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SNC Audit Report / Information 2025

Nov 17, 2025

52159_rns_2025-11-17_dde71c82-a07d-457e-b247-afb41550eff8.pdf

Audit Report / Information

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SINCERE NAVIGATION CORPORATION

PARENT COMPANY ONLY FINANCIAL

STATEMENTS AND INDEPENDENT AUDITORS’

REPORT DECEMBER 31, 2025 AND 2024


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

~1~

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INDEPENDENT AUDITORS’ REPORT

To the Board of Directors and Shareholders of Sincere Navigation Corporation

Opinion

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

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

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and 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.

資誠聯合會計師事務所 PricewaterhouseCoopers, Taiwan 110208 臺北市信義區基隆路一段 333 號 27 樓 27F, No. 333, Sec. 1, Keelung Rd., Xinyi Dist., Taipei 110208, Taiwan T: +886 (2) 2729 6666, F:+ 886 (2) 2729 6686

www.pwc.com

~2~

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Key audit matters

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

Key audit matter for the Company’s 2025 parent company only financial statements is as follows:

Reasonableness of investments accounted for using equity method — subsidiaries’ impairment of vessels and equipment

Description

As of December 31, 2025, the Company’s subsidiaries recorded as investments accounted for using equity method amounted to NT$21,535,234 thousand, constituting 97% of the Company’s total assets, while the share of profit of the investments constituted 115% of the Company’s profit before tax for the year then ended. Given that the investments significantly affect the Company’s financial performance, we considered the impairment of vessels and equipment as a key audit matter.

For accounting policy, accounting estimates and assumptions applied on impairment of property, plant and equipment and related impairment explanation, refer to Note 4(11) of parent company only financial statements and Notes 4(14) and 5(2) of consolidated financial statements.

The Group engages in bulk shipping service. Vessels are the Company’s significant operating assets. Bulk shipping service is closely related with the demand for bulk commodities, and is significantly affected by the global economy. Therefore, the impairment of vessels is the Company’s material risk. The impairment is assessed by the management by comparing the book value to the recoverable amount based on the analysis of industry dynamics and the Company’s operating plan. As at December 31, 2025, the Group’s vessel equipment amounted to NT$13,108,403 thousand, constituting 60% of total assets.

www.pwc.com

~3~

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The main assumptions adopted in measuring the recoverable amount are subject to management’s judgement, which include the estimation of residual value, useful life, future freight rate and the rate used to discount projected future cash flows. The results of accounting estimates have a significant effect on evaluating the recoverable amount. Therefore, we considered the impairment of vessels and equipment as a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Obtained the information that management used to assess whether there was an indication that the assets were impaired. Inspected the accuracy of the information which was obtained from internal and external sources, and assessed the reasonableness of the assessment result.

  2. Obtained the valuation information used by management in determining the recoverable amount. Discussed the operating plan with management about the income and expenses that may occur in the future and reviewed performance conditions of previous operating plan to assess management’s performance intention and ability. Obtained subsequent information within a certain period and compared with the original plan.

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

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

In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless

www.pwc.com

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management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

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

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

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

  1. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of

www.pwc.com

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accounting estimates and related disclosures made by management.

  1. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

  3. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

www.pwc.com

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

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Liao, Fu-Ming[TSAI, PEI-HUA ]

For and on Behalf of PricewaterhouseCoopers, Taiwan March 12, 2026


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

www.pwc.com

~7~

SINCERE NAVIGATION CORPORATION PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Assets Notes
6(1)
6(4) and 7
7
6(2)
6(3) and 8
6(17)
6(4), 7 and 8
December 31, 2025
AMOUNT
%
$
71,227
-
32,349
-
92
-
451
-
2,207
-
106,326
-
21,535,234
97
101,182
1
540
-
5,343
-
428,991
2
22,071,290
100
$
22,177,616
100
December 31, 2024 December 31, 2024
AMOUNT
$
71,227
32,349
92
451
2,207
106,326
21,535,234
101,182
540
5,343
428,991
22,071,290
$
22,177,616
AMOUNT
$
56,829
33,156
184
361
2,884
93,414
21,547,157
101,365
953
7,126
480,932
22,137,533
$
22,230,947
%
Current assets
1100
Cash and cash equivalents
1199
Finance lease receivable due from
related parties, net
1200
Other receivables
1210
Other receivables - related parties
1410
Prepayments
11XX
Total current assets
Non-current assets
1550
Investments accounted for under
equity method
1600
Property, plant and equipment
1780
Intangible assets
1840
Deferred income tax assets
1900
Other non-current assets
15XX
Total non-current assets
1XXX
Total assets
-
-
-
-
-
-
97
1
-
-
2
100
100

(Continued)

~8~

SINCERE NAVIGATION CORPORATION PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Liabilities and Equity December 31, 2025
Notes
AMOUNT
%
6(5) and 8
$
4,056,000
18
76
-
55,593
-
7
-
-
99,069
1
4,210,738
19
7
490,308
2
6(6)
10,428
-
77
-
500,813
2
4,711,551
21
6(7)
5,853,533
26
6(8)
165,886
1
6(9)
3,470,192
16
-
-
8,450,104
38
(
473,650) (
2)
17,466,065
79
9
11
$
22,177,616
100
December 31, 2024 December 31, 2024
AMOUNT
$
3,315,000
76
72,160
111
24,314
3,411,661
543,986
18,354
-
562,340
3,974,001
5,853,533
165,576
3,320,041
904,748
7,609,188
403,860
18,256,946
$
22,230,947
%
Current liabilities
2100
Short-term borrowings
2130
Current contract liabilities
2200
Other payables
2220
Other payables - related parties
2230
Current income tax liabilities
21XX
Total current liabilities
Non-current liabilities
2620
Long-term notes and accounts
payable - related parties
2640
Net defined benefit liability, non-
current
2670
Other non-current liabilities, others
25XX
Total non-current liabilities
2XXX
Total liabilities
Equity
Share capital
3110
Common stock
Capital surplus
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
Other equity interest
3400
Other equity interest
3XXX
Total equity
Significant contingent liabilities and
unrecognised contractual commitments
Significant events after the balance
sheet date
3X2X
Total liabilities and equity
15
-
-
-
-
15
3
-
-
3
18
26
1
15
4
34
2
82
100

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

~9~

SINCERE NAVIGATION CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT FOR EARNINGS PER SHARE AMOUNT)

Items Year ended December 31
2025
2024
Notes
AMOUNT
%
AMOUNT
%
6(10) and 7
$
98,318
100
$
70,678
100
-
- (
5)
-
98,318
100
70,673
100
6(15)(16) and 7
(
157,569) (
160) (
161,128) (
228)
(
59,251) (
60) (
90,455) (
128)
6(4)(11)
10,081
10
11,004
16
6(12) and 7
4,607
5
561
1
6(13)
(
23,816) (
24)
3,036
4
6(14)
(
71,359) (
73) (
60,802) (
86)
6(2)
1,089,975
1109
1,660,845
2350
1,009,488
1027
1,614,644
2285
950,237
967
1,524,189
2157
6(17)
(
102,915) (
105) (
25,180) (
36)
$
847,322
862
$
1,499,009
2121
6(6)
($
55)
-
$
3,128
4
6(17)
11
- (
626) (
1)
(
877,510) (
893)
1,308,608
1852
($
877,554) (
893) $
1,311,110
1855
($
30,232) (
31) $
2,810,119
3976
6(18)
$
1.45
$
2.56
6(18)
$
1.45
$
2.56
4000
Operating revenue
5000
Operating costs
5900
Gross profit
Operating expenses
6200
General and administrative
expenses
6900
Loss from operations
Non-operating income and
expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of profit of associates and
joint ventures accounted for
using equity method, net
7000
Total non-operating income
and expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year
Other comprehensive income
Components of other
comprehensive income that will
not be reclassified to profit or
loss
8311
Actuarial (loss) gain on defined
benefit plan
8349
Income tax related to
components of other
comprehensive income that will
not be reclassified to profit or
loss
Components of other
comprehensive income that will
be reclassified to profit or loss
8361
Financial statements translation
differences of foreign operations
8300
Other comprehensive (loss)
income for the year
8500
Total comprehensive (loss)
income for the year
Earnings per share
9750
Basic earnings per share (in
dollars)
9850
Diluted earnings per share (in
dollars)

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

~10~

SINCERE NAVIGATION CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

For the year ended December 31, 2024
Balance at January 1, 2024
Profit for the year
Other comprehensive income
Total comprehensive income
Appropriations of 2023 earnings:
Legal reserve
Special reserve
Cash dividends
Claiming overdue unclaimed cash dividends
Balance at December 31, 2024
For the year ended December 31, 2025
Balance at January 1, 2025
Profit for the year
Other comprehensive loss
Total comprehensive income
Appropriations of 2024 earnings:
Legal reserve
Special reserve
Cash dividends
Overdue unclaimed cash dividends
Balance at December 31, 2025
Notes Share capital -
common stock
Capital Reserves Retained Earnings Financial
statements
translation
differences of
foreign operations
Total equity
Treasury stock
transactions
Difference
between
consideration and
carrying amount
of subsidiaries
acquired
Others Legal reserve Special reserve Unappropriated
retained earnings
6(9)
6(9)



$ 5,853,533
-
-
-
-
-
-
-
$ 5,853,533
$ 5,853,533
-
-
-
-
-
-
-
$ 5,853,533
$
39,243
-
-
-
-
-
-
-
$
39,243
$
39,243
-
-
-
-
-
-
-
$
39,243



$
120,593
-
-
-
-
-
-
-
$
120,593
$
120,593
-
-
-
-
-
-
-
$
120,593
$
5,756
-
-
-
-
-
-
(
16 )
$
5,740
$
5,740
-
-
-
-
-
-
310
$
6,050
$ 3,276,282
-
-
-
43,759
-
-
-
$ 3,320,041
$ 3,320,041
-
-
-
150,151
-
-
-
$ 3,470,192
$
898,413
-
-
-
-
6,335
-
-
$
904,748
$
904,748
-
-
-
-
(
904,748 )
-
-
$
-
$ 6,596,786
1,499,009
2,502
1,501,511
(
43,759 )
(
6,335 )
(
439,015 )
-
$ 7,609,188
$ 7,609,188
847,322
(
44 )
847,278
(
150,151 )

