,914 |
| ITEM | For the Year Ended December 31, 2024 | ||
| Cost of revenue | Operating expenses | Total | |
| Employee benefits expense | |||
| Salaries and wages | $ 254,632 | $ 293,457 | $ 548,089 |
| Labor and health insurance | 29,096 | 26,574 | 55,670 |
| Pension | 16,045 | 34,916 | 50,961 |
| Remuneration to directors | - | 9,041 | 9,041 |
| Other employee benefits | 19,087 | 20,167 | 39,254 |
| Depreciation | 128,432 | 30,630 | 159,062 |
| Amortization | 7,283 | 18,706 | 25,989 |
| Total | $ 454,575 | $ 433,491 | $ 888,066 |
A. As of December 31, 2025 and 2024, the number of employees of the Company were 822, the directors who have not served as employees were both 9.
B. The average employee benefits expense are NT$ 902 thousand and NT $854 thousand in 2025 and 2024, respectively.
C. The average salaries and wages are NT$ 698 thousand and NT$ 674 thousand in 2025 and 2024, respectively.
D. The adjustment rate of average salaries and wages is 3.56%.
E. Salary Policy
Directors’ remuneration
(A) The Company's Articles of Incorporation stipulate that the remuneration for all directors is determined by the board of directors, regardless of operating profit or loss, which would be paid at the usual level of the industry.
(B) The Company's Articles of Incorporation stipulate the company shall allocate not higher than 5% of annual profits during the period to directors' and supervisors' remuneration.
Executive compensation
The remuneration for the management of the Company is based on the nature of the department, personnel positioning, work performance and business development progress, and is reviewed by the remuneration committee and resolved by the board of directors.
Employees’ compensation
The remuneration of the Company's employees includes the salary, various allowances, position subsidy additions, overtime wages and various bonuses, as well as the employee remuneration paid by the Company according to the annual profitability. The Company's Articles of Incorporation stipulate the company shall allocate 2%~8% of income before income tax during the period to employees' compensation.
F. The employees' compensation and directors' and supervisors' remuneration for 2025 and 2024 were approved in the meetings of the Board of Directors on March 10, 2026 and March 5, 2025, respectively. The amounts recognized in the financial reports were as follows:
- 35 -
| 2025 | 2024 | |||
|---|---|---|---|---|
| Employees’ compensation | Directors’ and supervisors’ remuneration | Employees’ compensation | Directors’ and supervisors’ remuneration | |
| Amount resolved to be distributed | $ 13,692 | $ 7,702 | $ 10,910 | $ 6,137 |
| Amount recognized in financial reports | 13,692 | 7,702 | 10,910 | 6,137 |
| Difference | $ - | $ - | $ - | $ - |
The above-mentioned compensation was distributed in cash.
G. The information about employees’ compensation and directors’ and supervisors’ remuneration of the company as resolved by the meeting of Board of Directors is available from the Market Observation Post System on the website of the TWSE.
(24.) Finance Costs
| For the Year Ended December 31 | ||
|---|---|---|
| ITEM | 2025 | 2024 |
| Interest expense | ||
| Bank borrowings | $ 32,802 | $ 35,657 |
| Interest on lease liabilities | 10 | - |
| Financial cost | $ 32,812 | $ 35,657 |
(25.) Income Tax
A. The components of tax expense:
| For the Year Ended December 31 | ||
|---|---|---|
| ITEM | 2025 | 2024 |
| Current tax | ||
| Current tax expense recognized in the current year | $ 44,434 | $ 18,966 |
| Adjustments for prior periods | 98 | - |
| Total | $ 44,532 | $ 18,966 |
| Deferred tax | ||
| Deferred income tax related to origination and reversal of temporary differences | (3,800) | 223 |
| Income tax expense | $ 40,732 | $ 19,189 |
B. Income tax recognized in other comprehensive loss:
| For the Year Ended December 31 | ||
|---|---|---|
| ITEM | 2025 | 2024 |
| Currency translation differences | $ 1,019 | $ 5,567 |
C. Reconciliation between income tax expense (benefit) and accounting loss as follows:
| ITEM | For the Year Ended December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Profit before income tax | $ 406,483 | $ 323,894 |
| Tax calculated based on profit before tax and statutory tax rate | $ 81,297 | $ 64,779 |
| Effects from items disallowed by tax regulation | (49,525) | (26,558) |
| Investment tax credit | 12,662 | (19,255) |
| Net change in deferred income tax | (3,800) | 223 |
| Income tax adjustments for prior years | 98 | - |
| Income tax expense | $ 40,732 | $ 19,189 |
Under the Act for the Development of Biotech and Pharmaceutical Industry, the Company could recognize an investment tax credit within a limit of 20% of the investment price if the investee is applicable to the act.
D. Deferred income tax assets and liabilities
Deferred tax assets or liabilities arising from temporary differences, operating loss carry forward, and investment tax credits:
| For the Year Ended December 31, 2025 | ||||
|---|---|---|---|---|
| Jan-1 | Profit and loss | Other comprehensive income | Dec-31 | |
| Deferred income tax asset | ||||
| Temporary difference | ||||
| Employee benefits | $ 5,810 | $ 212 | $ - | $ 6,022 |
| Sales returns and allowances | 10,657 | 1,091 | - | 11,748 |
| Unrealized loss on inventories | 9,850 | 1,635 | - | 11,485 |
| Exchange difference on foreign operations | 17,615 | - | (1,019) | 16,596 |
| Others | 609 | 862 | - | 1,471 |
| Operating loss carryforwards | 79,921 | 20,000 | - | 99,921 |
| Investment tax credit | 60,904 | (12,662) | - | 48,242 |
| $ 185,366 | $ 11,138 | $ (1,019) | $ 195,485 | |
| Deferred income tax liabilities | ||||
| Temporary difference | ||||
| Land value increment tax | $ 32,939 | $ - | $ - | $ 32,939 |
| Gain on foreign investments accounted for using the equity method | 53,869 | - | - | 53,869 |
| $ 86,808 | $ - | $ - | $ 86,808 |
- 37 -
| For the Year Ended December 31, 2024 | ||||
|---|---|---|---|---|
| Jan-1 | Profit and loss | Other comprehensive income | Dec-31 | |
| Deferred income tax asset | ||||
| Temporary difference | ||||
| Employee benefits | $ 3,263 | $ 2,547 | $ - | $ 5,810 |
| Sales returns and allowances | 10,710 | (53) | - | 10,657 |
| Unrealized loss on inventories | 11,264 | (1,414) | - | 9,850 |
| Exchange difference on foreign operations | 23,182 | - | (5,567) | 17,615 |
| Others | 788 | (179) | - | 609 |
| Operating loss carryforwards | 80,000 | (79) | - | 79,921 |
| Investment tax credit | 41,649 | 19,255 | - | 60,904 |
| $ 170,856 | $ 20,077 | $ (5,567) | $ 185,366 | |
| Deferred income tax liabilities | ||||
| Temporary difference | ||||
| Land value increment tax | $ 32,939 | $ - | $ - | $ 32,939 |
| Gain on foreign investments accounted for using the equity method | 52,745 | 1,124 | - | 53,869 |
| $ 85,684 | $ 1,124 | $ - | $ 86,808 |
The above-mentioned deferred income tax liabilities were classified as other non-current liabilities.
