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TEAM Annual Report 2025

Apr 24, 2026

52452_rns_2026-04-24_4af5af85-c614-47eb-a9c3-5c89c9d96617.pdf

Annual Report

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TEAM GROUP INC.

PARENT COMPANY ONLY FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS' REPORT

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (Stock Code 4967)

Address: 3F., NO.166, Jian 1st Rd., Zhonghe Dist., New Taipei City 235603, Taiwan, R.O.C. Tel: (02) 8226-5000

Notice to Readers

For the convenience of readers, the independent 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. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and financial statements shall prevail.

~1~

TEAM GROUP INC.

PARENT COMPANY ONLY FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS' REPORT

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

Table of Contents

Item
Page/No./Index
I.
Cover Page
II.
Table of Contents
III.
Independent Auditors' Report
IV.
Parent Company Only Balance Sheet
V.
Parent Company Only Statement of Comprehensive Income
VI.
Parent Company Only Statement of Changes in Equity
VII.
Parent Company Only Statement of Cash Flows
VIII.
Notes to the Parent Company Only Financial Statements
(I)
Corporate History
(II)
Approval of Financial Statements
(III)
Application of New and Amended Standards and Interpretations
(IV)
Summary of Significant Accounting Policies
(V)
Critical Accounting Judgments and Key Sources of Estimation
Uncertainty and Assumptions
(VI)
Descriptions of Material Accounting Items
(VII)
Related Party Transactions
(VIII)
Pledged Assets
(IX)
Significant Contingent Liabilities and Unrecognized Contractual
Commitments
(X)
Losses due to Major Disasters
(XI)
Significant Subsequent Events
(XII)
Others
(XIII)
Additional Disclosures
(XIV)
Operating Segment Information
1
2 ~ 3
4 ~ 10
11 ~ 12
13
14
15 ~ 16
17 ~ 73
17
17

17 ~ 19
19 ~ 30
30 ~ 31
31 ~ 59
59 ~ 63
63
64
64
64
65 ~ 72
73
73

~2~

Item
Page/No./Index
IX.
Statements of Significant Accounting Items
Statement of Cash and Cash Equivalents
Statement of Accounts Receivable
Statement of Inventories
Statement of Short-Term Borrowings
Statement of Accounts Payable
Statement of Operating Revenue
Statement of Operating Costs
Statement of Manufacturing Expenses
Statement of Operating Expenses
Summary Statement of Current Period Employee Benefits, Depreciation,
Depletion and Amortization Expenses by Function
Statement 1
Statement 2
Statement 3
Statement 4
Statement 5
Statement 6
Statement 7
Statement 8
Statement 9
Statement 10

~3~

Independent Auditors' Report

(115) Cai-Shen-Bao-Zi No. 25004007

To Team Group Inc.

Opinion

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

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of Team Group Inc. as at December 31, 2025 and 2024, and its parent company only financial performance and its parent company only cash flows for the years ended December 31, 2025 and 2024 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 Auditing and Attestation of Financial Statements by 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.

~4~

Key Audit Matters

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

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

Valuation of Allowance for Expected Credit Losses on Accounts Receivable

Description

Please refer to Note 4(8) of parent company only financial statements for accounting policy on accounts receivable, Note 5(2) of parent company only financial statements for uncertainty of accounting estimates and assumptions in relation to accounts receivable valuation, Note 6(3) of parent company only financial statements for details of accounts receivable, and Note 12(2) of parent company only financial statements for details of disclosure of information relating to credit risk.

The Company primarily engages in manufacturing and selling of memory related products. In granting credit terms to customers, the Group considers the customer's financial position, past transaction experience and other factors, and therefore assumes the related credit risk. The Company periodically assesses the credit quality and collection status of customers to properly adjust its credit policy as appropriate. Additionally, the valuation of impairment on accounts receivable is based on IFRS 9 " Financial Instruments" applying the simplified approach to estimate expected credit loss. The management uses factors that may affect customers' ability to settle outstanding balances, including the aging of receivables as of the balance sheet date, the payment history of customers, and their financial status and economic situation, and incorporates forward-looking information to establish a provision matrix.

~5~

As the estimation of allowance for expected credit losses on accounts receivable involves management's judgment, and the amount of provision has a material impact on the parent company only financial statements, we consider the valuation of the allowance for expected credit losses on accounts receivable to be one of the key audit matters.

How our audit addressed the matter

Our audit procedures in response to the above key audit matter included the following:

  1. Obtained an understanding of the Company's operations and credit quality of the customer in order to evaluate the Company's provision policies and procedures on allowance for expected credit losses on accounts receivable.

  2. Evaluated loss allowance for expected credit losses on accounts receivable individually assessed for impairment.

  3. Tested the changes in the aging of accounts receivable, checked the relevant supporting documents for the invoice date, and confirmed the classification of the aging period.

  4. Obtained and reviewed information provided by management, including the historical loss rates, overdue situation and forward-looking information, to evaluate the amount of provision for loss allowance.

Valuation of Inventories

Description

Please refer to Note 4(11), for accounting policies on inventory valuation, Note 5(2) for the uncertainty of accounting estimates and assumptions applied on inventory valuation, and Note 6(4) for details of inventories.

~6~

The Company primarily engages in manufacturing and selling of memory related products. Due to the highly competitive nature of the consumer electronics market, the Company's products have short life cycles and frequent fluctuation of price, causing higher risk of inventory write-downs. The Company estimates the net realizable value of inventory on the balance sheet date. The net realizable value of each inventory item is individually assessed and compared with its cost to determine the lower of the two amounts. In addition, the Company evaluates the aging and condition of individual inventory items in determining the amount of inventory valuation losses to be recognized.

As the valuation of inventories involves management's judgments and the amount recognized has a significant impact on the parent company only financial statements, we consider the valuation of inventories to be one of the key audit matters.

How our audit addressed the matter

Our audit procedures in response to the above key audit matter included the following:

  1. Obtained an understanding of the policies for inventory valuation allowances and assessed whether the policy was consistently applied during the reporting period.

  2. Performed physical inventory count at the end of period to identify whether there are obsolete, damaged or unsalable inventories.

  3. Tested changes in inventory aging and checked the movement date with supporting documents to ascertain the classification of aging periods and assess the effect on inventory valuation.

  4. Obtained net realizable value reports of each kind of inventory and checked the calculation formulas. Tested relevant supporting documents and recalculated each kind of inventory and compared allowance for valuation losses that the Group should provision at the lower of cost and net realizable value.

~7~

Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements

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

In preparing the parent company only financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

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 may arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

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

~8~

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

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

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

  4. 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.

  5. 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.

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

~9~

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 the independence requirements set out in the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the 2025 parent company only financial statements 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.

PwC, Taiwan

Yeh, Tsui-Miao

CPA Yu, Chih-Fan

Former Securities and Futures Bureau, Financial Supervisory Commission, Executive Yuan Approval Certification Reference No.: Jin-Guan-ZhengLiu-Zi No.0960058737

Financial Supervisory Commission Approval Certification Reference No.: Jin-Guan-ZhengShen-Zi No.1110349013

February 25, 2026

~10~

TEAM GROUP INC.

PARENT COMPANY ONLY BALANCE SHEET December 31, 2025 and 2024

Assets Notes
6(1)
6(1) and 8
6(3)
6(3)
6(3) and 7(2)
6(1)
7(2)
6(26)
6(4)
7(2)
6(5)
6(1) and 8
6(6)
6(7) and 8
6(8)
6(26)
7(2)
December31,2025

Amount

%
$ 607,640
4
174,344
1
342
-
4,103,973
28
157,871
1
121,787
1
113
-
-
-
9,134,954
61
38,088
-
39,602
-
14,378,714
96
5,513
-
76,837
-
417,250
3
20,981
-
4,488
-
119,512
1
13,755
-
10,453
-
668,789
4
$ 15,047,503
100
Unit: NT$ thousand
December31,2024
Amount

%
$ 2,401,358
26
138,207
2
41
-
967,575
10
37,750
-
62,840
1
342
-
332
-
5,163,613
55
23,137
-
-
-
8,795,195
94
9,220
-
118,395
1
337,434
4
25,817
-
5,678
-
59,978
1
15,146
-
3,011
-
574,679
6
$ 9,369,874
100
Amount

$ 607,640
174,344
342
4,103,973
157,871
121,787
113
-
9,134,954
38,088
39,602
14,378,714
5,513
76,837
417,250
20,981
4,488
119,512
13,755
10,453
668,789
$ 15,047,503
Amount

$ 2,401,358
138,207
41
967,575
37,750
62,840
342
332
5,163,613
23,137
-
8,795,195
9,220
118,395
337,434
25,817
5,678
59,978
15,146
3,011
574,679
$ 9,369,874
Current assets
1100
Cash and cash equivalents
1136
Financial assets at amortized cost -
current
1150
Notes receivable, net
1170
Accounts receivable, net
1180
Accounts receivable - related parties,
net
1200
Other receivables
1210
Other receivables - related parties
1220
Current tax assets
130X
Inventories
1410
Prepayments
1470
Other current assets
11XX
Total current assets
Non-current assets
1535
Financial assets at amortized cost -
non-current
1550
Investments accounted for using the
equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1780
Intangible assets
1840
Deferred tax assets
1915
Prepayments for equipment
1920
Refundable deposits
15XX
Total non-current assets
1XXX
Total assets

(Continued)

~11~

TEAM GROUP INC.