904,748
(
760,959 )
-
$ 8,450,104
($
904,748 )
-
1,308,608
1,308,608
-
-
-
-
$
403,860
$
403,860
-
(
877,510 )
(
877,510 )
-
-
-
-
($
473,650 )
$ 15,885,858
1,499,009
1,311,110
2,810,119
-
-
(
439,015 )
(
16 )
$ 18,256,946
$ 18,256,946
847,322
(
877,554 )
(
30,232 )
-
-
(
760,959 )
310
$ 17,466,065

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

~11~

SINCERE NAVIGATION CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

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

Amortisation

Interest income from bank deposits

Interest income from finance lease

Interest expense

Investment income accounted for using the equity
method

Unrealized foreign exchange (gain) loss
Changes in operating assets and liabilities
Changes in operating assets
Other receivables
Other receivables - related party
Prepayments
Changes in operating liabilities
Current contract liabilities
Other payables
Other payables - related party
Accrued pension liabilities
Other non-current liabilities, others
Cash outflow generated from operations
Interest received
Income tax paid
Income tax refund
Dividends received

Net cash flows from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of property, plant and equipment

Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Increase in refundable deposits
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term loans

Decrease in short-term loans

Finance lease received
Interest paid
Cash dividends paid

Overdue unclaimed (claiming overdue unclaimed) cash
dividends transferred into capital surplus
Decrease in loan from related party

Net cash flows used in financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
For the years endedDecember 31,
Notes
2025
2024
$
950,237 $
1,524,189
6(3)(15)
2,004
2,004
6(15)
602
548
6(11)
(
1,854 ) (
2,228 )
6(4)(11)
(
8,227 ) (
8,776 )
6(14)
71,359
60,802
6(2)
(
1,089,975 ) (
1,660,845 )
(
2,835 )
2,331
70
17
(
90 )
1,275
677 (
1,205 )
-
76
(
17,606 )
45,381
(
111 ) (
44 )
(
7,981 )
390
77
-
(
103,653 ) (
36,085 )
1,876
2,529
(
26,366 ) (
49,166 )
-
1,244
7
224,388
284,298
96,245
202,820
6(3)
(
1,821 ) (
176 )
-
12
(
189 )
-
(
69 )
-
(
2,079 ) (
164 )
6(19)
15,931,300
16,113,500
6(19)
(
15,190,300 ) (
15,853,500 )
39,832
39,570
(
70,320 ) (
62,327 )
6(9)
(
760,959 ) (
439,015 )
310 (
16 )
6(19)
(
29,631 ) (
3,554 )
(
79,768 ) (
205,342 )
14,398 (
2,686 )
56,829
59,515
$
71,227 $
56,829

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

~12~

SINCERE NAVIGATION CORPORATION

NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS,

EXCEPT AS OTHERWISE INDICATED)

1. HISTORY AND ORGANISATION

Sincere Navigation Corporation (the “Company”) was incorporated in 1968 with an original capital of $1,000. On December 31, 1988, the Company was the surviving company in the merger with Karson and Tai Hsing Navigation Corporation to meet operating demands and further improve capital structure. The Company’s shares have been listed on the Taiwan Stock Exchange since December 1989. The Company is engaged in tug and barge services, and operating a shipping agency.

  1. THE DATE OF AUTHORISATION FOR ISSUANCE OF THE PARENT COMPANY ONLY FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORISATION

These parent company only financial statements were authorised for issuance by the Board of Directors on March 12, 2026.

3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS

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

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

New Standards,InterpretationsandAmendments Effective date by
International
Accounting
StandardsBoard
Amendments to IAS 21, ‘Lack of exchangeability’ January 1, 2025

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

~13~

(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 effective from 2026 are as follows:.

==> picture [486 x 48] intentionally omitted <==

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

Effective date by
International Accounting
New Standards, Interpretations and Amendments Standards Board
----- End of picture text -----

New Standards,Interpretations and Amendments Effective date by
International Accounting
Standards Board
Amendments to IFRS 9 and IFRS 7, ‘Amendments to the January 1, 2026
classification and measurement of financial instruments’
Amendments to IFRS 9 and IFRS 7, ‘Contracts referencing January 1, 2026
nature-dependent electricity’
IFRS 17, ‘Insurance contracts’ January 1, 2023
Amendments to IFRS 17, ‘Insurance contracts’ January 1, 2023
Amendment to IFRS 17, ‘Initial application of IFRS 17 and IFRS 9 January 1, 2023
– comparative information’
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) IFRS Accounting Standards issued by IASB but not yet endorsed by the FSC

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

New Standards,Interpretations and Amendments Effective date by
International Accounting
Standards Board
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets
between an investor and its associate or joint venture’
IFRS 18, ‘Presentation and disclosure in financial statements’
IFRS 19, ‘Subsidiaries without public accountability: disclosures’
Amendments to IAS 21, ‘Translation to a Hyperinflationary Presentation
Currency’
To be determined by
International Accounting
Standards Board
January 1, 2027 (Note)
January 1, 2027
January 1, 2027

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

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

~14~

IFRS 18, ‘Presentation and disclosure in financial statements’

IFRS 18, ‘Presentation and disclosure in financial statements’ replaces IAS 1. The standard introduces a defined structure of the statement of profit or loss, disclosure requirements related to managementdefined performance measures, and enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes.

4. SUMMARY OF MATERIAL ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these parent company only financial statements as set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

(1) Compliance statement

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

(2) Basis of preparation

  • A. Except for the defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation, the parent company only financial statements have been prepared under the historical cost convention.

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

(3) Foreign currency translation

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

Foreign currency transactions and balances

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

  • B. Monetary assets and liabilities denominated in foreign currencies at the period end are re-

~15~

translated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.

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

  • D. All other foreign exchange gains and losses based on the nature of those transactions are presented in the statement of comprehensive income within ‘other gains and losses’.

  • E. Translation of foreign operations

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

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

  • (b) Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and

  • (c) All resulting exchange differences are recognised in other comprehensive income.

(4) Classification of current and non-current items

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

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

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

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

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

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

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

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

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

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

~16~

(5) Cash equivalents

Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.

(6) Impairment of financial assets

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

(7) Derecognition of financial assets

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

(8) Leasing arrangements (lessor) lease receivables

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

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

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

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

(9) Investments accounted for using equity method / subsidiaries

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

  • B. Inter-company transactions, balances and unrealised gains or losses on transactions between the

~17~
  • Company and its subsidiaries are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Company.

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

  • D. Pursuant to the Rules Governing the Preparation of Financial Statements by Securities Issuers, profit (loss) of the current period and other comprehensive income in the parent company only financial statements shall equal to the amount attributable to owners of the parent in the consolidated financial statements. Owners’ equity in the parent company only financial statements shall equal to equity attributable to owners of the parent in the consolidated financial statements.

(10) Property, plant and equipment

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

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

  • C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.

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

Buildings and structures 3 ~ 42 years Office equipment 3 ~ 8 years

(11) Impairment of non-financial assets

The Company assesses at each balance sheet date the recoverable amounts of those assets where

~18~

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

(12) Borrowings

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

  • B. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs.

(13) Derecognition of financial liabilities

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

(14) Employee benefits

  • A. Short-term employee benefits

Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expense in that period when the employees render service.

  • B. Pensions

  • (a) Defined contribution plan

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

  • (b) Defined benefit plan

  • i. 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 current period or prior periods. The liability recognised in the balance sheet in respect of defined benefit pension plan is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The net defined benefit obligation

~19~

is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of government bonds (at the balance sheet date) of a currency and term consistent with the currency and term of the employment benefit obligations.

     - ii. Remeasurements arising on defined benefit plan are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.
  • C. Employees’ compensation and directors’ remuneration

    • Employees’ compensation and directors’ remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates.
  • (15) Income tax

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

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

  • C. Deferred tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the parent company only balance sheet. However, the deferred tax is not accounted for if it arises 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. 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 realised or the deferred tax liability is settled.

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

~20~

(16) Share capital

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

(17) Dividends

Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Board of Directors.

(18) Revenue recognition

A. Revenue recognition of services

Revenue from providing services is recognised in the accounting period in which the services are rendered. For contracts, revenue is recognised based on the percentage of completion of service rendered. If the services rendered exceed the payment, a contract asset is recognised. If the payments exceed the services rendered, a contract liability is recognised.

  • B. Leases of vessels service revenue

The Company provides leases of vessels service. Rental revenue is recognised when the amount of sales revenue can be measured reliably and it is probable that the future economic benefits associated with the transaction will flow to the Company. As customers can obtain and have rights of performance benefits at the same time, and thus the relevant revenue is recognised when the service is provided.

5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY

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

(1) Critical judgements in applying the Company’s accounting policies

None.

(2) Critical accounting estimates and assumptions

The preparation of these financial statements requires management to make critical judgements in applying the Company’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. The company does not have

~21~

any situations involving significant accounting judgments, estimates, and assumptions of uncertainty.

6. DETAILS OF SIGNIFICANT ACCOUNTS

(1) Cash and cash equivalents

Cash on hand and petty cash
Checking accounts and demand deposits
Time deposits
December31,2025
December31,2024
-
$ 5
$ 35,520

20,942
35,707
35,882
71,227
$
56,829
$
  • A. The Company transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

  • B. The Company’s cash and cash equivalents pledged to others as collateral were classified as other non-current assets. Related information is provided in Note 8.