E. Unrecognized deferred tax assets:
| ITEMS | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Items not recognized as deferred tax assets: | ||
| Loss on investments accounted for using the equity method | $ 31,425 | $ 30,852 |
| Loss on financial assets evaluation | 969 | 969 |
| Unused operating loss carry forward | 50,554 | 72,151 |
| $ 82,948 | $ 103,972 |
F. Information of unused loss carry forward:
As of December 31, 2025, information on the operating loss carryforward from the subsidiary's capital reduction to cover accumulated deficits is as follows.:
| Expiry Year | Remaining Creditable Amount | Tax effect |
|---|---|---|
| 2033 | $ 752,376 | $ 150,475 |
G. The tax authorities have examined income tax return of the Company through 2023.
(26.) Earnings per Share
| ITEM | For the Year Ended December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Basic earnings per share: | ||
| Net income attributable to ordinary shareholders of the parent | $ 365,751 | $ 304,705 |
| Weighted average number of shares outstanding for the period (in thousands) | 190,197 | 190,197 |
| Basic earnings per share, after tax (Unit: NT$ Per Share) | $ 1.92 | $ 1,60 |
For the Year Ended December 31
| ITEM | 2025 | 2024 |
|---|---|---|
| Diluted earnings per share: | ||
| Net income available to ordinary shareholders of the parent | $ 365,751 | $ 304,705 |
| Weighted average number of shares outstanding for the period (in thousands) | 190,197 | 190,197 |
| Effect of the dilutive potential ordinary shares | ||
| Employees’ compensation (share in thousands) | 449 | 350 |
| Weighted average number of shares outstanding for diluted earnings per share (share in thousand) | 190,646 | 190,547 |
| Diluted earnings per share, after tax (in dollars) | $ 1.92 | $ 1.60 |
Effect of issuance of bonus shares is included in the retrospective adjustment in calculating earnings per share. If the Company offered to settle the compensation or bonuses paid to employees in shares or cash at the Company’s option, the Company assumed that the entire amount of the compensation or bonuses will be settled in shares, and the resulting potential shares are included in the weighted average number of shares outstanding used in the calculation of diluted earnings per share if the effect is dilutive. Such dilutive effect of the potential shares is included in the calculation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.
7. TRANSACTIONS WITH RELATED PARTIES
(1.) Names of related parties and relationship categories
| Names of related parties | Related party categories |
|---|---|
| SynCore Biotechnology Co., Ltd. | Subsidiaries |
| ZuniMed Biotech Co., Ltd. | Subsidiaries |
| CANCAP PHARMACEUTICAL LTD. | Subsidiaries |
| Sinphar Tian-Li Pharmaceutical Co., Ltd.(Hangzhou) | Sub-subsidiaries |
| Board of Directors, General Manager and Vice General Manager | Key management personnel |
| CANADA BIOTECH | Other related parties |
| Shu Fei Yu | Other related parties |
(2.) Significant transaction with related parties
A. Operating revenue
| For the Year Ended December 31 | ||
|---|---|---|
| Related party category/Name | 2025 | 2024 |
| Subsidiary/SynCore | $ 11,614 | $ 5,042 |
The prices of sales with related parties were not significantly different from those of sold to third parties, and the payment term is 30-90 days.
B. Purchases of goods
| For the Year Ended December 31 | ||
|---|---|---|
| Related party category/Name | 2025 | 2024 |
| Subsidiaries/ZuniMed | $ 81,207 | $ 70,312 |
- 39 -
| Related party category/Name | For the Year Ended December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Sub-subsidiaries/Sinphar Tian-Li | 55,021 | 24,796 |
| $ 136,228 | $ 95,108 |
The prices of purchase and commission processing with related parties were not significantly different from those of purchased from third parties, and the payment term is 30-90 days.
C. Disposal of property, plant and equipment (For the year ended December 31, 2024: None.)
| Related party category/Name | For the Year Ended December 31,2025 | |
|---|---|---|
| Proceeds from disposal | Gain on disposal | |
| Sub-subsidiaries/Sinphar Tian-Li | $ 262 | $ 165 |
D. Lease arrangement-operating lease
The subsidiary, SynCore, leased buildings from the Company mainly for the use of office and laboratory with lease terms from August 1, 2022 to March 31, 2026. The rental price was determined in accordance with mutual agreement and the payment would be collected monthly. As of the year ended December 31, 2025 and 2024, the rental receivables were NT$1,954 thousand and NT$7,906 thousand, respectively. The rental incomes were NT$9,800 thousand in 2025 and 2024, respectively.
E. Trademarks and royalties
Under an agreement between the Company and its related party, CANADA BIOTECH, the Company is required to pay royalties at a specified percentage of the gross profit from the sale of goods for the right to use the trademark licensed by CANADA BIOTECH. The Company paid the royalties amounted to NT$870 thousand and NT$922 thousand in 2025 and 2024 respectively. The payments were recognized as marketing expense.
F. Others
(A.) The Company collected the common general administration fee, research and development cost and other income from its related party in 2025 and 2024. The amounts were described as follows:
| Related party category/Name | For the Year Ended December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Subsidiaries | ||
| SynCore | $ 8,493 | $ 11,210 |
| Others | 901 | 391 |
| $ 9,394 | $ 11,601 |
The Company entered a sales agency agreement with its Subsidiary, SynCore. The Company would charge a service fee based on the quantity of sales. The service income in 2025 and 2024 were NT$1,498 thousand and NT$6,672 thousand respectively; As of December 31, 2024, the advance service incomes were amounted to NT$1,049 thousand.
(B.) For the year ended December 31, 2025 and 2024, the Company paid its subsidiary, SynCore, NT$307 thousand and NT$151 thousand, respectively, for research and development expenses and other expenses related to drug development.
(C.) For the years ended December 31, 2025, the Company paid its subsidiary, CANCAP, service fee amounted to NT$1,630 thousand.
(D.) The Company paid its subsidiaries various related operating expenses in 2025 and 2024. The amounts were described as follows:
| For the Year Ended December 31 | ||
|---|---|---|
| Related party category/Name | 2025 | 2024 |
| Subsidiaries | ||
| SynCore | $ 155 | $ 480 |
(E.) For the years ended December 31, 2025 and 2024, utility expenses paid by the subsidiary, SynCore, on behalf of the Company amounted to NT$206 thousand and NT$354 thousand, respectively.
(F.) For the year ended December 31, 2025, molding expenses paid by the subsidiary, ZuniMed, on behalf of the Company amounted to NT$286 thousand
(G.) The Company has successively acquired nearby agricultural land for the plant planning. However, under the current regulations, the ownership of agricultural lands could not be registered under the company. Therefore, the Company has appointed the other related party, Shu Fei Yu, to be the owner the land. Please refer to the property, plant and equipment session in Note 6(8.) for more information.
G. Receivables from / payables to related parties
| Item | Related party category/Name | 31-Dec-25 | 31-Dec-24 |
|---|---|---|---|
| Other receivables | Subsidiary/SynCore | $ 310 | $ 569 |
| Accounts payable | Subsidiary/ZuniMed | $ 12,093 | $ 9,022 |
| Sub-subsidiary/Sinphar Tian-Li | 18,844 | 10,811 | |
| Total | $ 30,937 | $ 19,833 | |
| Other payables | Subsidiary/SynCore | $ 94 | $ - |
The above-mentioned other receivable was recognized as other current asset.
No endorsement or guarantee was obtained for outstanding receivables from and payables to related parties and no loss allowances were recognized for receivables from related parties for 2025 and 2024.
H. Endorsements/guarantees obtain
| Related party category/Name | 31-Dec-25 | ||
|---|---|---|---|
| Endorsement/Guarantee received | Used Balance | Unused Balance | |
| Subsidiary/ZuniMed | $ 25,000 | $ 25,000 | $ - |
| 31-Dec-24 | |||
| Related party category/Name | Endorsement/Guarantee received | Used Balance | Unused Balance |
| Subsidiary/ZuniMed | $ 25,000 | $ 25,000 | $ - |
The above is a supply guarantee of the medical institution.