PARENT COMPANY ONLY BALANCE SHEET December 31, 2025 and 2024

Unit: NT$ thousand

Liabilities and equity December 31,2025
December 31,2024
Notes
Amount
%
Amount
%
6(9)
$ 3,047,168
20
$ 742,386
8
6(10)
100,000
1
130,000
1
6(19) and 7(2)
20,293
-
26,155
-
34,554
-
43,316
1
6(11)
4,910,614
33
1,956,036
21
7(2)
977,472
6
33,888
-
6(12)
284,662
2
352,919
4
6(26)
405,881
3
95,518
1
39,573
-
5,000
-
11,413
-
14,155
-
6(14)
45,748
-
44,862
1
6(5)
236,153
2
1,797,760
19
10,113,531
67
5,241,995
56
6(13)
-
-
-
-
6(14)
63,387
1
109,478
1
6(26)
6,109
-
2,930
-
9,869
-
12,074
-
6(15)
3,956
-
4,008
-
83,321
1
128,490
1
10,196,852
68
5,370,485
57
6(16)
849,633
6
849,633
9
6(17)
1,983,117
13
2,238,007
24
6(18)
168,861
1
118,217
1
8,408
-
10,138
-
1,852,716
12
791,802
9
(
12,084 )
- (
8,408)
-
4,850,651
32
3,999,389
43
9
11
$ 15,047,503
100
$ 9,369,874
100
December 31,2024 December 31,2024
%
Current liabilities
2100
Short-term borrowings
2110
Short-term notes and bills payable
2130
Contract liabilities - current
2150
Notes payable
2170
Accounts payable
2180
Accounts payable - related parties
2200
Other payables
2230
Current tax liabilities
2250
Provisions - current
2280
Lease liabilities - current
2320
Current portion of long-term
liabilities
2399
Other current liabilities - others
21XX
Total current liabilities
Non-current liabilities
2530
Corporate bonds payable
2540
Long-term borrowings
2570
Deferred tax liabilities
2580
Lease liabilities - non-current
2640
Net defined benefit liabilities - non-
current
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 earnings
Other equity
3400
Other equity
3XXX
Total equity
Significant contingent liabilities and
unrecognized contractual
commitments
Significant Subsequent Events
3X2X
Total liabilities and equity
8
1
-
1
21
-
4
1
-
-
1
19
56
-
1
-
-
-
1
57
9
24
1
-
9
-
43
100

The accompanying notes to the parent company only financial statements are an integral part of this parent company only financial report, please read them together.

~12~

TEAM GROUP INC. PARENT COMPANY ONLY STATEMENT OF COMPREHENSIVE INCOME For the Years Ended December 31, 2025 and 2024

Unit: NT$ thousand (Except earnings per share in NT$)

Item
4000 Operating revenue
5000
Operating costs
5900
Gross profit
5910
Unrealized loss (profit) from sales
5920
Realized loss (profit) from sales
5950 Gross profit
Operating expenses
6100
Selling and marketing expenses
6200
General and administrative expenses
6300
Research and development expenses
6450
Expected credit impairment (loss)
gain
6000
Total operating expenses
6900 Operating gain
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of profit of subsidiaries,
associates, and joint ventures
accounted for using equity method
7000
Total non-operating income and
expenses
7900Profit before income tax
7950
Income tax expenses
8200Net profit for the period
Other comprehensive income, net
Items that will not be reclassified
subsequently to profit or loss
Items that will not be reclassified
subsequently to profit or loss
8311
Remeasurements of defined benefit
plans
8349
Income tax related to items that will
not be reclassified subsequently to
profit or loss
8310
Total items that will not be
reclassified subsequently to profit or
loss
Items that may be reclassified
subsequently to profit or loss
8361
Exchange differences on foreign
operations translations
8360
Total items that may be
reclassified subsequently to profit
or loss
8300Other comprehensive income, net
8500Total comprehensive income for the
period
Basic earnings per share
9750
Net profit for the period
Diluted earnings per share
9850
Net profit for the period
2025
2024
Notes
Amount
%
Amount
%
6(19) and 7(2) $ 20,459,807
100
$ 19,898,958
100
6(4)(24)and
7(2)
(
17,556,726 ) (
86)(
17,724,792 ) (
89)
2,903,081
14
2,174,166
11
6(6)
(
47,028 )
-
1,203
-
6(6)
(
1,203 )
-
4,915
-
2,854,850
14
2,180,284
11
6(24)
(25)
(
1,089,274 ) (
5) (
1,384,416 ) (
7)
(
258,680 ) (
1) (
187,517 ) (
1)
(
83,270 ) (
1) (
67,468 )
-
12(2)
(
23,654)
-
714
-
(
1,454,878 ) (
7)(
1,638,687) (
8)
1,399,972
7
541,597
3
6(20)
61,486
-
81,527
1
6(21)
4,848
-
4,007
-
6(22)
(
14,708 )
-
75,109
-
6(23)
(
47,255 )
- (
31,035 )
-
6(6)
10,349
- (
6,823)
-
14,720
-
122,785
1
1,414,692
7
664,382
4
6(26)
(
304,819 ) (
2)(
137,026) (
1)
$ 1,109,873
5
$ 527,356
3
6(15)
( $ 57 )
-
$ 519
-
6(26)
12
- (
104 )
-
(
45 )
-
415
-
6(6)
(
3,676 )
-
1,730
-
(
3,676 )
-
1,730
-
($ 3,721)
-
$ 2,145
-
$ 1,106,152
5
$ 529,501
3
6(27)
$ 13.06
$ 6.80
6(27)
$ 12.94
$ 6.30

The accompanying notes to the parent company only financial statements are an integral part of this parent company only financial report, please read them together.

~13~

TEAM GROUP INC.

PARENT COMPANY ONLY STATEMENT OF CHANGES IN EQUITY For the Years Ended December 31, 2025 and 2024

Unit: NT$ thousand

2024
Balance on January 1, 2024
Net profit for the period
Other comprehensive income (loss) for the period
Total comprehensive income (loss) for the period
Appropriation of earnings for 2023
Appropriation to legal reserve
Appropriation to special reserve
Cash distribution from capital surplus
Issuance of convertible corporate bonds
Conversion of convertible corporate bonds
Cancellation of treasury stock
Balance on December 31, 2024
2025
Balance on January 1, 2025
Net profit for the period
Other comprehensive income (loss) for the period
Total comprehensive income (loss) for the period
Appropriation of earnings for 2024
Appropriation to legal reserve
Reversal of special reserve
Cash distribution from capital surplus
Balance on December 31, 2025
Notes Commonstock Capitalsurplus Retained earnings Retained earnings Otherequity Treasury shares Totalequity
Legal reserve Special reserve Unappropriated
earnings
Exchange
differences on
foreign operations
translations
6(18)
6(18)
6(18)
6(17)
6(17)
6(16)
6(18)
6(18)
6(18)
$ 715,487
-
-
-
-
-
-
-
148,146
(
14,000 )
$ 849,633
$ 849,633
-
-
-
-
-
-
$ 849,633
$ 1,132,526
-
-
-
-
-
(
140,297 )
248,558
997,220
-
$ 2,238,007
$ 2,238,007
-
-
-
-
-
(
254,890 )
$ 1,983,117
$ 94,556
-
-
-
23,661
-
-
-
-
-
$ 118,217
$ 118,217
-
-
-
50,644
-
-
$ 168,861
$ 6,319
-
-
-
-
3,819
-
-
-
-
$ 10,138
$ 10,138
-
-
-
-
(
1,730 )
-
$ 8,408
$ 312,846
527,356
415
527,771
(
23,661 )
(
3,819 )
-
-
-
(
21,335 )
$ 791,802
$ 791,802
1,109,873
(
45 )
1,109,828
(
50,644 )

1,730
-
$ 1,852,716
($ 10,138 )
-
1,730
1,730

-

-
-
-
-

-
($ 8,408 )
($ 8,408 )
-
(
3,676 )
(
3,676 )

-
-
-
($ 12,084 )
($ 35,335 )
-
-
-
-
-
-
-
-
35,335
$ -
$ -
-
-
-
-
-
-
$ -
$ 2,216,261
527,356
2,145
529,501
-
-
(
140,297 )
248,558
1,145,366
-
$ 3,999,389
$ 3,999,389
1,109,873
(
3,721 )
1,106,152
-
-
(
254,890 )
$ 4,850,651

he accompanying notes to the parent company only financial statements are an integral part of this parent company only financial report, please read them together.