(2) Investments accounted for using equity method

  • A. The details of investments are as follows:
The details of investments are as follows:
Norley Corporation Inc.
Heywood Limited
Sincere Navigation Corporation
(Singapore) Pte. Ltd.
December31,2025
12,556,422
$ 6,169,648
2,809,164
21,535,234
$
December31,2024
13,056,337
$ 6,424,524
2,066,296
21,547,157
$
  • B. The Company’s share of profit of subsidiaries accounted for using equity method is listed below:
Norley Corporation Inc.
Heywood Limited
Sincere Navigation Corporation
(Singapore) Pte. Ltd.
For the years ended December 31, For the years ended December 31,
2025
150,489
$ 117,508
821,978
1,089,975
$
2024
93,553
$ 113,695
1,453,597
1,660,845
$
  • C. Details of the Company’s subsidiaries are provided in Note 4(3) of the Company’s consolidated financial statements for the year ended December 31, 2025.
~22~

(3) Property, plant and equipment

At January 1, 2025
Cost
Accumulated depreciation
2025
Opening net book amount
Additions
Depreciation
Closing net book amount
At December 31, 2025
Cost
Accumulated depreciation
At January 1, 2024
Cost
Accumulated depreciation
2024
Opening net book amount
Additions
Disposals
Depreciation
Closing net book amount
At December 31, 2024
Cost
Accumulated depreciation
Buildings
Office
Land
and structures
equipment
Total
90,215
$ 30,819
$ 3,933
$ 124,967
$ -
20,946)
(
2,656)
(
23,602)
(
90,215
$ 9,873
$ 1,277
$ 101,365
$ 90,215
$ 9,873
$ 1,277
$ 101,365
$ -
934
887
1,821
-
1,361)
(
643)
(
2,004)
(
90,215
$ 9,446
$ 1,521
$ 101,182
$ 90,215
$ 31,753
$ 4,820
$ 126,788
$ -
22,307)
(
3,299)
(
25,606)
(
90,215
$ 9,446
$ 1,521
$ 101,182
$ Buildings
Office
Land
and structures
equipment
Total
90,215
$ 30,819
$ 3,791
$ 124,825
$ -
19,618)
(
2,002)
(
21,620)
(
90,215
$ 11,201
$ 1,789
$ 103,205
$ 90,215
$ 11,201
$ 1,789
$ 103,205
$ -
-
176
176
-
-
12)
(
12)
(
-
1,328)
(
676)
(
2,004)
(
90,215
$ 9,873
$ 1,277
$ 101,365
$ 90,215
$ 30,819
$ 3,933
$ 124,967
$ -
20,946)
(
2,656)
(
23,602)
(
90,215
$ 9,873
$ 1,277
$ 101,365
$
  • A. Amount of borrowing costs capitalised as part of property, plant and equipment and the range of the interest rates for such capitalisation: None.

  • B. Information about the property, plant and equipment that were pledged to others as collateral is provided in Note 8.

  • C. Information of finance lease for vessels is provided in Note 6(4).

~23~

(4) Leasing arrangements lessor

  • A. The Company leases vessels and equipment to others under finance lease. Based on the terms of the lease contracts, the lessees have the right to purchase vessels when the leases expire. Information on profit and loss accounts relating to lease contracts is as follows:
For the years endedDecember31, For the years endedDecember31,
2025 2024
Finance income from the net investment in the
finance lease 8,227
$
8,776
$
  • B. The maturity analysis of the undiscounted lease payments in the finance lease is as follows:
2025

2026
2027
2028
2029
After 2030
Total
December31,2025
$ -
40,152
40,152
40,262
40,152
341,889
502,607
$
December31,2024
41,889
41,889
41,889
42,004
41,889
356,684
566,244
$
  • C. Reconciliation of the undiscounted lease payments and the net investment in the finance lease is provided as follows:
Current
Undiscounted lease payments
40,152
$ Unearned finance income
7,803)
(
(
Net investment in the lease
32,349
$ December
December Non-current
462,455
$ 40,455)

(
422,000
$ 31,2025
December 31, 2024
Current
41,889
$ 8,733)

(
33,156
$
Non-current
524,355
$ 50,345)
474,010
$
  • D. The Company has no overdue lease receivables from the lessee, and the amount of loss arising from credit risk is assessed to be insignificant.
~24~

(5) Short-term borrowings

==> picture [485 x 231] intentionally omitted <==

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

Type of borrowings December 31, 2025 Interest rate range Collateral
Bank borrowings
Secured borrowings $ 3,400,000 1.83%-2.15% Land, buildings,
promissory notes and
pledged time deposits
Unsecured borrowings 656,000 2.16%-2.20% Promissory notes
$ 4,056,000
Type of borrowings December 31, 2024 Interest rate range Collateral
Bank borrowings
Secured borrowings $ 2,929,000 1.80%-2.55% Land, buildings,
promissory notes and
pledged time deposits
Unsecured borrowings 386,000 2.16% -
$ 3,315,000
----- End of picture text -----

Guarantees for the credit line of the Company’s short-term borrowings provided by subsidiaries are as follows:

Heywood Limited
Norley Corporation Inc.
December31,2025
December 31, 2024
Footnote
4,900,000
$ 4,900,000
$ Pledged time deposits
300,000
300,000
''

(6) Pensions

  • A. Defined benefit pension plan

  • (a) The Company has a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. 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 an amount equal to 2% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee.

Also, the Company would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contributions to cover the deficit by next March.

~25~

(b) The amounts recognised in the balance sheet are as follows:

December 31,2025 December 31,2024
Present value of defined benefit obligations ($ 36,083)
($ 41,710)
Fair value of plan assets 25,655 23,356
Net liability recognised in the balance sheet ($ 10,428) ($ 18,354)

(c) Movements in net defined benefit liabilities are as follows:

Present value of
defined benefit
obligations
Year ended December 31, 2025
Balance at January 1
41,710)
($ Current service cost
417)
(
Interest (expense) income
668)
(
42,795)
(
Remeasurements:
Return on plan assets (excluding
amounts included in interest
income or expense)
-
Change in financial assumptions
699)
(
Experience adjustments
1,014)
(
1,713)
(
Pension fund contribution
-
Paid pension
8,425
Balance at December 31
36,083)
($
ofplan assets
benefit liability
23,356
$ 18,354)
($ -
417)
(
374
294)
(
23,730
19,065)
(
1,658
1,658

-

699)
(
-
1,014)
(
1,658

55)
(
267
267
-

8,425
25,655
$ 10,428)
($ Fair value
Net defined
~26~
Present value of
defined benefit
obligations
Year ended December 31, 2024
Balance at January 1
46,098)
($ Current service cost
418)
(
Interest (expense) income
553)
(
47,069)
(
Remeasurements:
Return on plan assets (excluding
amounts included in interest
income or expense)
-
Change in financial assumptions
1,158
Experience adjustments
271)
(
887
Pension fund contribution
-
Paid pension
4,472
(
Balance at December 31
41,710)
($
ofplan assets
benefit liability
25,006
$ 21,092)
($ -
418)
(
300
253)
(
25,306
21,763)
(
2,241
2,241
-
1,158
-
271)
(
2,241
3,128
281
281
4,472)

-
23,356
$ 18,354)
($ Fair value
Net defined
benefit liability
Net defined

(d) The Bank of Taiwan was commissioned to manage the Fund of the Company’s defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorized by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan assets fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2025 and 2024 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.

  • (e) The principal actuarial assumptions used were as follows:
Discount rate
Future salary increases
For the years endedDecember31, For the years endedDecember31,
2025
1.30%
3.25%
2024
1.60%
3.25%
~27~

Future mortality rate was estimated based on the 6th Taiwan Standard Ordinary Experience Mortality Table.

Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:

December 31, 2025
Effect on present value of
defined benefit obligation
(
December 31, 2024
Effect on present value of
defined benefit obligation
(
Increase
Decrease
0.25%
0.25%
584)
$ 598
$ 701)
$ 718
$ Discount rate
Increase
Decrease
0.25%
0.25%
497
$ 488)
($ 603
$ 592)
($ Future salaryincreases
Increase
0.25%
584)
$ 701)
$

The sensitivity analysis above is based on one assumption which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous period.

  • (f) Expected contributions to the defined benefit pension plan of the Company for the year ending December 31, 2026 amount to $260.

  • (g) As of December 31, 2025, the weighted average duration of the retirement plan is 7 years.

B. Defined contribution pension plan

Effective July 1, 2005, the Company has established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company contributes monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment. For the foreign employees without permanent residence permits, the Company provisions the pension to 6% of the employees' monthly salary and wages in accordance with the labor contract. The benefits accrued are paid in lump sum upon termination of employment. The pension costs under the defined contribution pension plan of the Company for the years ended December 31, 2025 and 2024 were $2,077 and $1,655, respectively.

(7) Share capital

  • A. As of December 31, 2025, the Company’s authorised capital was $7,000,000 and the paid-in capital was $5,853,533, consisting of 585,353,297 common shares with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected.
~28~
  • B. The number of the Company’s ordinary shares outstanding are both 585,353,297 shares at the beginning and the end of the years ended December 31, 2025 and 2024.

(8) Capital surplus

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

(9) Retained earnings

  • A. Based on the Company's Articles of Incorporation, the Company's net income (less income taxes and prior years’ losses, if any) is appropriated in the following order:

  • (a) 10% for legal reserve.

  • (b) Special reserve.

  • (c) Appropriation of remaining earnings according to the decision of the Board of Directors and stockholders.

The Board of Directors can distribute all or part of the distributable dividends and bonus, capital surplus or legal reserve in the form of cash as resolved by a majority vote at their meeting attended by two-thirds of the total number of directors and report to the shareholders which the aforementioned regulation of requiring resolution from the shareholders is not applicable.

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

  • C. 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.

~29~

D. Appropriation of earnings

  • (a) The appropriations of 2024 and 2023 earnings had been resolved at the stockholders’ meeting on June 10, 2025 and June 12, 2024, respectively. Details are summarised below:
Legal reserve
Special reserve
Cash dividends
Reversal of special reserve
Dividends
per share
Amount
(indollars)
150,151
$ -
760,959
1.30
$
911,110
$ 904,748
$ 2024
Dividends
per share
Amount
(indollars)
43,759
$ 6,335
439,015
0.75
$ 489,109
$ -
$
2023
  • (b) Subsequent events: the appropriations of 2025 earnings had been proposed by the Board of Directors on March 12, 2026. Details are summarised below:
Directors on March 12, 2026. Details are summarised below:
Legal reserve
Special reserve
Cash dividends
2025
Amount
84,728
$ 473,650
585,353
1,143,731
$
Dividends
per share
(in dollars)
1.00
$

As of March 12, 2026, aforementioned appropriations of 2025 earnings have not yet been resolved at the stockholders’ meeting, except for cash dividends which had already been decided by the Board of Directors and only need to be reported at the stockholders’ meeting.