I. Endorsements and Guarantees
| Related Party Categories | 31-Dec-25 | ||
|---|---|---|---|
| Endorsement/Guarantee provided | Used Balance | Unused Balance | |
| Subsidiary/SynCore | $ 200,000 | $ - | $ 200,000 |
| Subsidiary/ZuniMed | 30,000 | 8,000 | 22,000 |
| $ 230,000 | $ 8,000 | $ 222,000 |
- 41 -
| Related Party Categories | 31-Dec-24 | ||
|---|---|---|---|
| Endorsement/Guarantee provided | Used Balance | Unused Balance | |
| Subsidiary/SynCore | $ 250,000 | $ - | $ 250,000 |
| Subsidiary/ZuniMed | 30,000 | 8,000 | 22,000 |
| $ 280,000 | $ 8,000 | $ 272,000 |
(3.) Compensation of key management personnel
The remuneration to the Board of Directors and main management personnel were as follows:
| ITEM | For the Year Ended December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Salaries and other short-term employee benefits | $ 37,201 | $ 67,971 |
A. The above-mentioned compensation for the year 2025 and 2024 includes severance pay related to the settlement of years of service under the defined benefit plan.
B. Please refer to the shareholder meeting's annual report for the information about the above-mentioned remuneration to board of directors and the main management personnel.
8. PLEDGED ASSETS
The Company's assets pledged as collateral for long-term loans are as follows:
| ITEM | 31-Dec-25 | 31-Dec-24 |
|---|---|---|
| Property, plant and equipment | $ 1,180,113 | $ 1,216,433 |
| Investment properties | 109,819 | 110,604 |
| Intangible assets | 1,640 | 3,280 |
| Total | $ 1,291,572 | $ 1,330,317 |
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS
A. As of December 31, 2025, the Company issued guarantee notes to the Ministry of Economic Affairs' for Industry Innovation Platform Program amounting to NT$11,000 thousand.
B. As of December 31, 2025 and 2024, Capital expenditures committed but not yet incurred are as follows:
| ITEM | 31-Dec-2025 | 31-Dec-2024 |
|---|---|---|
| Property, plant and equipment | $ 72,120 | $ 47,860 |
-
SIGNIFICANT LOSSES FROM DISASTERS: None.
-
SIGNIFICANT EVENTS AFTER REPORTING PERIOD: None.
12. OTHER INFORMATION
(1.) Capital risk management
The Company requires an adequate capital structure to enable expansion and enhancement of its plant and equipment. Therefore, the Company manages its capital in a manner to ensure that it has sufficient and necessary financial resources to fund its working capital needs, capital asset purchases, research and development activities, dividend payments, debt service requirements and other business requirements associated with its existing operations over the next 12 months.
(2.) FINANCIAL INSTRUMENTS
A. Financial Risk associated with financial instrument.
Financial risk management policies
The Company's risk management objectives are to manage the market risk (including foreign currency risk, interest risk and price risk), credit risk and liquidity risk related to its operating activities. The Company identifies, measures and manages the aforementioned risks and mitigates the disadvantage impact on financial performance. The material treasury activities are reviewed by Audit Committees and/or Board of Directors in accordance with procedures required by relevant regulations or internal controls. During the implementation of such plans, Corporate Treasury function must comply with certain treasury procedures that provide guiding principles for overall financial risk management and segregation of duties.
The nature and degree of the significant financial risks are described as follows:
(A) Market risk
a. Foreign currency risk
(a.) The Company is exposed to the foreign currency risk due to the transaction of sales, purchase and cash denominated in foreign currency other than the Group's functional currency. These non-functional currencies are USD, RMB, EUR, JPY and HKD.
(b.) Foreign currency exposure and sensitivity analysis
| 31-Dec-25 | |||||||
|---|---|---|---|---|---|---|---|
| Foreign Currencies (In Thousands) | Exchange Rate | Carrying Amount (In Thousands) | Sensitivity analysis | ||||
| Movement | Impact on Profit or loss | Impact on Equity | |||||
| Financial assets | |||||||
| Monetary items | |||||||
| USD : NT$ | $ 449 | 31.4300 | $ 14,120 | 1% | $ 141 | $ - | |
| CNY : NT$ | 930 | 4.4960 | 4,183 | 1% | 42 | - | |
| EUR: NT$ | 50 | 36.9000 | 1,851 | 1% | 19 | ||
| JPY : NT$ | 882 | 0.2008 | 177 | 1% | 2 | - | |
| HKD : NT$ | 117 | 4.0380 | 474 | 1% | 5 | - | |
| Financial liabilities | |||||||
| Monetary items | |||||||
| USD : NT$ | $ 680 | 31.4300 | $ 21,385 | 1% | $ 214 | $ - | |
| CNY : NT$ | 1,663 | 0.2008 | 334 | 1% | 3 | - | |
| 31-Dec-24 | |||||||
| --- | --- | --- | --- | --- | --- | --- | |
| Foreign Currencies (In Thousands) | Exchange Rate | Carrying Amount (In Thousands) | Sensitivity analysis | ||||
| Movement | Impact on Profit or loss | Impact on Equity | |||||
| Financial assets | |||||||
| Monetary items | |||||||
| USD : NT$ | $ 5,447 | 32.7850 | $ 178,573 | 1% | $ 1,786 | $ - | |
| CNY : NT$ | 1,057 | 4.4780 | 4,731 | 1% | 47 | - | |
| EUR: NT$ | 65 | 34.1400 | 2,235 | 1% | 22 | ||
| JPY : NT$ | 8,588 | 0.2099 | 1,803 | 1% | 18 | - | |
| HKD : NT$ | 117 | 4.2220 | 494 | 1% | 5 | - |
- 43 -
| 31-Dec-24 | ||||||
|---|---|---|---|---|---|---|
| Foreign Currencies (In Thousands) | Exchange Rate | Carrying Amount (In Thousands) | Movement | Sensitivity analysis Impact on Profit or loss | Impact on Equity | |
| Financial liabilities | ||||||
| Monetary items | ||||||
| USD : NT$ | $ 107 | 32.7850 | $ 3,521 | 1% | $ 35 | $ - |
| CNY : NT$ | 2,414 | 4.4780 | 10,811 | 1% | 108 |
If New Taiwan dollar strengthened against the relevant currency and all other variables were held constant, there would be an equal and opposite impact on profit or loss and other equity as of December 31, 2025, and December 31, 2024.
(c.) Since there were varieties of foreign currencies within the Company, the Company disclosed the summarized foreign exchange gains (losses) information of monetary items. The realized and unrealized foreign exchange gains (losses) were NT$ (15,690) thousand and NT$12,254 thousand for the year ended December 31, 2025 and 2024, respectively.
(d.) The unrealized exchange gains (losses) of fluctuation risk on foreign currency monetary item is significant. The unrealized foreign exchange gains (losses) were NT$ (1,288) thousand and NT$ 450 thousand for the year ended December 31, 2025 and 2024, respectively.
b. Price risk
The Company is exposed to price risk primarily related to its investment in instruments classified as financial assets at FVTPL and financial assets at FVTOCI.
The Company primarily invested in the domestic and foreign publicly traded and unlisted stocks. The instruments prices are affected by the uncertainties of the investment targets' future value.
Assuming a hypothetical increase/decrease of 1% in prices of the equity instruments at the end of the reporting period, the net loss for the years ended December 31, 2025 and 2024 would have increased/decreased by NT$ 423 thousand and NT$ 450 thousand, respectively, as they were classified as financial assets at FVTPL; the other comprehensive income for the years ended December 31, 2025 and 2024 would have increased/decreased by NT$ 527 thousand and NT$ 507 thousand, respectively, as they were classified as financial assets at FVTOCI.