~14~

TEAM GROUP INC.

PARENT COMPANY ONLY STATEMENT OF CASH FLOWS

For the Years Ended December 31, 2025 and 2024

Unit: NT$ thousand

Cash flows from operating activities
Profit before income tax
Adjustments
Profit and loss items
Expected credit impairment (gain) loss

Depreciation (including right-of-use assets)

Amortization expense of intangible assets

Loss (gain) on financial assets at fair value
through profit or loss

Share of profit of subsidiaries, associates, and
joint ventures accounted for using equity
method

Gain on disposal of investments accounted
for using equity method

Interest expenses

Interest income

Gain on lease modifications

Loss (gain) on disposal of property, plant and
equipment

Unrealized profit (loss) from sales

Realized loss (profit) from sales

Changes in operating assets and liabilities
Net changes in operating assets
Notes receivable, net
Accounts receivable
Accounts receivable - related parties, net
Other receivables
Inventories
Other receivables - related parties
Prepayments
Other current assets
Net changes in operating liabilities
Contract liabilities - current
Notes payable
Accounts payable
Accounts payable - related parties
Other payables
Current provisions

Other current liabilities - others
Net defined benefit liabilities
Cash inflow (outflow) from operations
Interest received
Income tax paid
Income tax returned
Net cash inflow (outflow) from
operating activities
Notes
For the Year Ended
December31,2025
For the Year Ended
December31,2024
$ 1,414,692 $ 664,382
12(2)
23,654 (
714 )
6(24)
38,501
28,694
6(24)
2,964
2,440
6(22)
- (
3,776 )
6(6)
(
10,349 )
6,823
6(22)
- (
73 )
6(23)
47,255
31,035
6(20)
(
61,486 ) (
81,527 )
6(22)
- (
94 )
6(22)
336 (
331 )
6(6)
47,028 (
1,203 )
6(6)
1,203 (
4,915 )
(
301 )
900
(
3,160,052 )
2,034,235
(
120,121 )
32,631
(
58,947 )
32,738
(
3,971,341 ) (
1,824,187 )
229 (
134 )
(
14,951 )
27,167
(
39,602 )
442,249
(
5,862 )
15,180
(
8,762 ) (
42,061 )
2,954,578 (
1,994,699 )
943,584 (
8,941 )
(
68,965 )
159,271
6(22)
34,573
-
(
1,561,607 )
1,444,633
(
109 ) (
161 )
(
3,573,858 )
959,562
61,486
81,527
(
50,717 ) (
118,154 )
250
-
(
3,562,839 )
922,935

(Continued)

~15~

TEAM GROUP INC.

PARENT COMPANY ONLY STATEMENT OF CASH FLOWS

For the Years Ended December 31, 2025 and 2024

Unit: NT$ thousand

Cash flows from investing activities
Decrease (increase) in financial assets at
amortized cost - current
(Increase) Decrease in financial assets at
amortized cost - non-current
Disposal of investments accounted for using
equity method

Acquisition of property, plant and equipment

Disposal of property, plant and equipment
Purchase of intangible assets
(Increase in) refundable deposits
Decrease in refundable deposits
(Increase in) prepayments for equipment
Net cash (outflow) inflow from
investing activities
Cash flows from financing activities
Increase (decrease) in short-term borrowings

Increase (decrease) in short-term notes and bills
payable

Repayments of long-term borrowings

Interest paid
Cash distributed from capital surplus

Acquisition of investments accounted for using
the equity - capital increase of subsidiaries

Repayments of principal portion of lease liabilities
Issuance of convertible corporate bonds

Net cash inflows from financing
activities
Net (decrease) increase in cash and cash equivalents
Balance of cash and cash equivalents at the
beginning of the period
Balance of cash and cash equivalents at the end of
the period
Notes
For the Year Ended
December31,2025
For the Year Ended
December31,2024
( $ 36,137 ) $ 60,491
3,707
4,298
6(6)
-
111
6(28)
(
102,810 ) (
16,939 )
61
914
(
1,774 ) (
4,182 )
(
7,655 ) (
1,051 )
213
2,949
- (
14,726 )
(
144,395 )
31,865
6(29)
2,304,782 (
489,491 )
6(29)
(
30,000 ) (
70,000 )
6(29)
(
45,205 ) (
87,399 )
(
45,363 ) (
23,458 )
6(18)
(
254,890 ) (
140,297 )
6(6)
- (
14,224 )
6(29)
(
15,808 ) (
12,258 )
6(29)
-
1,388,890
1,913,516
551,763

(
1,793,718 )
1,506,563
2,401,358
894,795
$ 607,640 $ 2,401,358

The accompanying notes to the parent company only financial statements are an integral part of this parent company only financial report, please read them together.

~16~

TEAM GROUP INC.

Notes to the Parent Company Only Financial Statements For the Years Ended December 31, 2025 and 2024

Unit: NT$ thousand (Unless otherwise specified)

I. Corporate History

Team Group Inc. (the "Company") was established on April 9, 1997 upon approval by the Ministry of Economic Affairs, and officially started operation in the same year. The Company mainly engages in manufacturing and selling of integrated circuit chip, memory and computer peripheral equipment. The Company's stock was approved for trading on the Emerging Stock Market of the Taipei Exchange on October 13, 2010, and has been officially listed on the Taiwan Stock Exchange since January 14, 2019.

II. Approval of Financial Statements

These parent company only financial statements were released after being approved by the Board of Directors on February 25, 2026.

III. Application of New and Amended Standards and Interpretations

(I) Effects of Adoption of Newly Released or Revised IFRSs Endorsed and Made Effective by the Financial Supervisory Commission (FSC)

The following table summarizes the standards and interpretations for the new releases, amendments, and revisions of the IFRSs applicable in 2025 as endorsed by the FSC:

Newly released/amended/revised standards and interpretations
Effective date
issued by the
**IASB **
Amendments to IAS 21 "Lack of Exchangeability” January 1, 2025

The Company has assessed that the standards and interpretations above have no significant impact on the financial position and financial performance of the Company.

~17~

(II) Effects of Newly Released or Revised IFRSs Endorsed by the FSC but Not Yet Adopted by the Group

The following table summarizes the standards and interpretations for the new releases, amendments, and revisions of the IFRSs applicable in 2026 as endorsed by the FSC:

amendments, and revisions of the IFRSs applicable in 2026 as endorsed by the FSC:
Effective date
issued by the
Newly released/amended/revised standards and interpretations **IASB **
Amendments to IFRS 9 and IFRS 7 “Amendments to Classification and
January 1, 2026
Measurement of Financial Instruments”
Amendments to IFRS 9 and IFRS 7 “Contracts Referencing Natural- January 1, 2026
dependent Electricity”
IFRS 17 “Insurance Contracts” January 1, 2023
Amendments to IFRS 17 “Insurance Contracts” January 1, 2023
Amendments 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 Company has assessed that the standards and interpretations above have no significant
impact on the financial position and financial performance of the Company.

(III) Effects of IFRSs Issued by the IASB but Not Yet Endorsed by the FSC.

The following table summarizes the standards and interpretations of new releases, amendments, and amendments to the IFRSs issued by the IASB but not yet endorsed by the FSC:

FSC:
Effective date
issued by the
Newly released/amended/revised standards and interpretations **IASB **
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets To be
Between an Investor and Its Associate or Joint Venture” determined by
IASB
IFRS 18 "Presentation and Disclosures in Financial Statements" January 1, 2027
(Note)
IFRS 19 “Subsidiaries without Public Accountability: Disclosures” January 1, 2027
Amendments to IAS 21 "Translation to a Hyperinflationary Currency"
January 1, 2027
Note: In the press release by the Financial Supervisory Commission on September 25, 2025,
it was announced that publicly listed companies will apply International Financial Reporting
Standard 18 (hereinafter referred to as IFRS 18) starting from 2028. Additionally, companies
that wish to adopt IFRS 18 early may choose to do so after the FSC endorses IFRS 18.

Except as described below, the Company has evaluated that the above standards and interpretations do not have significant impact on the Company's financial position and financial performance, and the related impacts will be disclosed when the assessment is completed:

~18~

IFRS 18 "Presentation and Disclosures in Financial Statements"

IFRS 18 “Presentation and Disclosure of Financial Statements” replaces IAS 1 and updates the structure of the statement of comprehensive income, adds disclosures on management performance measures, and enhances the principles of aggregation and disaggregation applied to primary financial statements and notes.