(10) Operating revenue

Operating revenue
For the years ended December 31,
2025 2024
Revenue from contracts with customers 98,318
$
$ 70,678

The Company derives revenue from the transfer of services over time - management service revenue. Contract liabilities

  • A. The Company has recognised the following revenue-related contract liabilities:
Contract liabilities December31,2025
December 31, 2024
76
$ 76
$
January1,2024
-
$
  • B. Contract liabilities at the beginning of 2025 and 2024, amounting to $76 and $0, respectively, were all recognised as other income for the years ended December 31, 2025 and 2024, respectively.
~30~

(11) Interest income

Interest income from bank deposits Interest income from finance lease

For the years ended For the years ended December31,
2025 2024
$ 1,854
$ 2,228
8,227 8,776
$ 10,081
$ 11,004

(12) Other income

Fee income from endorsements and guarantees Rent income Other income - others

For the years endedDecember31, For the years endedDecember31,
2025
4,405
$ 183
19
4,607
$
2024
344
$ 183
34
561
$

(13) Other gains and losses

Net currency exchange (loss) gain Other gain

==> picture [222 x 77] intentionally omitted <==

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

For the years ended December 31,
2025 2024
($ 23,816) $ 2,924
- 112
($ 23,816) $ 3,036
----- End of picture text -----

(14) Finance costs

Interest expense: Interest expense on bank borrowings

For the years endedDecember31, For the years endedDecember31,
2025
71,359
$
2024
60,802
$

(15) Expenses by nature

For the years ended December 31,

Employee benefit
expense
Depreciation
Amortisation
2025 Total
118,223
$ 2,004

602
2024
Operating
Operating
costs
expenses
-
$ 118,223
$ -
2,004
-
602
Operating
costs
-
$ -
-
Operating
expenses
125,354
$ 2,004
548
Total
125,354
$ 2,004
548
~31~

(16) Employee benefit expense

Wages and salaries
Labor and health
insurance fees
Pension costs
Directors’
remuneration
Other personnel
expenses
Total
Operating
costs
-
$ -
-
-
-
-
$
Operating
Operating
Operating
expenses
Total
costs
expenses
Total
85,780
$ 85,780
$ -
$ 82,335
$ 82,335
$ 4,340

4,340

-
4,044
4,044

2,788

2,788
-
2,326

2,326

22,349

22,349
-
34,009
34,009
2,966
2,966
-
2,640
2,640
118,223
$ 118,223
$ -
$ 125,354
$ 125,354
$ For the years endedDecember31,
2025
2024
  • A. In accordance with the Articles of Incorporation of the Company, a ratio of distributable profit of the current year, after covering accumulated losses, shall be distributed as employees’ compensation and directors’ remuneration. The ratio shall not be lower than 1% for employees’ compensation, of which no less than 0.3% shall be distributed to rank-and-file employees, and shall not be higher than 5% for directors’ remuneration.

  • B. For the years ended December 31, 2025 and 2024, employees’ compensation was accrued at $20,299 and $31,958, respectively; while directors’ remuneration was accrued at $20,299 and $31,958, respectively. The aforementioned amounts were recognised in salary expenses.

The employees’ compensation and directors’ remuneration were estimated and accrued based on 2.05% of distributable profit of current year for the year ended December 31, 2025. The employees’ compensation and directors’ remuneration resolved by the Board of Directors were both $20,299, and the employees’ compensation will be distributed in the form of cash.

Employees’ compensation and directors’ remuneration for 2024 as resolved by the Board of Directors were in agreement with those amounts recognised in the 2024 financial statements.

Information about employees’ compensation and directors’ remuneration of the Company as resolved by the Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

  • C. For the years ended December 31, 2025 and 2024, the number of the Company’s employees per month was 41 and 36, respectively, of which 6 directors were not the Company’s employees.

  • D. (a) For the years ended December 31, 2025 and 2024, the average employee benefit expense was $2,739 and $3,045, respectively.

  • (b) For the years ended December 31, 2025 and 2024, the average employee salary expense was $2,451 and $2,745, respectively.

  • (c) Change in adjustments of the average employee salaries and wages was (10.71%).

~32~
  • E. The Company’s salary and compensation policy (including directors, supervisors, managers and employees) is as follows:

  • (a) The remuneration committee has established the policy and periodically reviews the performance assessment of directors and managers as well as the policy, system, standard and structure of remuneration, and shall report the recommendations, if any, to the Board of Directors for discussion. Salaries were paid by reference to the industry salary standard, the Company’s operational situation and organisational structure, and the necessary adjustments shall be made according to the market salary dynamics, changes in the overall economic and industrial climate, and in compliance with the related laws and regulations.

  • (b) The directors’ remuneration shall not be distributed for variable remuneration other than the annual fixed transportation allowance and the remuneration according to the Articles of Incorporation of the Company. The Company’s operating objectives, financial position and directors’ responsibilities were fully considered for the directors’ remuneration which were linked to the business performance and profit, then shall be reported to the Board of Directors for resolution after the review by the remuneration committee.

  • (c) The salary and compensation of managers and employees are based on their education and work background, professional knowledge and expertise, professional seniority as well as personal performance. The salary will be adjusted annually, corresponding to individual performance, according to the overall operating situation of the Company.

  • (d) The Company shall distribute year-end bonus according to operating performance and distribute employees’ compensation according to pre-tax profit situation, the amount distributed shall be linked to the operating performance and profit, and shall be reported to the Board of Directors for resolution after the review by the remuneration committee.

~33~

(17) Income tax

A. Income tax expense

  • (a) Components of income tax expense:
Current tax:
Current tax on profits for the year
Tax on undistributed surplus earnings
Prior year income tax underestimation
Total current tax
Deferred tax:
Origination and reversal of temporary
differences
Total deferred tax
Income tax expense
2025
2024
24,490
$ 23,694
$ 74,757
-
1,874
1,493
101,121
25,187
1,794
7)
(
1,794
7)
(
102,915
$ 25,180
$ For the years endedDecember31,
2025
24,490
$ 74,757
1,874
101,121
1,794
(
1,794
(
102,915
$
  • (b) The income tax credit relating to components of other comprehensive (loss) income is as follows:
For the years ended For the years ended December 31,
2025 2024
Remeasurement of defined benefit obligations ($ 11)
$ 626
Reconciliation between income tax expense and accounting profit:
For the years ended December31,
2025 2024
Tax calculated based on profit before tax and
statutory tax rate $ 190,048
$ 304,838
Tax exempt income by tax regulation ( 163,764)
( 281,151)
Tax on undistributed surplus earnings 74,757 -
Prior year income tax underestimation 1,874 1,493
Income tax expense $ 102,915 $ 25,180
  • B. Reconciliation between income tax expense and accounting profit:
~34~

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

Temporary differences:
Deferred tax assets:
Unfunded pension expense
Unused compensated
absences
Unrealised exchange loss
Temporary differences:
Deferred tax assets:
Unfunded pension expense
Unused compensated
absences
Unrealised exchange loss
Recognised in
Recognised in
other
comprehensive
January1
profitor loss
income
3,671
$ 1,581)
($ 11
$ 321
28)
(
-
3,134
185)
(
-
7,126
$ 1,794)
($ 11
$ 2025
2024
December31
2,101
$ 293
2,949
5,343
$
Recognised in
Recognised in
other
comprehensive
January 1
profitor loss
income
4,219
$ 78
$ 626)
($ 324
3)
(
-
3,202
68)
(
-
7,745
$ 7
$ 626)
($
December 31
3,671
$ 321
3,134
7,126
$
  • D. The Company has not recognised taxable temporary differences associated with investment in subsidiaries as deferred tax liabilities. As of December 31, 2025 and 2024, the amounts of temporary differences unrecognised as deferred tax liabilities were $20,847,143 and $20,097,243, respectively.

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

~35~

(18) Earnings per share

Basic earnings per share
Profit attributable
to ordinary shareholders
Diluted earnings per share
Profit attributable to
ordinary shareholders
Assumed conversion of
all dilutive potential
ordinary shares
- employees’
compensation
Profit attributable to
ordinary shareholders
plus assumed conversion
of all dilutive potential
ordinary shares
Weighted average
number of ordinary
shares outstanding
Earnings per share
Amount after tax
(sharesin thousands)
(indollars)
847,322
$ 585,353
1.45
$
847,322
$ 585,353
1.45
$ -
1,015
-
847,322
$ 586,368
1.45
$ For the yearendedDecember31,2025
~36~
For the year For the year For the year For the year endedDecember 31,2024 endedDecember 31,2024 endedDecember 31,2024
Weighted average
number of ordinary
shares outstanding Earnings per share
Amount after tax
(sharesin thousands)
(indollars)
Basic earnings per share
Profit attributable
to ordinary shareholders $ 1,499,009 585,353 $ 2.56
Diluted earnings per share
Profit attributable to
ordinary shareholders $ 1,499,009
585,353 $ 2.56
Assumed conversion of
all dilutive potential
ordinary shares
- employees’
compensation - 1,276 -
Profit attributable to
ordinary shareholders
plus assumed conversion
of all dilutive potential
ordinary shares $ 1,499,009 586,629 $ 2.56
Changes in liabilities from financing activities
Long-term notes and Liabilities from
Short-term accounts payable - financing
borrowings related parties activities-gross
At January 1, 2025 $ 3,315,000
$ 543,986
$ 3,858,986
Proceeds from borrowings 15,931,300 - 15,931,300
Payment of principal ( 15,190,300)
( 29,631)
( 15,219,931)
Impact of changes in
foreign exchange rate - ( 24,047)
( 24,047)
At December 31, 2025 $ 4,056,000 $ 490,308
$ 4,546,308
Long-term notes and Liabilities from
Short-term accounts payable - financing
borrowings related parties activities-gross
At January 1, 2024 $ 3,055,000
$ 512,857
$ 3,567,857
Proceeds from borrowings 16,113,500 - 16,113,500
Payment of principal ( 15,853,500)
( 3,554)
( 15,857,054)
Impact of changes in
foreign exchange rate - 34,683 34,683
At December 31, 2024 $ 3,315,000 $ 543,986 $ 3,858,986

(19) Changes in liabilities from financing activities

~37~

7. RELATED PARTY TRANSACTIONS

(1) Names of related parties and relationship

==> picture [488 x 15] intentionally omitted <==

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

Names of related parties Relationship with the Company
----- End of picture text -----

Names of related parties Relationship with the Company
Jack Hsu Chairman
Heywood Limited (Heywood) Subsidiary of the Company
Norley Corporation Inc. (Norley) Subsidiary of the Company
Sincere Navigation Corporation (Singapore) Pte. Ltd. Subsidiary of the Company
(Sincere Navigation Corporation (Singapore))
Ocean Grace Limited Third-tier Subsidiary of the Company
Kairos Marine Limited (Formerly Oak Agencies Limited) Other related party
Asia Century Navigation Co., Ltd. Other related party
Diamonds Ocean Limited Other related party
World Sea Navigation Limited Other related party
Oak Maritime (Hong Kong) Inc. Limited Other related party

Note: For names and relationship of subsidiaries, second-tier subsidiaries and third-tier subsidiaries, refer to Note 4(3) in the consolidated financial statements.