Assuming a hypothetical increase/decrease of 1% in prices of the beneficiary certificate at the end of the reporting period
c. Interest rate risk
The carrying amounts of the Company's financial assets and financial liabilities exposed to interest rate risk were as follows:
| Carrying Amount | ||
|---|---|---|
| Item | 31-Dec-25 | 31-Dec-24 |
| Fair value interest rate risk | ||
| Financial assets | $ 3,642 | $ 151,459 |
| Financial liabilities | - | - |
| Net | $ 3,642 | $ 151,459 |
| Cash flow interest rate risk | ||
| Financial assets | $ 469,373 | $ 552,604 |
| Financial liabilities | (1,465,644) | (1,854,917) |
| Net | $ (996,271) | $ (1,302,313) |
(a.) Sensitivity analysis: Fair value interest rate risk
The Company did not designate any fixed interest rate financial instruments as fair value through profit or loss and derivatives instruments (interest rate swaps) to hedge its exposures to changes in fair values. As such, changes in interest rate would not affect the net income and the other comprehensive income at the end of the reporting period.
(b.) Sensitivity analysis: Cash flow interest rate risk
The Company's variable-rate financial instruments are floating-rate assets (liabilities). Therefore, changes in market interest rates will cause their effective interest rates to change, resulting in fluctuations in future cash flows. A $1\%$ increase (decrease) in market interest rates would have increased (decreased) net income for the years ended December 31, 2025 and 2024 by NT$9,963 thousand and NT$13,023 thousand, respectively.
(B) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial losses to the Company. The Company is exposed to credit risk from operating activities, primarily from account receivables, and from investing activities, primarily from bank deposits, fixed-income investments and other financial instruments. The Company managed the credit risk separately for business related and financial related risk.
a. Business related credit risk:
To maintain the quality of account receivable, the Company has established related credit risk management procedure. The risk assessment of individual customer includes evaluating financial position, internal evaluation, historical trading records and economic circumstance which could affect the payment ability of the customer. The Company may choose to strengthen overall risk management including collection in advance or guarantee provided by customers to mitigate the credit risk of certain customers.
b. Financial credit risk:
The financial department of the Company regularly monitors and reviews the credit risk of bank deposit and other financial instruments. The Company mitigates its exposure by selecting counterparties (banks, financial institutions, Company organizations and government authorities) with well credit and investment-grade credit ratings. The credit risk is insignificant. The Company has no debt instrument classified as financial assets measured at amortized cost and financial assets at FVTOCI.
(a.) Concentration of credit risk
As of December 31, 2025, and December 31, 2024, accounts receivable from the top 10 customers represent $27.18\%$ , and $25.68\%$ of total accounts receivables of the Company,
respectively. The Company believes the concentration risk is insignificant for the remaining accounts receivable.
(b.) Measurement of expected credit losses
Notes receivable and Accounts receivable: Simplified approach, please refer to Note 6(4.).
Judgment on whether credit risk increasing significantly: None.
(C) Liquidity risk
a. Liquidity risk management
The Company's objective of managing liquidity risk is to maintain sufficient cash and cash equivalents required for operations, high liquidity securities, and bank financing lines for operations, and to ensure that the Company has sufficient financial flexibility.
b. Maturity analysis for financial liabilities:
| Non-derivative financial liabilities | 31-Dec-25 | |||||||
|---|---|---|---|---|---|---|---|---|
| Less than 6 Months | 6-12 Months | 1-2 Years | 2-5 Years | Over 5 Years | Contractual Cash flows | Carrying Amount | ||
| Short-term loans | $ 50,000 | $ 100,000 | $ - | $ - | $ - | $ 150,000 | $ 150,000 | |
| Lease liabilities | 294 | 294 | 310 | 898 | 884 | |||
| Notes Payable | 2 | - | - | 2 | 2 | |||
| Accounts payable | 231,333 | - | - | - | - | 231,333 | 231,333 | |
| Other payables | 147,072 | 24,343 | - | - | - | 171,415 | 171,415 | |
| Long-term borrowing, including current portion | 22,774 | 22,972 | 1,263,287 | 6,611 | - | 1,315,644 | 1,315,644 | |
| Total | $ 451,475 | $ 147,609 | $ 1,263,597 | $ 6,611 | $ - | $ 1,869,292 | $ 1,869,278 | |
| Non-derivative financial liabilities | 31-Dec-24 | |||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Less than 6 Months | 6-12 Months | 1-2 Years | 2-5 Years | Over 5 Years | Contractual Cash flows | Carrying Amount | ||
| Short-term loans | $ 100,000 | $ 230,000 | $ - | $ - | $ - | $ 330,000 | $ 330,000 | |
| Notes Payable | 38 | - | - | - | - | 38 | 38 | |
| Accounts payable | 186,539 | - | - | - | - | 186,539 | 186,539 | |
| Other payables | 120,728 | 24,011 | - | - | - | 144,739 | 144,739 | |
| Long-term borrowing, including current portion | 326,321 | 22,655 | 1,143,998 | 31,943 | - | 1,524,917 | 1,524,917 | |
| Total | $ 733,626 | $ 276,666 | $ 1,143,998 | $ 31,943 | $ - | $ 2,186,233 | $ 2,186,233 |
The Company doesn't 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.
B. Categories of financial instruments
The following is the carrying amounts of the financial assets and financial liabilities of the Company at December 31, 2025 and December 31, 2024.
| 31-Dec-25 | 31-Dec-24 | |
|---|---|---|
| Financial assets | ||
| Financial assets measured at amortized cost | ||
| Cash and cash equivalents | $ 470,738 | $ 701,496 |
| Financial assets at amortized cost - current | 3,642 | 3,926 |
| Notes and accounts receivable (including related parties) | 664,288 | 614,217 |
- 46 -
| 31-Dec-25 | 31-Dec-24 | |
|---|---|---|
| Refundable deposits | 16,980 | 18,498 |
| Financial assets at FVTPL – non-current | 42,269 | 44,981 |
| Financial assets at FVTOCI – non-current | 52,684 | 50,732 |
| Financial liabilities | ||
| Financial liabilities measured at amortized cost | ||
| Short-term loans | 150,000 | 330,000 |
| Notes and accounts payable (including related parties) | 231,335 | 186,577 |
| Other payable (including related parties) | 171,415 | 144,739 |
| Long-term loans (including the current portion) | 1,315,644 | 1,524,917 |
(3.) Fair value information
A. Details of the fair values of the Company’s financial assets and financial liabilities not measured at fair value and investment property measured at cost are provided in Note 12. (3)2. and Note 6.(10), respectively.
Level 1
Fair value measurements of the Level 1 are those derived from quoted prices in active markets for identical financial instruments. An active market is a market in which transactions for identical instrument take place with sufficient frequency and volume to provide public pricing information on an ongoing basis.
Level 2
Fair value measurements are those derived from inputs other than quoted prices included within Level 1 that observable for the instrument, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3
Fair value measurements are those derived from valuation techniques that include inputs for instrument that are not based on observable market data. The Company invested in equity investments without active market included within level 3.
B. Financial instruments that are not measured at fair value
The Company considers the carrying amounts of financial instruments that are not measured at fair value, such as cash and cash equivalents, notes and accounts receivables, refundable deposits, accounts payable, approximate their fair values.
C. Fair value hierarchy information
The Company’s financial instruments measured at fair value were under a recurring basis.