IV. Summary of Significant Accounting Policies

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

  • (I) Statement of Compliance

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

  • (II) Basis of Preparation

  • Except for the significant Items mentioned below, these parent company only financial statements have been prepared on a historical cost basis:

    • (1) Financial assets measured at fair value through profit or loss (including derivatives) that are measured at fair value.

    • (2) Defined benefit liabilities recognized as the net amount of retirement fund assets less the present value of defined benefit obligations.

  • The preparation of the financial reports in accordance with the International Financial Reporting Standards (hereafter referred to as IFRSs), International Accounting Standards, and interpretations as endorsed and issued into effect by the FSC requires the use of certain critical accounting estimates. The process of applying the Company's accounting policies also requires management to exercise judgment. Items that involve a high degree of judgment or complexity, or items that involve significant assumptions and estimates in the consolidated financial statements, are described in Note 5.

  • (III) Foreign Currency Translation

  • The items listed in the financial reports of each entity within the Company are measured using the currency of the primary economic environment in which the entity operates (i.e., functional currency). This consolidated financial report is presented in the Company's functional currency, “NT$.”

  • Foreign currency transactions and balances

~19~

  - (1) Transactions denominated in foreign currencies are converted into the functional currency using the spot exchange rate on the transaction date or the measurement date. The translation differences arising from such transactions are recognized in profit or loss for the current period.

  - (2) The balance of monetary assets and liabilities denominated in foreign currencies is evaluated and adjusted according to the spot exchange rate on the balance sheet date, and the conversion difference arising from the adjustment is recognized in the profit or loss in the period.

  - (3) For the balance of non-monetary assets and liabilities denominated in foreign currency that are measured at fair value through profit or loss, the balance is adjusted according to the spot exchange rate on the balance sheet date, and the exchange difference arising from the adjustment is recognized in profit or loss for the current period. Those measured at fair value through other comprehensive income are translated using the spot exchange rate on the balance sheet date. The exchange difference arising from the adjustment is recognized in other comprehensive income. Non-monetary items that are not measured at fair value are measured using the historical exchange rate on the date of the initial transaction.

  - (4) All exchange gains and losses are reported under "Other gains and losses" in the consolidated statement of comprehensive income.
  1. Translation of foreign operations

    • For all entities within the Group with different functional and presentation currencies, their operating results and financial positions are translated into the presentation currency as follows:

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

    • (2) Revenues and expenses recognized on each comprehensive income statement are translated at the average exchange rate for the current period; and

    • (3) All exchange differences resulting from translation are recognized as other comprehensive income.

  2. (IV) Classification Criteria for Current and Non-Current Assets and Liabilities

  3. An asset is classified as current when it meets one of the following criteria:

    • (1) The asset is expected to be realize, or intended to be sold or consumed, in the normal operating cycle.

    • (2) The asset is held mainly for the purpose of trading.

    • (3) The asset is expected to be realized within 12 months after the reporting period.

~20~

  • (4) The asset is cash or cash equivalents, except for those to be exchanged or used to settle liabilities for at least 12 months after the reporting period.

All other assets are classified as non-current assets.

  1. A liability is classified as current when it meets one of the following criteria:

  2. (1) The liability is expected to be settled in the normal operating cycle.

  3. (2) The asset is held mainly for the purpose of trading.

  4. (3) The liability is due to be settled within 12 months after the reporting period.

  5. (4) The Company does not have an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.

All other liabilities are classified as non-current liabilities.

  • (V) Cash Equivalents

  • Cash equivalent is a short-term investment with high liquidity that is readily convertible into known amounts of cash and is subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held to meet short-term cash commitments in operations are classified as cash equivalents.

(VI)

Financial Assets at FVTPL

  1. This refers to financial assets that are not measured at amortized cost or at fair value through other comprehensive income.

  2. The Company adopts trade date accounting for financial assets measured at fair value through profit or loss that meet the definition of regular way transactions.

  3. At initial recognition, the Company measures such financial assets at fair value, and the related transaction costs are recognized in profit or loss. Subsequently, they are measured at fair value, and any gains or losses arising from changes in fair value are recognized in profit or loss.

(VII) Financial Assets Measured at Amortized Cost

  1. These refer to assets that simultaneously meet the following conditions:

  2. (1) The financial asset is held under the business model for the purpose of collecting contractual cash flow.

  3. (2) The cash flow on a specific date in accordance with the contractual terms of the financial asset is solely the interest paid on the principal and the outstanding principal.

  4. The Company adopts trade date accounting for financial assets measured at amortized cost that meet the definition of regular way transactions.

~21~

  1. At initial recognition, the Company measures such financial assets at fair value plus transaction costs. Subsequently, interest income is recognized using the effective interest method over the term of the financial assets, impairment losses are recognized, and any gain or loss is recognized in profit or loss upon derecognition.

(VIII) Accounts and Notes Receivable

  1. Accounts receivable and notes receivable refer to unconditional rights to receive consideration for the transfer of goods or services under contractual agreements.

  2. Short-term accounts receivable and notes receivable without interest are measured at original invoice amounts as the effect of discounting is immaterial.

(IX) Impairment of Financial Assets

  • At each balance sheet date, for financial assets measured at amortized cost, the Company considers all reasonable and supportable information (including forward-looking information) to measure the allowance for loss at an amount equal to 12-month expected credit losses for financial instruments for which credit risk has not increased significantly since initial recognition; for financial instruments for which credit risk has increased significantly since initial recognition, the allowance for loss is measured at an amount equal to lifetime expected credit losses; for accounts receivable that do not contain a significant financing component, the allowance for loss is measured at an amount equal to lifetime expected credit losses.

(X) Derecognition of Financial Assets

The Group derecognizes a financial asset when one of the following conditions is met:

  1. The contractual rights to receive cash flows from the financial asset expire.

  2. The contractual rights to receive cash flows from the financial asset are transferred, and the Company has transferred substantially all the risks and rewards of ownership of the financial asset.

  3. The contractual rights to receive cash flows from the financial asset are transferred, and the Company has not retained control of the financial asset.

(XI) Inventories

  • Inventories are stated at the lower of cost and net realizable value, with cost determined using the weighted-average method. The cost of finished goods and work in progress includes raw materials, direct labor, other direct costs and manufacturing overhead related to production, but excludes borrowing costs. When comparing cost and net realizable value on an item-by-item basis, net realizable value refers to the estimated selling price in the normal course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

~22~

(XII) Investments Accounted for Using the Equity Method/Subsidiaries and Associates

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

  2. Unrealized gains or losses resulting from transactions between the Company and subsidiaries have been eliminated. The accounting policies of subsidiaries have been adjusted as necessary to align with the policies adopted by the Company.

  3. The Company's share of the subsidiaries’ profit or loss after acquisition is recognized in profit or loss, and its share of the subsidiaries' other comprehensive income after acquisition is recognized in other comprehensive income. If the Company's recognized share of losses in a subsidiary equals or exceeds its equity in that subsidiary, the Company continues to recognize losses according to its percentage of ownership.

  4. Associates refer to all the individual entities over which the Company has significant influence over but no control over them. Generally, the Company directly or indirectly holds more than 20% of their voting shares. The Company's investment in associates is accounted for using the equity method and is recognized at cost when acquired.

  5. The Company's share of the associates’ profit or loss after acquisition is recognized in profit or loss, and its share of the associates' other comprehensive income after acquisition is recognized in other comprehensive income. If the Company's share of losses on any associates equals or exceeds its equity in the associate (including any other unsecured receivables), the Company will not recognize further loss, unless the Company has incurred legal or constructive obligations, or has made payments on behalf of the associate.

  6. When an associate has a change in equity that do not arise from profit or loss or other comprehensive income and does not affect the Company's ownership interest in the associate, the Company will recognize the change in equity under the share of the associate attributable to the Company as "Capital surplus" in proportion to the Company's shareholding.

  7. Unrealized gains and losses from transactions between the Company and its associates have been eliminated according to the Company's equity interest in the associates; unless there is evidence showing that the transferred assets in such transactions have been impaired, unrealized losses are also eliminated. The accounting policies of associates have been adjusted as necessary to align with the policies adopted by the Company.

~23~

  1. When the Company disposes of an associate and loses significant influence over that associate, all amounts previously recognized in other comprehensive income in relation to that associate are accounted for on the same basis as would be required if the Company had directly disposed of the related assets or liabilities. That is, if a gain or loss previously recognized in other comprehensive income would be reclassified to profit or loss on the disposal of the related assets or liabilities, then when losing significant influence over an associate, that gain or loss is reclassified from equity to profit or loss. If there is still significant influence on the associate, only the proportional amount previously recognized in other comprehensive income will be transferred out in accordance with the above method.