(2) Significant related party transactions and balances

A. Operating revenue

Operating revenue
Management revenue:
Norley
Sincere Navigation Corporation (Singapore)
Other related parties
2025
2024
26,728
$ -
$ 68,792
67,796

2,798
2,882
98,318
$ 70,678
$ For the years endedDecember31,
-
$ 67,796

2,882
70,678
$

B. Operating expense

Administrative service expenses:
Other related parties
For the years endedDecember31, For the years endedDecember31,
2025
99
$
2024
372
$

Administrative service expenses represent administrative expenses arising from vessel agent contracts. Sales of services are based on the price lists in force and terms that would be available to third parties.

~38~

C. Other income

Fee income from endorsements and guarantees:
Norley
Heywood
Ocean Grace Limited
2025
2024
3,920
$ -
$ 485
-
-

344

4,405
$ 344
$
For the years endedDecember31,

D. Other receivables / payables

Other receivables / payables arising from agent revenue, prepayments on behalf of other related parties or agents, advances and fee income from endorsements and guarantees are as follows:

Receivables:
Norley
Payables:
Norley
December31,2025
451
$ -
$
December31,2024
361
$
111
$
  • E. Leasing arrangements - lessor

  • (a) The Company leases vessels and equipment to Sincere Navigation Corporation (Singapore). Rents are received at the beginning of the month.

  • (b) Finance lease receivable

The Company leases vessels and equipment to Sincere Navigation Corporation (Singapore).
Rents are received at the beginning of the month.
Finance lease receivable
The Company leases vessels and equipment to Sincere Navigation Corporation (Singapore).
Rents are received at the beginning of the month.
Finance lease receivable
The Company leases vessels and equipment to Sincere Navigation Corporation (Singapore).
Rents are received at the beginning of the month.
Finance lease receivable
Finance income from the net investment in the finance lease
December31,2025
December 31, 2024
Sincere Navigation Corporation (Singapore)
454,349
$ 507,166
$ 2025
2024
Sincere Navigation Corporation (Singapore)
8,227
$ 8,776
$ For the years endedDecember31,
2025
8,227
$
2024
8,776
$
  • (c) Finance income from the net investment in the finance lease

  • F. The Board of Directors of Heywood and Norley distributed dividends to the Company on April 25, 2025 and May 10, 2024 as follows:

The Board of Directors of Heywood and Norley
25, 2025 and May 10, 2024 as follows:
distributed dividends to the Company on April distributed dividends to the Company on April
Heywood

Norley
For the years endedDecember31,
2025
110,568
$ (USD $3,400 thousand)
113,820
$ (USD $3,500 thousand)
2024
83,294
$
(USD $2,600 thousand)
201,004
$
(USD $6,200 thousand)

The Company received the above dividends from subsidiaries in July 2025, May 2024 and July

~39~

2024, respectively.

  • G. Financing (shown as ‘long-term notes and accounts payable - related parties’)
Heywood
Heywood
Maximum
Ending
Total interest
balance
balance
Interest rate
expense
544,484
$ 490,308
$ -

-
$ (USD $16,590
thousand)
(USD $15,600
thousand)
Maximum
Ending
Total interest
balance
balance
Interest rate
expense
548,428
$ 543,986
$ -

-
$ (USD $16,700
thousand)
(USD $16,590
thousand)
For the yearendedDecember31,2025
For the yearendedDecember31,2024
Maximum
Ending
Total interest
balance
balance
Interest rate
expense
544,484
$ 490,308
$ -

-
$ (USD $16,590
thousand)
(USD $15,600
thousand)
Maximum
Ending
Total interest
balance
balance
Interest rate
expense
548,428
$ 543,986
$ -

-
$ (USD $16,700
thousand)
(USD $16,590
thousand)
For the yearendedDecember31,2025
For the yearendedDecember31,2024
-
$
  • H. The Company issued promissory notes as collateral for the indirect investees as resolved by the Board of Directors. Refer to Note 13(1)B.

  • I. Other guarantee transactions

Refer to Note 6(5) for details.

(3) Key management compensation

Key management compensation
Salaries and other short-term employee benefits
Post-employment benefits
For the years endedDecember31,
2025
44,619
$ 1,962
46,581
$
2024
44,282
$ 638
44,920
$
~40~

8. PLEDGED ASSETS

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

Guarantee deposits
Land, building
and structures
December31,2025
December31,2024
Purpose
6,991
$ 6,922
$ Deposit of golf certificates
98,400
98,770

Credit lines of short-term
borrowings
105,391
$ 105,692
$
Purpose
  1. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNISED CONTRACT

  2. COMMITMENTS

(1) Contingencies

None.

(2) Commitments

  • A. For the details on the endorsements and guarantees provided by the Company to the indirect investees, refer to Note 13(1) B.

  • B. The Company has outstanding notes payable for bank financing amounting to $4,800,000.

10. SIGNIFICANT DISASTER LOSS

None.

11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE

For the details of the appropriation of 2025 earnings as proposed by the Board of Directors, refer to Note 6(9)D.

12. OTHERS

(1) Capital management

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

~41~

(2) Financial instruments

A. Financial instruments by category

Financial assets
Financial assets at amortised cost
Cash and cash equivalents
Other receivables
Other receivables - related parties
Guarantee deposits
Finance lease receivable due from related
parties, net
Financial liabilities
Financial liabilities at amortised cost
Short-term borrowings
Other payables
Other payables - related parties
Long-term notes and accounts
payable - related parties
December 31,2025
71,227
$ 92
451
6,991
78,761
$ 454,349
$ 4,056,000
$ 55,593
-
490,308
4,601,901
$
December 31,2024
56,829
$ 184
361
6,922
64,296
$
507,166
$
3,315,000
$ 72,160
111
543,986
3,931,257
$
  • B. Financial risk management policies

  • (a) The Company’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk and interest rate risk), credit risk and liquidity risk.The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Company’s financial position and financial performance.

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

  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

Foreign exchange risk

  • i. The Company operates internationally and is exposed to foreign exchange risk arising from the transactions of the Company used in various functional currency, primarily with respect to the USD. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities.

  • ii. The Company’s businesses involve some non-functional currency operations (the Company’s functional currency: NTD). The information on assets and liabilities

~42~

denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:

==> picture [434 x 422] intentionally omitted <==

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

December 31, 2025
Foreign currency
amount Book value
(In thousands) Exchange rate (NTD)
(Foreign currency: functional currency)
Financial assets
Monetary items
USD : NTD $ 15,899 31.43 $ 499,688
Investments accounted for
under equity method
USD : NTD $ 685,181 31.43 $ 21,535,233
Financial liabilities
Monetary items
USD : NTD $ 15,600 31.43 $ 490,308
December 31, 2024
Foreign currency
amount Book value
(In thousands) Exchange rate (NTD)
(Foreign currency: functional currency)
Financial assets
Monetary items
USD : NTD $ 16,610 32.79 $ 544,635
Investments accounted for
under equity method
USD : NTD $ 657,126 32.79 $ 21,547,157
Financial liabilities
Monetary items
USD : NTD $ 16,593 32.79 $ 544,097
----- End of picture text -----

iii. The unrealised exchange gain arising from significant foreign exchange variation on the monetary items held by the Company for the years ended December 31, 2025 and 2024 amounted to $924 and $340, respectively.

~43~
  • iv. Analysis of foreign currency market risk arising from significant foreign exchange variation:
Degree of
Effect on profit
variation
or loss
(Foreign currency: functional currency)
Financial assets
Monetary items
USD:NTD
5%
24,984
$ Investments accounted for
under equity method
USD:NTD
5%
-
$ Financial liabilities
Monetary items
USD:NTD
5%
24,515
$ Degree of
Effect on profit
variation
or loss
(Foreign currency: functional currency)
Financial assets
Monetary items
USD:NTD
5%
27,232
$ Investments accounted for
under equity method
USD:NTD
5%
-
$ Financial liabilities
Monetary items
USD:NTD
5%
27,205
$ For the yearendedDecember
Sensitivityanalysis
For the yearendedDecember
Sensitivityanalysis
For the yearendedDecember For the yearendedDecember 31,2025
Sensitivityanalysis
Effect on other
comprehensive
income
-
$ 1,076,762
$ -
$ 31,2024
Sensitivityanalysis
Effect on profit
or loss
27,232
$ -
$ 27,205
$
Effect on other
comprehensive
income
-
$ 1,077,358
$ -
$

Cash flow and fair value interest rate risk

  • i. The Company’s interest rate risk arises from short-term borrowings. Borrowings issued at variable rates expose the Company to cash flow interest rate risk which is partially offset by cash and cash equivalents held at variable rates. Borrowings issued at fixed rates expose the Company to fair value interest rate risk. During the years ended December 31, 2025 and 2024, the Company’s borrowings at variable rate were denominated in New Taiwan dollars.

  • ii. The Company analyses its interest rate exposure on a dynamic basis. Various scenarios are simulated taking into consideration refinancing renewal of existing positions, alternative

~44~

financing and hedging. Based on these scenarios, the Company calculates the impact on profit and loss of a defined interest rate shift. For each simulation, the same interest rate shift is used for all currencies. The scenarios are run only for liabilities that represent the major interest-bearing positions.

  • iii. At December 31, 2025 and 2024, if interest rates on NTD-denominated borrowings had been 1% higher/lower with all other variables held constant, pre-tax profit for the years ended December 31, 2025 and 2024 would have been $21,275 and $19,780 lower/higher, respectively, mainly as a result of higher/lower interest expense on floating rate borrowings.