The following table presents the Company’s financial instruments measured at fair value on a recurring basis:
| Items | 31-Dec-25 | |||
|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Total | |
| Asset: | ||||
| Fair value on a recurring basis | ||||
| Financial assets measured at FVTPL | ||||
| Foreign unlisted publicly traded preference share | $ - | $ - | $ 42,269 | $ 42,269 |
| 31-Dec-25 | ||||
|---|---|---|---|---|
| Items | Level 1 | Level 2 | Level 3 | Total |
| Financial assets at FVTOCI | ||||
| Domestic listed ordinary (OTC) shares | $ 38,147 | $ - | $ - | $ 38,147 |
| Domestic unlisted ordinary shares | - | - | 14,537 | 14,537 |
| Total | $ 38,147 | $ - | $ 14,537 | $ 52,684 |
| 31-Dec-24 | ||||
| Items | Level 1 | Level 2 | Level 3 | Total |
| Asset: | ||||
| Fair value on a recurring basis | ||||
| Financial assets measured at FVTPL | ||||
| Foreign unlisted publicly traded preference share | $ - | $ - | $ 44,981 | $ 44,981 |
| Financial assets at FVTOCI | ||||
| Domestic listed ordinary (OTC) shares | $ 34,776 | $ - | $ - | $ 34,776 |
| Domestic unlisted ordinary shares | - | - | 15,956 | 15,956 |
| Total | $ 34,776 | $ - | $ 15,956 | $ 50,732 |
D. Valuation techniques and assumptions used in fair value measurement
(A.) If there is an active market for the financial instruments, the fair value of the financial instruments is measured by using the quoted market prices. The quoted market prices announced by the main market place and the prices of government bonds classified as popular securities announced by Taipei Exchange (TPEx) are deemed as fair value foundation of publicly traded equity instruments and debt instruments with an active market.
If there are timely and frequent quoted prices from the exchange market, the broker, the dealer, industry association, price service organization, or the administrative, and the prices represent actual, frequent, and fair trades, the financial instruments are deemed as with an active market. Otherwise, the market is deemed as not active. In general, huge price gap, price gap apparently expanding, and small trading volume were indicators of a not active market.
(B.) Except for the aforementioned financial instruments with active market, the fair value of other financial instruments is measured by valuation technique or quotation of counterparties. The fair value from valuation technique could refer to the fair value of other financial instruments with similar substantial conditions and characteristics, discounted cash flow method and other valuation technique including model with observable market information on balance sheet date (e.g. yield curve of TPEx, quoted interest rate of Reuters commercial Note).
The fair values of non-listed equity investments were Level 3 fair value assets, and determined using the market approach by reference the peer companies valuation, third party quotation, net value and operation status. The significant unobservable input used was discount for lack of marketability. A movement in discount for the lack of marketability would not result in significant changes in the fair values.
(C.) The Company considered the credit risk evaluation adjustment for financial instruments and non-financial instruments to reflect the credit risk of the counterparty and the credit quality of the Company.
(D.) Valuation techniques used in Level 3 fair value Measurement:
The evaluation procedure of the financial instruments belong to Level 3 is verified by the financial department of the Company through verifying the independent source inputs to make sure the evaluation results closing to the market status. To make sure the reasonability of the evaluation results, the financial department verify the independence and reliability of source data, test and renew the input data, model and other necessary inputs.
(E.) There were no transfers between different fair value hierarchy for the years ended December 31, 2025 and 2024, respectively.
13. SUPPLEMENTARY DISCLOSED
(1.) Information about significant transactions:
A. Loans to other parties: None.
B. Guarantees and endorsements for other parties: Table 1.
C. Marketable securities held at the end of the period: Table 2.
D. Marketable securities acquired or disposed of at costs or prices amounting to NT$100 million or 20% of the paid-in capital or more: None.
E. Receivables from related parties amounting to NT$100 million or 20% of the paid-in capital or more: None.
(2.) Information of investees: Table 3.
(3.) Information on investments in mainland China:
A. Information on investments in mainland China in which the Group exercised direct or indirect significant influence, control or joint control over the investee: Table 4.
B. Significant direct or indirect transactions with the investee in mainland China, its prices, terms of payment, unrealized gain or loss, and other related information helpful to understand the impact of investments in mainland China on the financial statements: Note 7 and Table 3.
14. SEGMENT INFORMATION
Please refer to the consolidated financial statements of Sinphar Pharmaceutical Co., Ltd. and subsidiaries for operating segment information.
- 48 -
Sinphar Pharmaceutical Co., Ltd.
TABLE 1
Endorsements/Guarantees provided
For the Year Ended December 31, 2025
(Amounts in thousands of New Taiwan Dollars, Unless Specified Otherwise)
| No. (Note1) | Endorsement / Guarantee Provider | Guaranteed Party | Limits on Endorsement/ Guarantee Amount Provided to Each Guaranteed Party (Note 3) | Maximum Balance for the Period | Ending Balance | Amount Actually Drawn | Amount of Endorsement/ Guarantee Collateralized by Properties | Ratio of Accumulated Endorsement/ Guarantee to Net Equity per Latest Financial Statements | Maximum Endorsement/ Guarantee Amount Allowable (Note 4) | Guarantee Provided by Parent Company | Guarantee Provided by A Subsidiary | Guarantee Provided to Subsidiaries in Mainland China | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Nature of relationship (Note 2) | ||||||||||||
| 0 | Sinphar Pharmaceutical Co., Ltd. | ZuniMed Biotech Co., Ltd. | 1 | $ 1,377,549 | $ 30,000 | $ 30,000 | $ 8,000 | $ - | 0.87% | $ 1,721,936 | Y | - | - |
| 0 | Sinphar Pharmaceutical Co., Ltd. | SynCore Biotechnology Co., Ltd. | 1 | $ 1,377,549 | $ 250,000 | $ 200,000 | $ - | $ - | 5.81% | $ 1,721,936 | Y | - | - |
| 1 | ZuniMed Biotech Co., Ltd. | Sinphar Pharmaceutical Co., Ltd | 2 | $ 40,811 | $ 25,000 | $ 25,000 | $ 25,000 (Note 5) | $ - | 24.50% | $ 51,014 | - | Y | - |
Note 1: (1) The issuer fills in "0". (2) The subsidiaries are numbered in order starting from "1".
Note 2: (1) The endorser/guarantor parent company owns directly and indirectly more than the 50% voting shares of the endorsed/guaranteed subsidiary.
(2) The endorsed/guaranteed company owns directly and indirectly more than 50% voting shares of the endorser/guarantor parent company.
Note 3: Maximum endorsement/guarantee amount allowable is 40% of the net worth of the Endorsement/Guarantee Provider.
Note 4: Maximum endorsement/guarantee amount allowable is 50% of the net worth of the Endorsement/Guarantee Provider.
Note 5: It is a supply guarantee for the medical institution.