  2. In accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, the profit or loss and other comprehensive income for the period in the individual financial reports should be consistent with the amounts attributable to the owners of the parent company in the consolidated financial reports. The equity in the individual financial reports should match the equity attributable to the owners of the parent company in the consolidated financial reports.

(XIII) Property, Plant and Equipment

  1. Property, plant, and equipment are recorded at acquisition cost, and the relevant interest during the acquisition and construction period is capitalized.

  2. Subsequent costs are included in the carrying amount of the asset or recognized as a separate asset only when the future economic benefits associated with the item are likely to flow to the Company and the cost of the item can be reliably measured. The carrying amount of the replaced part should be derecognized. All other maintenance expenses are recognized in profit or loss for the period when incurred.

  3. The cost model is adopted for the subsequent measurement of property, plant and equipment. Except for land, which is not depreciated, the depreciation is calculated using the straight-line method according to the estimated useful life. If the components of property, plant and equipment are significant, they are depreciated separately.

  4. The Company reviews the residual value, useful life and depreciation method of each asset at the end of each fiscal year. If the residual value and the expected value of useful life are different from the previous estimates, or if there is a significant change in the expected pattern of consumption of the future economic benefits embodied in the asset, it is treated in accordance with the provisions of 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:

~24~

Buildings and structures 5 50 years Machinery and equipment 2~9 years Transportation equipment 5~6 years Office equipment 4~6 years Computer and telecommunication equipment 2~3 years Others 6 years

(XIV) Lessee's Lease Transactions - Right-of-Use Assets/Lease Liabilities

  1. Right-of-use assets and lease liabilities are recognized on the date when the leased assets are available for use by the Company. When a lease contract qualifies as a shortterm lease or a lease of low-value assets, lease payments are recognized as expenses on a straight-line basis over the lease term.

  2. Lease liabilities are recognized on the lease commencement date at the present value of unpaid lease payments, discounted using the Company's incremental borrowing rate. Lease payments refer to fixed payments less any lease incentives receivable. Subsequently, lease liabilities are measured at amortized cost using the interest method, with interest expenses recognized over the lease term. When changes in the lease term or lease payments occur for reasons other than contract modifications, the lease liability is reassessed, and the remeasurement amount is adjusted against the right-ofuse asset.

  3. Right-of-use assets are recognized at cost on the lease commencement date, where cost refers to the initial measurement amount of the lease liability.

  4. Subsequently, right-of-use assets are measured using the cost model, with depreciation expenses recognized over the shorter of the useful life of the right-of-use asset or the lease term. When a lease liability is reassessed, the right-of-use asset will be adjusted for any remeasurement of the lease liability.

  5. Except for lease modifications that reduce the scope of the lease, the lessee will reduce the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any difference between the reduction in the right-of-use asset and the remeasurement of the lease liability. For all other lease modifications, the lessee adjusts the carrying amount of the right-of-use asset by the amount of the remeasurement of the lease liability.

(XV) Intangible Assets

Computer software is recognized at cost and amortized on a straight-line basis over the estimated useful life of 3 years.

~25~

(XVI) Impairment of Non-Financial Assets

The Company estimates the recoverable amount of assets with impairment indicators at the balance sheet date. When the recoverable amount is lower than the carrying amount, an impairment loss is recognized. The recoverable amount refers to an asset's fair value less costs of disposal or its value in use, whichever is higher. When the impairment loss of assets recognized in prior years does not exist or decreases, the impairment loss is reversed. However, the increase in carrying amount of the asset resulting from the reversal of an impairment loss shall not exceed the carrying amount that would have been determined (net of depreciation or amortization) had no impairment loss been recognized for the asset in prior years.

  • (XVII) Borrowings

  • Borrowings comprise short-term and long-term bank borrowings. The Company initially measures borrowings at their fair value less transaction costs, and subsequently recognizes interest expenses in profit or loss over the circulation period using the effective interest method, which amortizes any difference between the amount net of transaction costs and the redemption value.

(XVIII) Notes and Accounts Payable

  1. It refers to obligations arising from purchases of raw materials, goods, or services on credit and notes payable arising from operating and non-operating activities.

  2. Short-term accounts receivable and notes receivable without interest are measured at original invoice amounts as the effect of discounting is immaterial.

(XIX) Convertible Corporate Bonds Payable

  • The convertible bonds issued by the Company have embedded conversion rights (i.e., the holder's right to convert into the Company's common shares, with a fixed amount converting into a fixed number of shares) and redemption rights. At initial issuance, the issuance price is separated into financial assets or equity according to the issuance terms, and treated as follows:

  • Embedded redemption rights: Initially recognized at net fair value and recorded as "Financial assets or liabilities at fair value through profit or loss"; subsequently measured at fair value on each balance sheet date, with differences recognized as "Gains or losses on financial assets (liabilities) measured at fair value through profit or loss.”

  • The main contract of the corporate bonds: Initially measured at fair value, with the difference between fair value and redemption value recognized as premium or discount on bonds payable; subsequently amortized using the effective interest method over the circulation period and recognized in profit or loss as an adjustment to “Finance costs.”

~26~

  1. Embedded conversion rights (meeting the definition of equity): At initial recognition, the residual value after deducting the above "Financial assets or liabilities at fair value through profit or loss" and "Corporate bonds payable" from the issuance amount is recorded as "Capital surplus – stock options" and is not subsequently remeasured.

  2. Any directly attributable transaction costs of the issuance are allocated to each liability and equity component in proportion to their original carrying amounts.

  3. When the holder converts, the liability components (including "Corporate bonds payable" and "Financial assets or liabilities at fair value through profit or loss") are treated according to their classification's subsequent measurement method. The carrying amount of these liability components, together with the carrying amount of "Capital surplus – stock options," are then used as the issuance cost of the common shares exchanged.

  4. (XX) Derecognition of Financial Liabilities

  5. The Company derecognizes financial liabilities when the obligations specified in the contract are fulfilled, canceled, or expired.

  6. (XXI) Offsetting of Financial Assets and Liabilities

  7. Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

  8. (XXII) Provisions for Liabilities

  9. Liability provisions (including warranty liabilities and litigation provisions) are recognized when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and the amount of the obligation can be reliably estimated. The measurement of provisions is based on the best estimate of the expenditure required to settle the obligation at the balance sheet date. Future operating losses cannot be recognized as provisions.

(XXIII) Employee Benefits

  1. Short-term employee benefits

Short-term employee benefits are measured at the undiscounted amount expected to be paid and recognized as an expense when the related service is provided.

  1. Pensions

  2. (1) Defined contribution plans

~27~

For defined contribution plans, the amount of retirement funds to be contributed is recognized as current pension cost on an accrual basis. Prepaid contributions are recognized as assets to the extent that cash can be refunded or future payments reduced.

  • (2) Defined benefit plans

    • A. The net obligation under a defined benefit plan is calculated by discounting the amount of future benefits earned by employees for their current or past service, and is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The defined benefit net obligation is calculated annually by an actuary using the Projected Unit Credit Method. The discount rate used is the market yield of government bonds (at the balance sheet date) whose currency and term are consistent with those of the defined benefit plan.

    • B. Remeasurements arising from defined benefit plans are recognized in other comprehensive income in the period in which they occur and presented in retained earnings.

  • Employee and director remuneration

  • Employee and director remuneration is recognized as an expense and liability when there is a legal or constructive obligation and the amount can be reasonably estimated. Subsequent differences between the actual distribution amount and the estimated amount are treated as changes in accounting estimates. If employee remuneration is paid by shares, the number of shares to be issued is determined based on the closing price of the shares on the day preceding the date of the Board of Directors’ resolution.

(XXIV) Income Tax

  1. Income tax expense includes current and deferred income tax. Income tax is recognized in profit or loss, except for items that are recognized in other comprehensive income or directly in equity, respectively.

  2. The Company calculates current income tax based on the tax rates that have been enacted or substantively enacted by 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 and, where appropriate, establishes provisions based on the amounts expected to be paid to the tax authorities. The additional income tax on undistributed earnings in accordance with the Income Tax Act is recognized as income tax expense in the following year after the shareholders' meeting approves the earnings distribution proposal, based on the actual distribution of earnings.

~28~

  1. Deferred income tax is recognized based on the temporary difference between the taxation basis of assets and liabilities and their carrying amount in the balance sheet using the balance sheet method. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled.

  2. Deferred income tax assets are recognized for temporary differences to the extent that it is likely to be used to offset future taxable income. Deferred tax assets, whether recognized or unrecognized, are reassessed at each balance sheet date.