  • (b) Credit risk

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

  • ii. The Company manages its credit risk taking into consideration the entire group’s concern. According to the Group’s credit policy, the Company is responsible for managing and analysing the credit risk for each of new clients before standard payment and delivery terms and conditions are offered. Internal risk control was used in the assessment of customers’ credit quality through customers’ past default records, current financial status and the economic situation and forecast of the industry. According to the Group’s historical experience of credit loss, there were no significant differences in losses from different customers’ groups, thus, the Company set expected credit loss rate based on the age of accounts receivable and did not distinguish customer groups. The Company used provision matrix method to calculate lifetime expected credit losses.

  • iii. The Company adopts the assumption under IFRS 15 and IFRS 9, if the contract payments were past due over 180 days based on the terms and obligation completed, there has been a significant increase in credit risk on that instrument since initial recognition.

  • iv. The Company adopts the assumption under IFRS 15 and IFRS 9, that is, the default occurs when the contract payments are past due over 3 years.

  • v. The following indicators are used to determine whether the credit impairment of debt instruments has occurred:

  • (i) It becomes probable that the issuer will enter bankruptcy or other financial reorganisation due to their financial difficulties;

  • (ii) The disappearance of an active market for that financial asset because of financial difficulties;

  • (iii)Default or delinquency in interest or principal repayments;

~45~
  • (iv) Adverse changes in national or regional economic conditions that are expected to cause a default.

  • vi. The Company wrote-off the financial assets, which cannot be reasonably expected to be recovered, after initiating recourse procedures. However, the Company will continue executing the recourse procedures to secure their rights. As of December 31, 2025 and 2024, the Company’s written-off financial assets that are still under recourse procedures amounted to $0.

(c) Liquidity risk

  • i. Cash flow forecasting is performed in the operating entities of the Company and aggregated by Company treasury. Company treasury monitors rolling forecasts of the Company’s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Company does not breach borrowing limits or covenants on any of its borrowing facilities. Such forecasting takes into consideration the Company’s debt financing plans, covenant compliance, compliance with internal balance sheet ratio targets and, external regulatory or legal requirements.

  • ii. Surplus cash held by the operating entities over and above balance required for working capital management are transferred to the Company treasury.

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

Floating rate:
Expiring within one year
Fixed rate:
Expiring within one year
December 31, 2025
672,500
$ 1,871,500
2,544,000
$
December 31, 2024
822,000
$ 1,963,000

2,785,000
$
~46~
  • iv. The table below analyses the Company’s non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.

Non-derivative financial liabilities

Non-derivative financial liabilities
December 31, 2025
Short-term borrowings
Other payables
Long-term notes and accounts
payable - related parties
Non-derivative financial liabilities:
Upto1year
4,069,443
$ 55,593
-
Up to 1 year
3,327,959
$ 72,160

111
-
Between 1 year
and 5 years
Over5 years
-
$ -
$ -
-

490,308
-

Between 1 year
and 5 years
Over 5 years
-
$ -
$ -
-
-
-
543,986
-
December 31, 2024
Short-term borrowings
Other payables
Other payables - related parties
Long-term notes and accounts
payable - related parties

13. SUPPLEMENTARY DISCLOSURES

(1) Significant transactions information

  • A. Loans to others: Refer to table 1.

  • B. Provision of endorsements and guarantees to others: Refer to table 2.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): None.

  • D. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: None.

  • E. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Refer to table 3.

  • F. Significant inter-company transactions during the reporting period: Refer to table 4.

(2) Information on investees

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

(3) Information on investments in Mainland China

  • A. Basic information: Refer to table 6.
~47~
  • B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: None.

14. SEGMENT INFORMATION

Not applicable.

~48~

SINCERE NAVIGATION CORPORATION DETAILS OF INVESTMENTS ACCOUNTED FOR UNDER THE EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2025

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Cumulative
Investment Reductions translation
Balanceat January1,2025 income Additions (Note) adjustment Balanceat December31,2025
Number of Number of
Shares Amount Amount Amount Amount Amount Shares Ownership Amount Net assets Collateral
Norley 500 $ 13,056,337
$ 150,489
$ -
($ 113,820)
($ 536,584)
500 100% $ 12,556,422
$ 12,762,040
None
Corporation
Inc.
Heywood
Limited 500 6,424,524 117,508
- ( 110,568)
( 261,816)
500 100% 6,169,648 6,171,208 "
Sincere
Navigation
Corporation
(Singapore)
Pte. Ltd. 100,000 2,066,296 821,978 - - ( 79,110)
100,000 100% 2,809,164 2,570,248 "
$ 21,547,157 $ 1,089,975
$ - ($ 224,388) ($ 877,510) $ 21,535,234 $ 21,503,496

Note: The reduction amounts pertain to the repatriation of earnings by subsidiaries.

~49~

SINCERE NAVIGATION CORPORATION

SHORT-TERM LOANS

DECEMBER 31, 2025

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Type
Bank
Guaranteed borrowings
Mega Bank
"
E.SUN Bank
"
Cathay Bank
"
Fubon Bank
"
Bank SinoPac
"
Taishin Bank
"
Yuanta Bank
"
First Bank
"
Chang Hwa
"
Taiwan Bank
Unsecured borrowings
EnTie Bank
"
First Bank
Balance at
December31,2025
Term
ofcontract
Interest
rate (%)
LoanCommitments
2.05%~2.15%
300,000
$ 1.95%
1,000,000
1.90%
1,000,000
1.97%
1,000,000
2.01%
200,000
1.93%
500,000
1.94%
500,000
1.90%
500,000
1.88%
200,000
1.83%
300,000
2.20%
300,000
2.16%
800,000
Collateral
225,000
$ 440,000
785,000
410,000
79,500

314,000
260,000
410,000
196,500
280,000
200,000
456,000
4,056,000
$
within one year
within one year
within one year
within one year
within one year
within one year
within one year
within one year
within one year
within one year
within one year
within one year
Land, buildings, and promissory notes
Promissory notes, deposit as collateral by Heywood Limited
"
"
"
"
Deposit as collateral by Heywood Limited
"
"
Deposit as collateral by Norley Corporation Inc.
Promissory notes
None

~50~

SINCERE NAVIGATION CORPORATION DETAILS OF OPERATING REVENUE FOR THE YEAR ENDED DECEMBER 31, 2025 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Refer to Note 6(10) of the Financial Report.

~51~

SINCERE NAVIGATION CORPORATION DETAILS OF OPERATING EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2025

(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Items
Payroll expenses
Directors’ remuneration
Pension
Office supplies expenses
Travelling expenses
Postage and phone/Fax expense
Insurance
Entertainment
Taxes
Depreciation
Amortisation
Meals expenses
Employee benefits
Professional service fees
Other expenses
Amount
85,780
$ 22,349
2,788
721
3,278
1,791
5,192
589
453
2,004
602
1,209
1,178
3,724
25,911
157,569
$

~52~

SINCERE NAVIGATION CORPORATION DETAILS OF LABOR, DEPRECIATION AND AMORTIZATIION BY FUNCTION FOR THE YEAR ENDED DECEMBER 31, 2025 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)

Refer to Note 6(15)(16) of the Financial Report.

~53~

Table 1

Expressed in thousands of NTD (Except as otherwise indicated)

Sincere Navigation Corporation

Loans to others

For the year ended December 31, 2025

No.
(Note 1)
Creditor
Borrower
Nature of
loan
(Note 3)
Amount of
transactions
with the
borrower
Reason
for short-term
financing
Allowance
for doubtful
accounts
Maximum
outstanding
balance during
the year ended
December 31, 2025
Balance at
December 31,
2025
Actual amount
drawn down
General
ledger account
Is a
related
party
Interest
rate
Collateral Limit on loans
granted to
a single party
(Note 2)
Ceiling on
total loans granted
(Note 2)
Footnote
Item
Value
0
Sincere Navigation
Corporation
None
1
Heywood Limited
Sincere Navigation
Corporation
Receivables
from related
parties
Y
544,484
$ 490,308
$ 490,308
$ -
2
-
Working capital
-
1
Heywood Limited
Norley Corporation
Inc.
Receivables
from related
parties
Y
2,955,690
2,024,092
2,024,092
-
2
-
Working capital
-
2
Sincere Navigation
Corporation
(Singapore)
Pte. Ltd.
Norley Corporation
Inc.
Receivables
from related
parties
Y
498,150
-
-
-
2
-
Working capital
-
-
-
-
-
-
-
5,239,820
$ 6,171,208
6,171,208
2,570,248
6,986,426
$ 6,171,208
6,171,208
2,570,248
The maximun amount amounted
to USD 16,590 thousand for the
current period, and the actual
amount was USD 15,600 thousand
at the end of period.
The maximun amount amounted
to USD 89,000 thousand for the
current period, and the actual
amount was USD 64,400 thousand
at the end of period.
The maximun amount amounted
to USD 15,000 thousand for the
current period, and the actual
amount was USD 0 thousand at the
end of period.

Note 1: The numbers filled in for the loans provided by the Company or subsidiaries are as follows:

(1) The Company is ‘0’.

(2) The subsidiaries are numbered in order starting from ‘1’.

Note 2: In accordance with the finance procedures of the Company, for business transaction purposes, limit on total financial shall not exceed 40% of the Company's net value.

For short-term lending purpose, maximum financing to each subsidiary and total financing is limited 30% to 40% of the Company's net value, respectively. The maximum financing between the subsidiaries which are directly or indirectly 100% owned by the Company or between the subsidiaries which are directly or indirectly 100% owned by the Company and the Company is limited to 100% of the lender's net value.

Note 3: Nature of loans is filled as follows:

  • (1) Fill in 1 for business transactions.

  • (2) Fill in 2 for short-term financing.