Sinphar Pharmaceutical Co., Ltd. and Subsidiaries
TABLE 2
Marketable Securities Held (Excluding Subsidiaries, Associate and Joint Venture)
As of December 31, 2025
(Amounts in thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Held Company Name | Marketable Securities Type and Name | Relationship with Sinphar | Financial Statement Account | December 31, 2025 | Note | |||
|---|---|---|---|---|---|---|---|---|
| Shares/Units | Carrying Value | Percentage of Ownership | Fair Value | |||||
| Sinphar Pharmaceutical Co., Ltd. | Synmosa Biopharma Corporation | — | Financial assets at fair value through other comprehensive income(Non-Current) | 1,177,390.00 | $ 38,147 | 0.23% | $ 38,147 | - |
| Sinphar Pharmaceutical Co., Ltd. | Datun Entertainment Development Co., Ltd. | — | Financial assets at fair value through other comprehensive income(Non-Current) | 7.00 | 14,537 | 0.59% | 14,537 | - |
| SynCore Biotechnology Co., Ltd. | Fuh Hwa Money Market | — | Financial assets at fair value through profit or loss(Current) | 252,743.00 | 3,839 | - | 3,839 | - |
| SynCore Biotechnology Co., Ltd. | Fuh Hwa You Li Money Market | — | Financial assets at fair value through profit or loss(Current) | 152,110.90 | 2,157 | - | 2,157 | - |
| SynCore Biotechnology Co., Ltd. | JPMorgan (Taiwan) Glbl Fd of Bd Fds Inc | — | Financial assets at fair value through profit or loss(Current) | 90,062.20 | 1,075 | - | 1,075 | - |
Sinphar Pharmaceutical Co., Ltd. and Subsidiaries
TABLE 3
Name, Location, and Related Information of Investees Over Which Sinphar Exercise Significant Influence (Excluding Information On Investment In Mainland China) as of December 31, 2025
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Investor Company | Investee Company | Location | Main Businesses and Products | Original Investment Amount | Balance as of December 31, 2025 | Net Income (Losses) of the Investee | Share of Profits / Losses of Investee | Notes | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2025 | December 31, 2024 | Shares | Percentage of Ownership | Carrying Value | |||||||
| Sinphar Pharmaceutical Co., Ltd. | CANCAP PHARMACEUTICAL LTD.(Ordinary shares) | Canada | Production and sale of healthy food | $ 92,255 | $ 92,255 | 2,000,000 | 100.00% | $ - | $ (2,865) | $ (2,865) | Subsidiary |
| Sinphar Pharmaceutical Co., Ltd. | CANCAP PHARMACEUTICAL LTD.(Preference shares) | Canada | Production and sale of healthy food | 126,247 | 126,247 | 51,500 | 100.00% | 42,269 | (2,865) | - | Subsidiary |
| Sinphar Pharmaceutical Co., Ltd. | SUNETIC BIOTECH INC. | Mauritius | Investment business | 745,748 | 745,748 | 18,854,534 | 83.47% | 883,276 | 46,824 | 27,661 | Subsidiary |
| Sinphar Pharmaceutical Co., Ltd. | UNIVERSAL NEXT TECHNOLOGIES INC. | British Virgin Islands | Investment business | 17,467 | 17,467 | 503,845 | 100.00% | 50 | - | - | Subsidiary |
| Sinphar Pharmaceutical Co., Ltd. | ZuniMed Biotech Co., Ltd. | Taiwan | Production and sale of medical appliances | 109,990 | 109,990 | 10,300,000 | 100.00% | 96,437 | 3,931 | 2,910 | Subsidiary |
| Sinphar Pharmaceutical Co., Ltd. | SynCore Biotechnology Co., Ltd. | Taiwan | Biotechnology service | 1,864,935 | 1,864,935 | 22,597,472 | 64.26% | 157,701 | (45,755) | (29,445) | Subsidiary |
| SynCore Biotechnology Co., Ltd. | SynCore Biotechnology Europe GmbH | Germany | New drugs development and biotechnology service | 834 | 834 | 25,000 | 100.00% | 840 | 19 | 19 | Subsidiary |
Note1 : The shares of profits/losses of investee were calculated based on the financial statements audited by the CPAs. The effect of realized (unrealized) gains and losses have already been considered.
Sinphar Pharmaceutical Co., Ltd. and Subsidiaries
TABLE 4
INFORMATION ON INVESTMENT IN MAINLAND CHINA
FOR THE YEAR ENDED DECEMBER 31, 2025
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Investee Company | Main Businesses and Products | Total Amount of Paid-in Capital (RMB in Thousands) | Method of Investment | Accumulated Outflow of Investment from Taiwan as of January 1, 2025 | Investment Flows | Accumulated Outflow of Investment from Taiwan as of December 31,2025 | Net Income (Losses) of Investee Company | Percentage of Ownership | Shares of Profits/Losses (note 1) | Carrying Amount as of December 31, 2025 | Accumulated Inward Remittance of Earnings as of December 31,2025 | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | |||||||||||
| Sinphar Tian-Li Pharmaceutical Co., Ltd.(Hangzhou) | Production and sales of raw materials, pharmaceuticals | RMB 193,005 | Indirect investment in mainland China by SUNETIC BIOTECH INC., an 83.47% owned subsidiary of Sinphar | $ 645,635 (USD 19,786 thousand) | - | - | $ 645,635 (USD 19,786 thousand) | $ 47,535 | 83.47% | $ 28,254 | $ 915,825 | $ 179,317 |
| Hetian Tianli Shasheng Pharmaceutical Development Co., Ltd. | Scientific research and production and sales of shasheng Pharmaceutical | RMB 10,000 | Indirect investment in mainland China by Sinphar Tian-Li Pharmaceutical Co., Ltd.(Hangzhou), a sub-subsidiary company of which Sinphar holds 83.47% of the total shares | - | - | - | - | (8,658) | 75.96% | (5,540) | 70,652 | - |
| Hangzhou Vitrum Healthy Food Co., Ltd. | Sale of healthy food | RMB 30,000 | Indirect investment in mainland China by Sinphar Tian-Li Pharmaceutical Co., Ltd.(Hangzhou) a sub-subsidiary company of which Sinphar holds 83.47% of the total shares. | - | - | - | - | (105) | 83.47% | (87) | 1,081 | - |
| Accumulated Investment in Mainland China as of December 31, 2025 (US$ in Thousands) | Investment Amounts Authorized by Investment Commission, MOEA (US$ in Thousands) | Upper Limit on Investment (Note 3) | ||||||||||
| --- | --- | --- | ||||||||||
| 652,200 (USD 19,986(Note 2)) | 795,845 (USD 25,321) | 2,066,323 |
Note 1 : The shares profits/losses of investee were calculated based on the financial statements audited by the R.O.C. CPAs of the parent company.
Note 2 : The amount included the indirect investment of UNIVERSAL NEXT TECHNOLOGY INC to Qinghai Mingxing Bio-Engineering Co., amounting to USD$ 200 thousand, which has already been cancelled by the Investment Board.
Note 3 : According to the regulations of the Investment Commission of the Ministry of Economic Affairs, the upper limit of the cumulative amount of its investment in the mainland is 60% of the net value.