  3. Current tax assets and current tax liabilities are offset when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or to realize the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities, and when the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity, or different taxable entities that intend either to settle the assets and liabilities on a net basis or to realize the assets and settle the liabilities simultaneously.

(XXV) Share Capital

  1. Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new shares or share options, net of income tax, are recognized in equity as a deduction of the consideration.

  2. When the Company repurchases its issued shares, the consideration paid, including any directly attributable incremental costs, is recognized as a deduction from shareholders' equity, net of tax. When the repurchased shares are subsequently reissued, the difference between the consideration received (net of any directly attributable incremental costs and the related income tax effects) and the carrying amount of the treasury shares is recognized as an adjustment to shareholders' equity.

(XXVI) Dividend Distribution

  • Cash dividends are recognized as liabilities in the financial statements after special resolution by the Board of Directors; stock dividends are recognized as stock dividends to be distributed after resolution by the shareholders' meeting, and transferred to common stock on the ex-dividend date.

~29~

(XXVII)Revenue Recognition

  1. The Company manufactures and sells integrated circuit chips, memory and computer peripheral equipment-related products. Sales revenue is recognized when control of the products is transferred to customers; that is, when products are delivered to customers, customers have discretion over the channels and prices of product sales, and the Company has no unfulfilled performance obligations that may affect customer acceptance of the products. Product delivery occurs when products have been shipped to the specified location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract or there is objective evidence that all acceptance criteria have been satisfied.

  2. Since the period between the transfer of promised goods or services to customers and the customers’ payment does not exceed one year for the Company’s contracts with customers, the Company does not adjust the transaction price to reflect the time value of money.

  3. The Company provides standard warranties for its products sold and recognizes provisions for its obligation to refund defective products at the time of sale.

  4. Accounts receivable are recognized when goods are delivered to customers, as from that point, the Company has an unconditional right to consideration that only requires the passage of time before payment is collected from the customer.

(XXVIII) Government Grants

  - Government grants are recognized at fair value when there is reasonable assurance that the Group will comply with the conditions attached to them and that the grants will be received. Where the nature of government grants is to compensate the Company for expenses incurred, they are recognized as income over the periods necessary to match them with the related expenses they are intended to compensate, on a systematic basis.
  • V. Critical Accounting Judgments and Key Sources of Estimation Uncertainty and Assumptions

  • When the Company prepared these parent company only financial statements, management exercised its judgment to determine the accounting policies adopted, and made accounting estimates and assumptions based on reasonable expectations of future events as of the balance sheet date. The significant accounting estimates and assumptions made may differ from actual results and will be continuously evaluated and adjusted considering historical experience and other factors. These estimates and assumptions carry the risk of causing adjustments to the carrying amounts of assets and liabilities in the next financial year. Please refer to the following descriptions of critical accounting judgments, estimates and uncertainties of assumptions:

~30~

(I) Significant Judgments in the Adoption of Accounting Policies

The accounting policies adopted by the Company have been evaluated and do not contain significant uncertainties in judgment.

(II) Significant Accounting Estimates and Assumptions

  1. Valuation of allowance for expected credit losses on accounts receivable Allowance for losses on accounts receivable is provided according to the loss provision policy. Management regularly evaluates customers' credit quality and collection status, adjusting credit policies for customers in a timely manner. Additionally, management regularly assesses the evaluation of allowance for losses on accounts receivable, considering multiple factors that may affect customers' payment ability during the assessment process, including historical loss records, customers' financial conditions, and economic conditions. The estimation of allowance for uncollectible accounts is assessed based on the expectations of future events that are believed to be reasonable under the circumstances at the balance sheet date. However, the estimation may differ from the actual result and may result in changes.

As of December 31, 2025, the carrying amount of accounts receivable (including related parties) was provided in Note 6(3).

  1. Valuation of inventories

  2. During the inventory evaluation process, the Company is required to use judgment to assess normal inventory consumption, obsolete inventories and market selling value of inventories, and writes down the cost of inventories to the net realizable value. Due to the technological innovation, environmental changes and sales performance, inventory values may change, which will affect the evaluation of inventories.

  3. As of December 31, 2025, the carrying amount of inventories was provided in Note 6(4).

VI. Descriptions of Material Accounting Items

(I) Cash


Cash on hand and petty cash
Demand deposits
Time deposits
Bonds purchased under resale agreement
December 31,
2025
$ 75
324,695
282,870
-
$ 607,640
December 31,
2024
$ 117
192,834
1,549,328
659,079
$ 2,401,358

~31~

  1. 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.

  2. Demand deposits pledged as collateral for short-term borrowings were classified as current financial assets at amortized cost, amounting to NT$174,344 and NT$138,207 as of December 31, 2025 and 2024, respectively. See Note 8 for details. For information on the recognition of interest income, please refer to the explanation in Note 6(20).

  3. Demand deposits pledged as collateral for long-term borrowings were classified as non-current financial assets measured at amortized cost, amounting to NT$5,513 and NT$9,220 as of December 31, 2025 and 2024, respectively. See Note 8 for details. For information on the recognition of interest income, please refer to the explanation in Note 6(20).

(II) Financial Assets at FVTPL

Current items:
Financial assets mandatorily measured at
FVTPL - Derivative instruments: redemption
option of convertible bonds issued
December 31,
2025
$ -
December 31,
2024
$ -
  1. Amounts recognized profit or (loss) in relation to financial assets measured at fair value through profit or loss is provided in Note 6(22).

  2. Information relating to fair value of financial assets at fair value through profit or loss is provided in Note 12(3).

(III) Notes and Accounts Receivable

December 31, December 31,
2025 2024
Notes receivable $
342 $

41
Less: loss allowance - -
$ 342$ 41
Accounts receivable $
4,127,913 $

967,861
Accounts receivable - related parties 157,871 37,750
4,285,784 1,005,611
Less: loss allowance ( 23,940 ) ( 286)
$ 4,261,844$ 1,005,325

~32~

  1. For the aging analysis and the related credit risk information on notes and accounts receivable, please refer to Note 12 (2).

  2. As of December 31, 2025 and 2024, notes receivable and accounts receivable were all from contracts with customers. And as of January 1, 2024, the balance of notes receivable and accounts receivable from contracts with customers amounted to NT$3,073,418.

  3. The Company does not hold any collateral for the aforementioned accounts receivable.

(IV) Inventories

Raw materials
Semi-finished goods
Finished goods
Inventory in transit
Raw materials
Semi-finished goods
Finished goods
Inventory in transit
December 31, 2025 December 31, 2025 December 31, 2025
Cost Allowance for
valuation loss
Carrying
amount
  1. None of the above-mentioned inventories provided pledge to others as collateral.

  2. The cost of inventories recognized as expense for the period

2025 2024
Cost of goods sold $ 17,318,454 $ 17,674,410
Inventory obsolescence and valuation losses 249,622 56,487
Revenue from sales of scraps ( 11,342 ) ( 6,101)
Loss (Gain) on physical inventory ( 8 ) ( 4)
$ 17,556,726$ 17,724,792

~33~

(V) Other Current Assets/Other Current Liabilities - Others

The Company's procurement agency transactions involve assisting customers in purchasing raw materials from suppliers. Based on the transaction pattern and economic substance, the Company acts as an agent in these transactions. Therefore, the sales revenue generated from these transactions is presented on a net basis, although accounts receivable and payable are recorded at gross amounts. The assets and liabilities (gross receipts and payments) arising from the aforementioned procurement agency transactions are described as follows:

Other current assets: procurement agency
-Inventory in transit
Other current liabilities: payments of procurement
agency
-Purchases payable
Others
December 31,
2025
$ 39,602
$ 236,139
14
$ 236,153
December 31,
2024
$ -
$ 1,797,760
-
$ 1,797,760

(VI) Investments Accounted for Using the Equity Method

2025 2024
January 1 $ 118,395 $ 103,184
Increase in investments accounted for using equity
method - 14,224
Decrease in investments accounted for using equity
method - ( 38)
Share of profit (loss) of investments accounted for
using equity method 10,349 ( 6,823)
Unrealized (profit) loss from sales ( 47,028 ) 1,203
Realized profit (loss) from sales ( 1,203 ) 4,915
Accumulated translation adjustments ( 3,676) 1,730
December 31 $ 76,837$ 118,395
Subsidiaries:
DATACELL TECHNOLOGY
LIMITED
TEAM JAPAN INC.
TEAM DATASOLUTION USA
INC.
December 31, 2025 December 31, 2025 December 31, 2024 December 31, 2024
Carrying
amount
Shareholding
ratio
Carrying
amount
Shareholding
ratio
$ 46,168
15,788

14,881

0%

0%

0%
$ 57,905

50,752

9,738

100%

100%

100%
$ 76,837 $118,395

~34~

For the above investments accounted for using equity method, the share of profit (loss) recognized for the years ended December 31, 2025 and 2024 amounted to NT$10,349 and NT$(6,823), respectively.