Table 1

Sincere Navigation Corporation

Provision of endorsements and guarantees to others

For the year ended December 31, 2025

Table 2

Expressed in thousands of NTD (Except as otherwise indicated)

Number
(Note 1)
Endorser/
guarantor
Party being
endorsed/guaranteed
Limit on
endorsements/
guarantees
provided for a
single party
(Note 3)
Maximum
outstanding
endorsement/
guarantee
amount as of
December 31,
2025
(Note 4)
Outstanding
endorsement/
guarantee
amount at
December 31,
2025
(Note 5)
Actual amount
drawn down
(Note 6)
Amount of
endorsements/
guarantees
secured with
collateral
Ratio of accumulated
endorsement/
guarantee amount to
net asset value of
the endorser/
guarantor company
Ceiling on
total amount of
endorsements/
guarantees provided
(Note 3)
Provision of
endorsements/
guarantees by parent
company to subsidiary
(Note 7)
Provision of
endorsements/
guarantees by
subsidiary to
parent company
(Note 7)
Provision of
endorsements/
guarantees to the party in
Mainland China
(Note 7)
Footnote
Companyname
Relationship
with the
endorser/
guarantor
(Note 2)
0
Sincere Navigation
Corporation
0
˵
1
Norley Corporation Inc.
2
Heywood Limited
3
Ocean Wise Limited
4
Poseidon Marine Ltd.
5
Maxson Shipping Inc.
6
Ocean Grace
Limited
7
Carmel Splendor
Limited
8
Steady Way Limited
9
Sharon Glory
Limited
10
Helmsman Navigation
Co. Ltd.
Ocean Grace Limited
2
Norley Corporation Inc.
2
Sincere Navigation Corporation
3
Sincere Navigation Corporation
3
Norley Corporation Inc.
3
Norley Corporation Inc.
3
Norley Corporation Inc.
3
Norley Corporation Inc.
3
Norley Corporation Inc.
3
Norley Corporation Inc.
3
Norley Corporation Inc.
3
Norley Corporation Inc.
3
17,466,065
$ 17,466,065
12,762,040
6,171,208
589,927
827,625
719,953
1,569,850
841,645
620,031
1,193,450
509,427
627,669
$ 10,686,200
300,000
5,100,000
574,350
574,350
574,350
1,151,535
509,166
377,160
785,750
408,590
$ -
10,686,200
300,000
4,900,000
-
433,734
471,450
1,100,050
509,166
377,160
785,750
408,590
$ -
-
28,000
2,895,000
-
-
-
-
-
-
-
-
$ -
487,816
348,873
3,536,734
-
682,402
758,025
1,538,137
811,856
600,895
1,242,999
530,701
0.00%
61.18%
2.35%
79.40%
-
52.41%
65.48%
70.07%
60.50%
60.83%
65.84%
80.21%
43,665,163
$ 43,665,163
31,905,100
15,428,020
1,474,818
2,069,063
1,799,883
3,924,625
2,104,113
1,550,078
2,983,625
1,273,568
Y
Y
N
N
N
N
N
N
N
N
N
N
N
N
Y
Y
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
N
Guarantee balance is
USD 0 thousand
Guarantee balance is
USD 340,000 thousand
(Note 8)
Guarantee balance is
NTD 300,000 thousand
Guarantee balance is
NTD 4,900,000 thousand
Guarantee balance is
USD 0 thousand
Guarantee balance is
USD 13,800 thousand
(Note 8)
Guarantee balance is
USD 15,000 thousand
(Note 8)
Guarantee balance is
USD 35,000 thousand
(Note 8)
Guarantee balance is
USD 16,200 thousand
(Note 8)
Guarantee balance is
USD 12,000 thousand
(Note 8)
Guarantee balance is
USD 25,000 thousand
(Note 8)
Guarantee balance is
USD 13,000 thousand
(Note 8)

Table 2, Page 1

Sincere Navigation Corporation

Provision of endorsements and guarantees to others

Table 2

Expressed in thousands of NTD (Except as otherwise indicated)

For the year ended December 31, 2025

Number
(Note 1)
Endorser/
guarantor
Party being
endorsed/guaranteed
Limit on
endorsements/
guarantees
provided for a
single party
(Note 3)
Maximum
outstanding
endorsement/
guarantee
amount as of
December 31,
2025
(Note 4)
Outstanding
endorsement/
guarantee
amount at
December 31,
2025
(Note 5)
Actual amount
drawn down
(Note 6)
Amount of
endorsements/
guarantees
secured with
collateral
Ratio of accumulated
endorsement/
guarantee amount to
net asset value of
the endorser/
guarantor company
Ceiling on
total amount of
endorsements/
guarantees provided
(Note 3)
Provision of
endorsements/
guarantees by parent
company to subsidiary
(Note 7)
Provision of
endorsements/
guarantees by
subsidiary to
parent company
(Note 7)
Provision of
endorsements/
guarantees to the party in
Mainland China
(Note 7)
Footnote
Companyname
Relationship
with the
endorser/
guarantor
(Note 2)
11
Pacifica
Maritime Limited
12
Everwin
Maritime Limited
13
Kenmore
Shipping Inc.
Norley Corporation Inc.
3
Norley Corporation Inc.
3
Norley Corporation Inc.
3
2,053,804
$ 1,473,402
1,472,377
1,794,600
$ 942,900
1,100,050
1,728,650
$ 942,900
1,100,050
$ -
-
-
2,041,967
$ 1,378,025
1,444,577
84.17%
63.99%
74.71%
5,134,510
3,683,505
3,680,943
N
N
N
N
N
N
N
N
N
Guarantee balance is
USD 55,000 thousand
(Note 8)
Guarantee balance is
USD 30,000 thousand
(Note 8)
Guarantee balance is
USD 35,000 thousand
(Note 8)

Note 1: The numbers filled in for the endorsements/ guarantees provided by the Company or subsidiaries are as follows:

  • (1) The Company is ‘0’.

  • (2) The subsidiaries are numbered in order starting from ‘1’.

  • Note 2: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following seven categories; fill in the number of category each case belongs to:

  • (1) Having business relationship.

  • (2) The endorser/guarantor parent company owns directly and indirectly more than 50% voting shares of the endorsed/guaranteed subsidiary.

  • (3) The endorsed/guaranteed company owns directly and indirectly more than 50% voting shares of the endorser/guarantor parent company.

  • (4) The endorser/guarantor parent company owns directly and indirectly more than 90% voting shares of the endorsed/guaranteed company.

  • (5) Mutual guarantee of the trade made by the endorsed/guaranteed company or joint contractor as required under the construction contract.

  • (6) Due to joint venture, all shareholders provide endorsements/guarantees to the endorsed/guaranteed company in proportion to its ownership.

  • (7) Joint guarantee of the performance guarantee for pre-sold home sales contract as required under the Consumer Protection Act.

  • Note 3: According to the Company’s “Procedures for Provision of Endorsements and Guarantees”:

  • [The Company]

  • (1) The limit on endorsements and guarantees provided for aan individual party shall not exceed the Company's equity.

  • Those which are provided for an individual party due to business relationship, shall not exceed the total amount of transactions with the Company in the most recent year.

  • (2) The ceiling on total endorsements and guarantees shall not exceed 250% of the Company's equity.

  • [The Company and subsidiaries]

  • (1) The limit on endorsements and guarantees provided for aan individual party shall not exceed the Company's equity.

  • (2) The ceiling on total endorsements and guarantees shall not exceed 300% of the Company's equity.

  • Note 4: Fill in the year-to-date maximum outstanding balance of endorsements/guarantees provided as of the reporting period.

  • Note 5: Fill in the amount approved by the Board of Directors or the chairman if the chairman has been authorised by the Board of Directors based on subparagraph 8, Article 12 of the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies.

Note 6: Fill in the actual amount of endorsements/guarantees used by the endorsed/guaranteed company.

  • Note 7: Fill in ‘Y’ for those cases of provision of endorsements/guarantees by listed parent company to subsidiary and provision by subsidiary to listed parent company, and provision to the party in Mainland China.

  • Note 8: The Company serves as a joint guarantor for financing requirements of Norley Corporation Inc. for items numbered 0 and 4 through 13, and has provided the vessel Palona Wheel as collateral. Additionally, subsidiaries

  • 100% owned by Norley Corporation Inc.—Poseidon Marine Ltd., Maxson Shipping Inc., Ocean Grace Limited, Carmel Splendor Limited, Steady Way Limited, Sharon Glory Limited, Helmsman Navigation Co. Ltd, Pacifica Maritime Limited, Everwin Maritime Limited, and Kenmore Shipping Inc.—have also provided the vessel, Yue Shan, Tien Shan, Sarah, Rebekah, Wah Shan, Oceance, Elbhoff, Maxim and Kondor, as collateral.

  • The endorsed guarantee amount secured by these assets disclosed above refers to the book value of the pledged vessels, totaling USD 366.76 million (approximately TWD 11,527 million). However, the actual registered mortgage amount for

  • these collateralized vessels is USD 322.5 million (approximately TWD 10,136 million).

Table 2, Page 2

Sincere Navigation Corporation

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

For the year ended December 31, 2025

Table 3
Creditor
Counterparty Relationship
with the
counterparty
Balance as at December 31,
2025
Turnover rate Overdue receivables Overdue receivables Amount collected
subsequent to the
balance sheet date
Allowance for
doubtful accounts
Expressed in thousands of NTD
(Except as otherwise indicated)
Amount collected
subsequent to the
balance sheet date
Allowance for
doubtful accounts
Expressed in thousands of NTD
(Except as otherwise indicated)
Amount Action taken
Sincere Navigation Corporation
Heywood Limited (Heywood)
Heywood Limited (Heywood)
None
Sincere Navigation Corporation
Norley Corporation Inc. (Norley)
Heywood's parent
company
Associates
-
$ 490,308
(USD 15,600 thousand)
$ 2,024,092
(USD 64,400 thousand)
-
-
-
-
$ -
-
-
-
-
-
$ -
-
-
$ -
-

Table 3

Table 4

Sincere Navigation Corporation

Significant inter-company transactions during the reporting period

For the year ended December 31, 2025

Expressed in thousands of NTD

(Except as otherwise indicated)

Number
(Note 1)
Companyname Counterparty Relationship
(Note 2)
Transaction Transaction
General ledger account Amount Transaction terms Percentage of consolidated
total operating revenues or
total assets (Note3)
1
2
2
2
Norley Corporation Inc.
Heywood Limited
˵
˵
Sincere Navigation Corporation
Sincere Navigation Corporation
Sincere Navigation Corporation
Norley Corporation Inc.
2
2
2
3
Guarantees
˵
Other receivables
˵
280,000
2,895,000
490,308
2,024,092
As per the Company's policy
˵
˵
˵
1.27%
13.15%
2.23%
9.19%

Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:

  • (1) Parent company is ‘0’.

  • (2) The subsidiaries are numbered in order starting from ‘1’.

Note 2: Relationship between transaction company and counterparty is classified into the following three categories:

(1) Parent company to subsidiary is numbered ‘1’.

(2) Subsidiary to parent company is numbered ‘2’.