THE CONTENTS OF STATEMENTS OF MAJOR ACCOUNTING ITEMS
| ITEM | STATEMENT INDEX |
|---|---|
| MAJOR ACCOUNTING ITEMS IN ASSETS, LIABILITIES AND EQUITY | |
| STATEMENT OF CASH AND CASH EQUIVALENTS | 1 |
| STATEMENT OF NOTES AND ACCOUNTS RECEIVABLE, NET | 2 |
| STATEMENT OF INVENTORIES | 3 |
| STATEMENT OF NON-CURRENT FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT AND LOSS | 4 |
| STATEMENT OF NON-CURRENT FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME | 5 |
| STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD | 6 |
| STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT | Note 6(8.) |
| STATEMENT OF CHANGES IN ACCUMULATED DEPRECIATION AND ACCUMULATED IMPAIRMENT OF PROPERTY, PLANT AND EQUIPMENT | Note 6(8.) |
| STATEMENT OF CHANGES IN INVESTMENT PROPERTY | Note 6(10.) |
| STATEMENT OF CHANGES IN ACCUMULATED DEPRECIATION AND ACCUMULATED IMPAIRMENT OF INVESTMENT PROPERTY | Note 6(10.) |
| STATEMENT OF CHANGES IN INTANGIBLE ASSETS | Note 6(11.) |
| STATEMENT OF DEFERRED INCOME TAX ASSETS / LIABILITIES | Note 6(25.) |
| STATEMENT OF SHORT-TERM LOANS | 7 |
| STATEMENT OF ACCOUNTS PAYABLES | 8 |
| STATEMENT OF OTHER PAYABLE | Note 6(13.) |
| STATEMENT OF LONG-TERM LOANS | 9 |
| MAJOR ACCOUNTING ITEMS IN PROFIT OR LOSS | |
| STATEMENT OF NET REVENUE | 10 |
| STATEMENT OF COST OF REVENUE | 11 |
| STATEMENT OF OPERATING EXPENSES | 12 |
| STATEMENT OF LABOR, DEPRECIATION AND AMORTIZATION BY FUNCTION | Note 6(23.) |
- 53 -
STATEMENT 1
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF CASH AND CASH EQUIVALENTS
DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars and Foreign Currencies in Dollars
| Item | Description | Amount |
|---|---|---|
| Cash | Petty cash and cash on hand | $ 1,359 |
| Bank deposits | Check deposits | 6 |
| Demand deposits: | ||
| Chang Hwa Commercial Bank, Ltd. Datung Branch | 183,939 | |
| First Commercial Bank Su’ao Branch | 110,164 | |
| Taiwan Business Bank Co., Ltd. Su’ao Branch | 33,984 | |
| Taiwan Cooperative Bank Bei Luodong Branch | 20,529 | |
| Bank of Taiwan Lou Tung Branch | 19,951 | |
| Taishin International Bank Business Department | 18,213 | |
| others | 74,606 | |
| 461,386 | ||
| Foreign currency deposits: | ||
| Chang Hwa Commercial Bank, Ltd. Datung Branch (USD$ 137,011.63 Exchange rate:31.4300) | 4,306 | |
| Mega International Commercial Bank Co., Ltd. Yilan Branch (EUR$ 39,500.76 Exchange rate:36.9000) | 1,458 | |
| Mega International Commercial Bank Co., Ltd. Yilan Branch (HKD$ 113,172.07 Exchange rate:4.0380) | 457 | |
| Mega International Commercial Bank Co., Ltd. Yilan Branch (CNY$ 92,367.80 Exchange rate:4.4960) | 415 | |
| others | 1,351 | |
| 7,987 | ||
| $ 470,738 |
STATEMENT 2
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF NOTES AND ACCOUNTS RECEIVABLE
DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars
| Client Name | Description | Amount | Note |
|---|---|---|---|
| Notes Receivable: | |||
| Third Parties: | |||
| Hoja Life Development Co.,Ltd. | Payments | $ 9,663 | - |
| Others( The amount of individual clients in others does not exceed 5% of this account balance) | Payments | 128,819 | - |
| 138,482 | |||
| Less : Loss allowance | (507) | ||
| Net | $ 137,975 | ||
| Accounts Receivable: | |||
| Third Parties: | |||
| H Company | Payments | $ 41,135 | |
| Watson’s Personal Care Stores(Taiwan) Co., Limited. | Payments | 32,351 | - |
| Others( The amount of individual clients in others does not exceed 5% of this account balance) | Payments | 460,086 | - |
| 533,572 | |||
| Less : Loss allowance | (7,259) | ||
| Net | $ 526,313 |
STATEMENT 3
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF INVENTORIES
DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars
| Item | Description | Amount | Note | |
|---|---|---|---|---|
| Cost | Net Realizable Value | |||
| Raw materials | Western medicine raw materials, natural raw materials, etc. | $ 339,915 | $ 345,560 | - |
| Materials | Empty capsules, medicine bottles and instructions, etc. | 55,698 | 55,248 | - |
| Work in process | Pharmaceuticals in progress, etc. | 85,042 | 80,986 | - |
| Finished goods | Medicines, health food, etc. | 243,779 | 390,898 | - |
| Merchandise | Health food | 2,539 | 4,780 | - |
| 726,973 | ||||
| Less: Allowance for loss | (57,423) | |||
| Net | $ 669,550 |
STATEMENT 4
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF NON-CURRENT FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
FOR THE YEAR ENDED DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars; Shares / Units
| Name of financial instruments | As of January 1, 2025 | Additions | Decrease | As of December 31, 2025 | Collateral | Note | ||||
|---|---|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | |||
| CANCAP PHARMACEUTICAL LTD. (preferred share) | 51,500 | $ 44,981 | - | $ - | - | $ (2,712) | 51,500 | $ 42,269 | - | - |
| PHYTOCEUTICA INC.(preferred share) | 90,362 | 4,844 | - | - | - | - | 90,362 | 4,844 | - | - |
| 49,825 | - | (2,712) | 47,113 | |||||||
| Less: Accumulated Impairment | (4,844) | - | - | (4,844) | ||||||
| Total | $ 44,981 | $ - | $ (2,712) | $ 42,269 |
Note: The decrease of NT$2,712 thousand for the current period was due to the operating losses incurred by CANCAP PHARMACEUTICAL LTD., an investee accounted for using the equity method. These losses resulted in a credit balance in the carrying amount of the long-term equity investment in the investee. Consequently, the credit amount of NT$83,978 thousand recognized under the equity method for the current period was applied as a deduction from 'Financial Assets Measured at Fair Value through Profit or Loss.' The remaining difference of NT$2,712 thousand between the carrying amount and the beginning balance represents the decrease for the current period.
STATEMENT 5
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF NON-CURRENT FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars; Shares / Units
| Name of financial instruments | As of January 1, 2025 | Additions | Decrease | Other movements | As of December 31, 2025 | Collateral | Note | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Shares | Amount | Amount (Note1) | Shares | Amount | |||
| Datun Entertainment Development Co., Ltd. (ordinary shares) | 7 | $ 15,956 | - | $ - | - | $ - | (1,419) | 7 | 14,537 | - | - |
| Synmosa Biopharma Corporation (ordinary shares) | 1,008,000 | 34,776 | 169,390 | 1,887 | - | - | $ 1,484 | 1,177,390 | 38,147 | - | - |
| Total | $ 50,732 | $ 1,887 | $ - | $ 65 | $ 52,684 |
Note1: Adjustments made based on the mark-to-market valuation method.
STATEMENT 6
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
FOR THE YEAR ENDED DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars; Shares / Units
| Name of financial instruments | As of January 1, 2025 | Additions | Decrease | As of December 31, 2025 | Market price or net equity value | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Shares | Amount | Share of profit (loss) | Cumulative translation difference | Unrealized Loss on Financial Assets at Fair Value Through Other Comprehensive Income | Shares | Percentage of Ownership | Amount | Unit price | Total | Collateral | Note | |
| CANCAP PHARMACEUTICAL LTD.(ordinary shares) | 2,000,000 | $ (81,266) | $ | $ - | $ (2,865) | $ 153 | $ - | 2,000,000 | 100.00% | $ (83,978) | $ - | $ (83,978) | - | Note 1 | ||
| SUNETIC BIOTHECH INC | 18,854,534 | 850,671 | - | - | - | - | 27,661 | 4,944 | - | 18,854,534 | 83.47% | 883,276 | - | 916,945 | - | - |
| UNIVERSAL NEXT TECHNOLOGIES INC | 503,845 | 52 | - | - | - | - | - | (2) | - | 503,845 | 100.00% | 50 | - | 50 | - | - |
| ZuniMed Biotech Co., Ltd. | 10,300,000 | 93,527 | - | - | - | - | 2,910 | - | - | 10,300,000 | 100.00% | 96,437 | - | 102,030 | - | - |
| SynCore Biotechnology Co., Ltd. | 22,597,472 | 189,270 | - | - | - | - | (29,445) | 40 | (2,164) | 22,597,472 | 64.26% | 157,701 | - | 158,176 | - | - |
| 1,052,254 | $ - | $ - | $ (1,739) | $ 5,135 | $ (2,164) | 1,053,486 | $ 1,093,223 | |||||||||
| Add: | ||||||||||||||||
| Credit balance of investments accounted for using equity method | 81,266 | 83,978 | ||||||||||||||
| Total | $ 1,133,520 | $ 1,137,464 |
Note1: CANCAP PHARMACEUTICAL LTD., which is evaluated by the equity method, has a credit balance on the book value of the long-term investment due to the operating loss. The amount of NT$83,978 thousand has been transferred to "Financial Assets measured at Fair Value through Profit or Loss - non-current".