  1. Subsidiaries

  2. (1) The Company’s subsidiaries are recognized based on audited financial statements. For further information, please refer to Note 4(3) to the consolidated financial statements for the year ended December 31, 2025.

  3. (2) For the Company’s acquisitions of financial assets from subsidiaries for the years ended December 31, 2025 and 2024, please refer to note 7(2).

  4. (3) The Company made capital contributions to its subsidiary, DATACELL TECHNOLOGY LIMITED, amounting to NT$0 and NT$14,224 (US$440 thousand) for the years ended December 31, 2025 and 2024, respectively.

  5. Associates

  6. .Investments in the Company’s associates are accounted for using the equity method based on the unaudited financial statements of the investees for the corresponding periods. However, due to their immateriality and management’s assessment that an audit of such financial statements would not have a material impact, these financial statements have not been audited by independent auditors. The associate was resolved to be dissolved at a shareholders’ meeting in January 2024, and the Company has recovered the remaining investment amount of NT$111. As of December 31, 2025 and 2024, the carrying amount was NT$0, with the share of operating results as follows:

Profit (loss) from continuing operations for
the period
Total comprehensive income (loss) for the
period
2025
2024
$ -$ -
$ -($ 66)

~35~

(VII) Property, Plant and Equipment

January 1
Cost
Accumulated
depreciation and
impairment
January 1
Additions
Transfer in during the
period
Disposal
Depreciation expense
December 31
December 31
Cost
Accumulated
depreciation and
impairment
January 1
Cost
Accumulated
depreciation and
impairment
January 1
Additions
Disposal
Depreciation expense
December 31
December 31
Cost
Accumulated
depreciation and
impairment
January 1
Cost
Accumulated
depreciation and
impairment
January 1
Additions
Transfer in during the
period
Disposal
Depreciation expense
December 31
December 31
Cost
Accumulated
depreciation and
impairment
January 1
Cost
Accumulated
depreciation and
impairment
January 1
Additions
Disposal
Depreciation expense
December 31
December 31
Cost
Accumulated
depreciation and
impairment
2025 2025
Land for
own use
Buildings
and
structures
for own use
Machinery
and
equipment
for own use
$ 209,853
$ 127,440 $ 95,305
-
(
34,647 ) (
86,232 ) (
$209,853
$ 92,793 $ 9,073
$ 209,853
$ 92,793 $ 9,073
49,745
1,918
34,833
-
-
546
-
-
(
397)
-
(
3,258 ) (
5,955 ) (
$259,598
$ 91,453 $ 38,100
$ 259,598
$ 129,357 $ 126,527
-
(
37,904 ) (
88,427 ) (
$259,598
$ 91,453 $ 38,100
Transportation
equipment for
own use
Office
equipment
for own use
$ 9,356 $ 10,168

5,823 ) (
7,599 ) (
$ 3,533 $ 2,569
$ 3,533 $ 2,569
1,348
-
-
-
-
-

1,047 ) (
935 ) (
$ 3,834 $ 1,634
$ 10,704 $ 10,168

6,870 ) (
8,534 ) (
$ 3,834 $ 1,634
2024
Computer and
telecommunication
equipment for own
use
$ 17,137

10,978 ) (
$ 6,159
$ 6,159
7,839
-
-

6,069 ) (
$ 7,929
$ 23,467

15,538 ) (
$ 7,929
Land for
own use
Buildings
and
structures
for own use
Machinery
and
equipment
for own use
$ 209,853
$ 127,440 $ 95,970
-
(
30,829) (
87,130 ) (
$209,853
$ 96,611 $ 8,840
$ 209,853
$ 96,611 $ 8,840
-
-
3,472
-
-
(
355 ) (
-
(
3,818 ) (
2,884 ) (
$209,853
$ 92,793 $ 9,073
$ 209,853
$ 127,440 $ 95,305
-
(
34,647 ) (
86,232 ) (
$209,853
$ 92,793
$9,073
Transportation
equipment for
own use
$ 9,009

6,846 ) (
$ 2,163
$ 2,163
2,963

228)

1,365 ) (
$ 3,533
$ 9,356

5,823 ) (
$ 3,533
Office
equipment
for own use
$ 9,773

6,669) (
$ 3,104
$ 3,104
395
-

930 ) (
$ 2,569
$ 10,168

7,599) (
$ 2,569
Computer and
telecommunication
equipment for own
use
$ 10,695

8,598 ) (
$ 2,097
$ 2,097
7,557
-

3,495 ) (
$ 6,159
$ 17,137

10,978 ) (
$ 6,159
  1. The Company has no interest capitalization for the years ended December 31, 2025 and 2024.

~36~

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

  2. In the years ended December 31, 2025 and 2024, the Company transferred NT$1,391 and NT$0, respectively, from prepayments for equipment.

(VIII) Lease Transaction - Lessee

  1. The Company leases various assets including buildings and transportation equipment. Rental contracts typically have lease periods from 2021 to 2029. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.

  2. Short-term leases with a lease term of 12 months or less comprise warehouses and parking spaces, and leases of low-value underlying assets primarily related to multifunctional printers.

  3. The carrying amount of right-of-use assets and the depreciation expense are as follows:

2025
Transportation
Buildings equipment **Total **
January 1 $ 21,139 $ 4,678 $ 25,817
Additions - 10,861 10,861
Depreciation expense ( 12,296 ) ( 3,401 ) ( 15,697)
December 31 $ 8,843 $ 12,138 $ 20,981
2024
Transportation
Buildings equipment **Total **
January 1 $ 23,858 $ 1,146 $ 25,004
Additions 11,985 5,245 17,230
Early termination of a
lease ( 3,978 ) - ( 3,978)
Depreciation expense ( 10,726 ) ( 1,713)( 12,439)
December 31 $ 21,139 $ 4,678 $ 25,817

~37~

  1. Information on profit (loss) in relation to lease contracts is as follows:
Items affecting current (profit) loss
Interest expense of lease liabilities
Expense on short-term lease contracts
Gains arising from lease modifications
2025
2024
$ 456 $ 383
7,235
6,306
-(
94)
$ 7,691$ 6,595
  1. In 2025 and 2024, other than the cash outflow from lease-related expenses mentioned in Note 6(8)4 above, please refer to Note 6(29) for details of the amount of cash outflow arising from the repayment of principal of lease liabilities.

(IX) Short-Term Borrowings

Type of borrowings
Bank borrowings
Secured borrowings
Unsecured borrowings
Type of borrowings
Bank borrowings
Secured borrowings
Unsecured borrowings
December 31,
2025
Interest rate range Collateral
$ 2,142,019
905,149

1.900%~4.627%


1.885%~4.694%

Interest rate range
Please refer to Note 8
None
Collateral
$ 3,047,168
December 31,
2024
$ 199,200
543,186
1.808%~1.985%
1.885%~2.003%
Please refer to Note 8
None
$ 742,386

The Company recognized interest expenses in profit or loss. Please refer to Note 6(23) for details.

(X) Short-Term Notes and Bills Payable

Commercial papers payable
Interest rate range
December 31,
2025
$ 100,000
1.988%~2.058%
December 31,
2024
$ 130,000
2.058%~2.088%

The Company recognized interest expenses in profit or loss. Please refer to Note 6(23) for details.

~38~

(XI)
(XII)
(XIII)
Accounts Payable
Purchases payable
Other Payables
Salary and bonus payable
Employees' and directors' remuneration payable
Advertisement expense payable
Equipment expense payable
Others
Corporate Bonds Payable/Subsequent Events
Corporate bonds payable
Less: discounts on corporate bonds payable
Less: corporate bonds subject to redemption
within one year or one operating cycle
December 31,
2025
$ 4,910,614
December 31,
2025
$ 60,088
165,969
7,189
-
51,416
$ 284,662
December 31,
2025
$ -
-
-
-
$ -
December 31,
2024
$ 1,956,036
December 31,
2024
$ 55,219
82,115
17,346
1,184
197,055
$ 352,919
December 31,
2024
$ -
-
-
-
$ -
  1. The Company has issued, with approval from the competent authority, the third domestic secured convertible corporate bonds.

  2. (1) The issuance terms are as follows:

    • A. The total issue amount is NT$1,200,000, issued at 116.16% of face value, with a coupon rate of 0%, for a term of 3 years. The bonds were outstanding from January 26, 2024 to January 26, 2027. The convertible bonds will be redeemed in cash at face value upon maturity. These convertible bonds were listed for trading on the Taipei Exchange on January 26, 2024.