  • (3) Subsidiary to subsidiary is numbered ‘3’.

Note 3: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the year to consolidated total operating revenues for income statement accounts.

Note 4: The inter-company transactions below 1% of consolidated assets or revenue are not disclosed.

Table 4

For the year ended December 31, 2025

Expressed in thousands of NTD (Except as otherwise indicated)

Table 5

Sincere Navigation Corporation Information on investees

Investor Investee Location Main business activities Initial investmen t amount(Note 1) Shares he ld as at Decem ber 31,2025(Note 2) Net profit (loss)
of the investee for the year
ended December 31,2025
Investment income (loss)
recognised by the Company
for the year ended December
31,2025
Footnote
Balance as at
December 31,2025
Balance as at
December 31,2024
Number of
shares
Ownership
(%)
Book value
Sincere Navigation
Corporation
˵
˵
Norley Corporation
Inc.
˵
˵
˵
˵
˵
˵
˵
Norley Corporation Inc.
Heywood Limited
Sincere Navigation Corporation
(Singapore) Pte. Ltd.
Kenmore
Shipping Inc.
Jetwall Co. Ltd.
Victory
Navigation Inc.
Poseidon
Marine Ltd.
Maxson Shipping Inc.
Ocean Wise Limited
Pacifica
Maritime Limited
Sky Sea
Maritime Limited
Republic of Liberia
Marshall Islands
Singapore
Marshall Islands
˵
˵
˵
˵
Republic of Liberia
Marshall Islands
˵
Investment holdings
Investment holdings
Shipping
Oil tanker
Investment holdings
˵
Shipping
˵
˵
Oil tanker
Investment holdings
$ 31,430
(USD 1,000 thousand)
31,430
(USD 1,000 thousand)
3,143
(USD 100 thousand)
984,073
(USD 31,310 thousand)
894,372
(USD 28,456 thousand)
-
(USD 0 thousand)
179,465
(USD 5,710 thousand)
292,299
(USD 9,300 thousand)
655,373
(USD 21,170 thousand)
2,036,350
(USD 64,790 thousand)
1,291,474
(USD 41,091 thousand)
$ 32,790
(USD 1,000 thousand)
32,790
(USD 1,000 thousand)
3,279
(USD 100 thousand)
1,243,069
(USD 37,910 thousand)
1,169,160
(USD 35,656 thousand)
360,870
(USD 11,006 thousand)
262,648
(USD 8,010 thousand)
344,295
(USD 10,500 thousand)
733,512
(USD 22,370 thousand)
2,285,135
(USD 69,690 thousand)
1,271,940
(USD 38,791 thousand)
500
500
100,000
500
500
-
500
500
500
500
500
100%
100%
100%
100%
100%
-
100%
100%
100%
100%
100%
12,556,422
$ 6,169,648
2,809,163
1,472,377
1,471,825
-
827,625
719,953
589,927
2,053,804
1,569,283
132,238
$ 117,508
821,664
12,066
12,292
62
5,555
2,735
2,937
9,103
2,632)
(
150,489
$ 117,508
821,978
-
-
-
-
-
-
-
-
Subsidiary
Subsidiary
Subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary

Table 5, Page 1

Sincere Navigation Corporation Information on investees

For the year ended December 31, 2025

Expressed in thousands of NTD

Table 5

(Except as otherwise indicated)

Investor Investee Location Main business activities Initial investmen t amount(Note 1) Shares he ld as at Decem ber 31,2025(Note 2) Net profit (loss)
of the investee for the year
ended December 31,2025
Investment income (loss)
recognised by the Company
for the year ended December
31,2025
Footnote
Balance as at
December 31,2025
Balance as at
December 31,2024
Number of
shares
Ownership
(%)
Book value
Norley Corporation
Inc.
˵
˵
˵
˵
˵
˵
˵
˵
Elroy Maritime Service
Inc.
Glory Selah Limited
Steady Way Limited
Brighton Shipping Inc.
Rockwell Shipping
Limited
Howells
Shipping Inc.
Helmsman Navigation
Co. Ltd.
Carmel Splendor
Limited
Sharon Glory
Limited
Marshall Islands
˵
˵
˵
˵
˵
˵
˵
˵
Maritime service
Investment holdings
Shipping
˵
˵
˵
˵
˵
˵
$ 59,088
(USD 1,880 thousand)
-
(USD 0 thousand)
614,771
(USD 19,560 thousand)
633,171
(USD 20,145 thousand)
559,638
(USD 17,806 thousand)
421,255
(USD 13,403 thousand)
521,622
(USD 16,596 thousand)
839,495
(USD 26,710 thousand)
1,188,368
(USD 37,810 thousand)
$ 12,460
(USD 380 thousand)
67,711
(USD 2,065 thousand)
720,068
(USD 21,960 thousand)
660,569
(USD 20,145 thousand)
583,854
(USD 17,806 thousand)
514,900
(USD 15,703 thousand)
576,983
(USD 17,596 thousand)
918,448
(USD 28,010 thousand)
1,341,439
(USD 40,910 thousand)
500
-
500
500
500
500
500
500
500
100%
-
100%
100%
100%
100%
100%
100%
100%
24,725
$ -
620,031
269,008
283,094
328,008
509,427
841,645
1,193,450
20,022)
($ 13)
(
2,383
55,374
28,370
2,094
2,042
644
4,173
-
-
-
-
-
-
-
-
-
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary

Table 5, Page 2

For the year ended December 31, 2025

Expressed in thousands of NTD (Except as otherwise indicated)

Table 5

Sincere Navigation Corporation Information on investees

Investor Investee Location Main business activities Initial investmen t amount(Note 1) Shares he ld as at Decem ber 31,2025(Note 2) Net profit (loss)
of the investee for the year
ended December 31,2025
Investment income (loss)
recognised by the Company
for the year ended December
31,2025
Footnote
Balance as at
December 31,2025
Balance as at
December 31,2024
Number of
shares
Ownership
(%)
Book value
Norley Corporation
Inc.
˵
˵
Jetwall Co. Ltd.
Victory
Navigation Inc.
Sky Sea
Maritime Limited
Elroy Maritime
Service
Inc.
Glory Selah Limited
Heywood Limited
Base Camp Limited
Delight Way Limited
Majestic Bloom Limited
Everwin
Maritime Limited
Everprime
Shipping Limited
Ocean Grace
Limited
Oak Maritime (Canada)
Inc.
Bridge Poiema Limited
Century Shipping
Limited
Samoa
Islands
Marshall Islands
˵
˵
˵
˵
Canada
Marshall Islands
Hong Kong
Investment holdings
Shipping
˵
Oil tanker
Shipping
˵
Maritime serive
Shipping
Investment holdings
$ 4,400
(USD 140 thousand)
314
(USD 10 thousand)
314
(USD 10 thousand)
707,804
(USD 22,520 thousand)
-
(USD 0 thousand)
987,216
(USD 31,410 thousand)
41,127
(USD 1,308 thousand)
-
(USD 0 thousand)
-
(USD 0 thousand)
$ 4,591
(USD 140 thousand)
328
(USD 10 thousand)
328
(USD 10 thousand)
974,519
(USD 29,720 thousand)
328
(USD 10 thousand)
954,517
(USD 29,110 thousand)
10,117
(USD 308 thousand)
328
(USD 10 thousand)
16,395
(USD 500 thousand)
10,000
500
500
500
-
500
1,000
-
-
100%
100%
100%
100%
-
100%
100%
-
-
2,713)
($ 103
124
1,473,402
-
1,569,850
4,270
-
-
3,528)
($ 134)
(
134)
(
12,358
87
2,536)
(
20,065)
(
33
-
-
-
-
-
-
-
-
-
-
Second-tier subsidiary
Second-tier subsidiary
Second-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Third-tier subsidiary
Second-tier subsidiary

Note 1: The above balances of initial investments as at December 31, 2025 and 2024 were translated at the closing exchange rates at the balance sheet date.

Note 2: The above carrying amounts of shares held as at December 31, 2025 and net profit (loss) of the investee for the year ended December 31, 2025 were translated at the closing exchange rates at the balance sheet and the average exchange rates for the year ended December 31, 2025.

Table 5, Page 3

Sincere Navigation Corporation Information on investments in Mainland China For the year ended December 31, 2025

Table 6

Expressed in thousands of NTD (Except as otherwise indicated)

==> picture [739 x 87] intentionally omitted <==

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

Amount remitted from
Taiwan to Mainland China/
Amount remitted back
Investment income
to Taiwan for the year ended
Accumulated amount ofremittance from December 31, 2025 Accumulated amountof remittance from Net income (loss) of Ownershipheld by (loss) recognisedby the Company Book value of of investment incomeAccumulated amount
Taiwan to Remitted to Remitted Taiwan to investee for the year the Company for the year ended investments in remitted back to
Investee in Mainland Main business Investment method Mainland China Mainland back to Mainland China as of ended December 31, (direct or December 31, 2025 Mainland China as of Taiwan as of December
China activities Paid-in capital ( Note 1 ) as of January 1, 2025 China Taiwan December 31, 2025 2025 indirect) (Note 2) December 31, 2025 31, 2025 Footnote
Haihu Maritime Service Maritime service $ 15,855 2 $ 15,855 $ - $ - $ 15,855 ($ 3,103) 100% ($ 3,103) ($ 2,187) $ -
(Shanghai) Co., Ltd. (USD 500 thousand) (USD 500 thousand) (USD 500 thousand) (RMB 716 thousand) (RMB 716 thousand) (RMB 489 thousand)
----- End of picture text -----

  • Note 1: Investment methods are classified into the following three categories.

  • (1) Directly invest in a company in Mainland China.

  • (2) Through investing in an existing company in the third area, which then invested in the investee in Mainland China. (The investee in the third area is Base Camp Limited)

Note 2: Investment income (loss) recognised during the year was based on financial statements audited by the Company's CPA.

Companyname Accumulated
amount of
remittance from
Taiwan to
Mainland China
as of December 31,
2025
Investment amount
approved by the
Investment
Commission of the
Ministry of Economic
Affairs(MOEA)
Ceiling on
investments in
Mainland China
imposed by the
Investment
Commission of
MOEA
Haihu Maritime Service
(Shanghai) Co., Ltd.
$ 15,855 $ 95,130 $ 10,479,639

Table 6