STATEMENT 7
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF SHORT-TERM LOANS
DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars
| Description | Nature | Ending Balance | Contract Period | Range of Interest Rate | Credit Line | Collateral | Note |
|---|---|---|---|---|---|---|---|
| Unsecured borrowings | Taiwan Cooperative Bank, Ltd. | 50,000 | 2025/12~2026/11 | 1.878% | 150,000 | - | - |
| E.SUN Commercial Bank, Ltd. | 50,000 | 2025/09~2026/09 | 2.12% | 100,000 | - | - | |
| Chang Hwa Commercial Bank, Ltd. | 50,000 | 2025/06~2026/05 | 1.885% | 150,000 | - | - | |
| $ 150,000 |
STATEMENT 8
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF ACCOUNTS PAYABLE
DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars
| Client Name | Description | Amount | Note |
|---|---|---|---|
| Related parties: | |||
| Sinphar Tian-Li Pharmaceutical Co., Ltd.(Hangzhou) | Payments | $ 18,844 | - |
| ZuniMed Biotech Co., Ltd. | Payments | 12,093 | - |
| 30,937 | |||
| Third parties: | |||
| Prince Pharmaceutical Co., Ltd. | Payments | 10,560 | - |
| Others(The amount of individual item in others does not exceed 5% of the account balance) | Payments | 189,836 | - |
| 200,396 | |||
| Total | $ 231,333 |
STATEMENT 9
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF LONG-TERM LOANS
DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars
| Creditor | Description | Amount | Contract Period | Interest Rate | Collateral (Note 1) | Note |
|---|---|---|---|---|---|---|
| Bank of Taiwan Lou Tung Branch | Secured Loans | $ 22,478 | 2013/10-2028/10 | 2.355% | Buildings | Monthly installments, divided into 180 installments equal repayments |
| Secured Loans | 22,619 | 2020/07-2027/07 | 2.548% | Machinery | Monthly installments, divided into 84 installments equal repayments | |
| Secured Loans | 240,000 | 2025/03-2027/03 | 1.978% | Land and buildings | During the credit period, maturity to renew | |
| First Commercial Bank Su’ao Branch | Secured Loans | 15,188 | 2011/12-2026/12 | 2.425% | Land and buildings | Monthly installments, divided into 180 installments equal repayments |
| Secured Loans | 140,000 | 2025/01-2027/01 | 1.925% | Land and buildings | During the credit period, maturity to renew | |
| Unsecured Loans | 270,000 | 2025/01-2027/01 | 1.975% | None | During the credit period, maturity to renew | |
| Mega International Commercial Bank Co., Ltd. Yilan Branch | Secured Loans | 339,000 | 2025/01-2029/01 | 1.906% ~1.996% | Land and buildings | During the credit period, maturity to renew |
| Taiwan Business Bank Co., Ltd. Su’ao Branch | Secured Loans | 16,359 | 2007/11-2027/11 | 2.320% | Land and buildings | Monthly installments, divided into 240 installments equal repayments |
| Secured Loans | 250,000 | 2025/05-2027/05 | 1.850% | Land and buildings | During the credit period, maturity to renew | |
| Subtotal | 1,315,644 | |||||
| Less: Current portion | (45,746) | |||||
| $ 1,269,898 |
Note1: Please refer to Note 8 for collaterals pledged for long-term borrowings.
STATEMENT 10
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF OPERATING REVENUES
FOR THE YEAR ENDED DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars
| Item | Quantity (Unit) | Amount | Note |
|---|---|---|---|
| Pharmaceutical | Thousand grain, kilogram and liter | $ 2,125,062 | - |
| Healthy food | Thousand grain, kilogram and liter | 1,204,426 | - |
| Cosmetic | Kilogram and liter | 97,873 | - |
| Sales revenue | 3,427,361 | ||
| Less: Sales return | - | ||
| and allowances | (361,006) | - | |
| Total | $ 3,066,355 |
STATEMENT 11
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF OPERATING COSTS
FOR THE YEAR ENDED DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars
| Item | Amount |
|---|---|
| Raw materials : | |
| Beginning raw materials | $ 293,194 |
| Add: Raw materials purchased | 842,122 |
| Less: Ending raw materials | (339,915) |
| Scrap of inventories | (1,804) |
| Transfers to expense | (9,832) |
| Raw materials sold | (1,214) |
| Loss on physical inventory | (335) |
| Raw materials used during the year | 782,216 |
| Supplies : | |
| Beginning supplies | 46,954 |
| Add: Supplies purchased | 280,314 |
| gain on physical inventory | 1,266 |
| Less: Ending supplies | (55,698) |
| Scrap of inventories | (1,942) |
| Transfers to expense | (3,996) |
| Supplies sold | (796) |
| Supplies used during the year | 266,102 |
| Direct labor | 151,631 |
| Manufacturing expense | 562,647 |
| Manufacturing cost | 1,762,596 |
| Add: Beginning work in progress | 57,096 |
| Outsourcing costs | 38,850 |
| Less: Ending work in progress | (85,042) |
| Scrap of inventories | (3,516) |
| Transfers to expense | (10,380) |
| Cost of finished goods and merchandise | 1,759,604 |
| Add: Beginning finished goods and merchandise | 258,356 |
| Finished goods purchased | 4,757 |
| Less: Ending finished goods and merchandise | (246,318) |
| Scrap of inventories | (4,974) |
| Transfers to expense | (18,597) |
| Cost of goods manufactured and sold | 1,752,828 |
| Other operating costs | 19,479 |
| Total operating costs | $ 1,772,307 |
STATEMENT 12
Sinphar Pharmaceutical Co., Ltd.
STATEMENT OF OPERATING EXPENSE
FOR THE YEAR ENDED DECEMBER 31, 2025
Amounts in Thousands of New Taiwan Dollars
| Item | Selling Expenses | Administrative Expenses | Research and Development Expenses | Total |
|---|---|---|---|---|
| Wages and salaries | $ 208,832 | $ 66,894 | $ 54,141 | $ 329,867 |
| Advertisement expense | 176,869 | 5,229 | - | 182,098 |
| Insurance expense | 19,110 | 6,795 | 5,463 | 31,368 |
| Donation expense | 2,016 | 10,557 | 50 | 12,623 |
| Depreciation | 9,958 | 10,980 | 13,032 | 33,970 |
| Amortizations | 514 | 11,036 | 305 | 11,855 |
| Consumables | 95 | 99 | 14,658 | 14,852 |
| Promotional expenses | 100,193 | - | - | 100,193 |
| Others (Note) | 98,215 | 45,581 | 16,684 | 160,480 |
| $ 615,802 | $ 157,171 | $ 104,333 | 877,306 | |
| Expected credit losses | - | |||
| $ 877,306 |
Note: The amount of each item in others does not exceed 5% of the account balance.