~39~

  • B. Bondholders may request conversion into the Company's common shares at any time from the day following three months after the issuance date until the maturity date, except during suspension periods required by regulations or law. The rights and obligations of the common shares after conversion are identical to those of previously issued common shares.

  • C. The conversion price of these convertible bonds is determined according to the pricing model specified in the conversion regulations. Subsequent conversion prices will be adjusted according to the pricing model specified in the conversion regulations if anti-dilution provisions are triggered; the initial conversion price at issuance is NT$81 per share.

  • D. The Company may exercise its right to redeem these convertible corporate bonds under the following circumstances:

  • (A) Starting from the day after three months from the issuance date (April 27, 2024) until forty days before maturity (December 17, 2026), if the closing price of the Company's common shares exceeds thirty percent (30%) or more of the conversion price for thirty consecutive trading days, the Company may, within the following thirty trading days, send a "Bond Redemption Notice" with a thirtyday maturity period by registered mail to the bondholders. The redemption price is set at the face value of the convertible corporate bonds, to be redeemed in cash for all bonds, and the Company will notify the Taipei Exchange for public announcement. When the Company executes a redemption request, it must redeem the convertible corporate bonds with cash within five business days after the bond redemption record date.

  • (B) Starting from the day after three months from issuance (April 27, 2024) until 40 days before the expiration of the issuance period (December 17, 2026), if the outstanding balance of these convertible corporate bonds falls below 10% of the original total issuance amount, the Company may at any time thereafter send a "Bond Redemption Notice" with a 30-day maturity by registered mail to the bondholders. The redemption price is set at the face value of the convertible corporate bonds, and the Company will redeem all bonds in cash and notify the Taipei Exchange to make an announcement. When the Company executes a redemption request, it must redeem the convertible corporate bonds with cash within five business days after the bond redemption record date.

~40~

  - E. According to the conversion regulations, all convertible corporate bonds that have been repurchased (including those repurchased through the Taipei Exchange), redeemed, or converted into shares shall be canceled. All rights and obligations attached to the corporate bonds will also be extinguished, and the bond will not be reissued.
  • (2) As of December 31, 2024, convertible corporate bonds with a face value of NT$1,200,000 have been converted into 14,814 thousand shares of common stock.

  • (3) As of December 31, 2024, the Corporation has repurchased none of its convertible bonds through the Taipei Exchange.

  • (4) In accordance with the issuance regulations (1)D. mentioned above, the Company resolved on July 3, 2024 to exercise its redemption right at 100% of the face value during the period from July 22, 2024 to August 20, 2024. The redemption record date of the convertible bonds was set as August 20, 2024, and the convertible bonds were de-listed from trading on the Taipei Exchange on August 21, 2024.

  • When issuing convertible corporate bonds, the Company, in accordance with International Accounting Standard 32 "Financial Instruments: Presentation," separated the conversion option, which is equity in nature, from each liability component and recognized it in "Capital surplus - stock options" in the amount of NT$248,558. Additionally, the embedded call and put options were separated in accordance with International Financial Reporting Standard 9 "Financial Instruments," since their economic characteristics and risks are not closely related to the host debt instrument. These options were recognized on a net basis as “Financial assets or liabilities measured at fair value through profit or loss.” After separation, the effective interest rate of the host debt instrument was 1.6395%.

  • The Company received approval from the competent authority on December 22, 2025, to issue its fourth domestic secured convertible bonds with an aggregate principal amount of NT$2,000,000. The bonds were issued at 134.44% of their face value, with 0% coupon rate, for a term of 3 years. The bonds will be outstanding from January 15, 2026 to January 15, 2029. These convertible bonds were listed for trading on the Taipei Exchange on January 15, 2026.

~41~

- (XIV) Long Term Borrowings

Type of
borrowings
Borrowing period and repayment
term
Interest rate
range
**Collateral **
1.975%
2.025%~2.125%
Interest rate
range
1.35%1.975%
1.425%~2.125%

The Company recognized interest expenses in profit or loss. Please refer to Note 6(23) for details.

~42~

(XV) Pensions

  1. Defined benefit pension plan

  2. (1) The Company has a defined benefit pension plan in accordance with the Labor Standards Act, 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 Labor Standards Act. For employees who meet the retirement eligibility requirements, pension benefits are calculated based on their years of service and the average salary for the six months preceding retirement. For each full year of service within and including 15 years, two units are granted, and for each full year of service in excess of 15 years, one unit is granted, provided that the total number of units accrued shall not exceed 45. The Company contributes monthly an amount equal to 2% of total salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the Supervisory Committee of Labor Retirement Reserve. Also, the Company would assess the balance in the aforementioned labor pension reserve account by the end of each fiscal year. If the account balance is insufficient to pay the pension benefits expected to be payable in the following year to employees who are estimated to meet the retirement eligibility requirements under the foregoing formula, the Company will make a one-time contribution for the deficit by next March.

  3. (2) The amounts recognized in the balance sheet are as follows:

December 31, December 31,
2025 2024
Present value of defined benefit
obligations ( $7,628 ) ( $7,239)
Fair value of plan assets 3,672 3,231
Net defined benefit liabilities ( $3,956) ( $4,008)

~43~

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

2025

2025
Present value
of defined Net defined
benefit
Fair value of
benefit
obligations plan assets liabilities
January 1 ($ 7,239 )$ 3,231($ 4,008)
Interest (expense) income ( 116) 52( 64)
( 7,355) 3,283( 4,072)
Remeasurements:
Change in financial
assumptions ( 125 ) -( 125)
Experience adjustments ( 148) 216 68
( 273) 216( 57)
Pension fund contribution - 173 173
Benefits paid - - -
December 31 ($ 7,628)$ 3,672($ 3,956)
2024
Present value
of defined Net defined
benefit
Fair value of
benefit
obligations plan assets liabilities
January 1 ($ 7,434 )$ 2,746($ 4,688)
Interest (expense) income ( 89 ) 33( 56)
( 7,523) 2,779( 4,744
Remeasurements:
Change in financial
assumptions 267 - 267
Experience adjustments 17 235 252
284 235 519
Pension fund contribution - 217 217
Benefits paid - - -
December 31 ($ 7,239)$ 3,231($ 4,008)

~44~

  • (4) The assets of the Company’s defined benefit pension plan are managed by the Bank of Taiwan in accordance with the annual investment and utilization plan for the fund, within the scope of entrusted operations, including the proportions and amounts specified therein, pursuant to Article 6 of the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund. Such investments include the deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or privately placed equity securities, and investments in securitized real estate products, etc. The utilization of the fund is supervised by the Labor Funds Supervisory Committee. The minimum annual return distributed from the fund shall not be less than the return calculated based on the interest rate of a twoyear time deposit with local banks. If the actual return is lower than the guaranteed minimum, the shortfall shall be covered by the National Treasury upon approval by the competent authority. As the Company has no right to participate in managing and operating that fund, it is unable to disclose the fair value hierarchy of plan assets as required under paragraph 142 of IAS 19. As of December 31, 2025 and 2024, the fair value of the fund’s total assets is disclosed in the annual labor pension fund utilization reports published by the government.

  • (5) The principal actuarial assumptions used were as follows:

Discount rate
Future salary increase rate
2025 2024
1.40% 1.60%
3.00% 3.00%

Future mortality rate was based on the 5th Taiwan Standard Ordinary Experience Mortality Table.

Sensitivity analysis of the present value of defined benefit obligations resulting from changes in significant actuarial assumptions is as follows:

Discount rate
Increase
of 1%
Decrease
of 1%
December 31, 2025
Effect on present value of
defined benefit obligation
($ 624)$ 642
December 31, 2024
Effect on present value of
defined benefit obligation
($ 642) $ 662
Discount rate Discount rate Future salary
increase rate
Future salary
increase rate
Increase
of 1%
Decrease
of 1%
Increase
of 1%
Decrease
of 1%
$ 556 ($ 545)
($ 642) $ 662 $ 581 ($ 568)

~45~

The sensitivity analysis above is based on a change in a single actuarial assumption while holding all other assumptions constant. In practice, changes in assumptions may be interrelated. The method used in the sensitivity analysis is consistent with that used in measuring the net pension liability recognized in the balance sheet.

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

  • (6) The Company expects to contribute NT$175 to its retirement plans in 2026.

  • (7) As of December 31, 2025, the actuary determined that the relevant period of the weighted average duration of the retirement plan is 9 years. The maturity analysis of pension benefit payment is as follows:

analysis of pension benefit payment is as follows:
Within 1 year
1-2 years
2-5 years
5-10 years
Amount
$ 518
320
1,009
3,764
$ 5,611
  1. Defined contribution plan

  2. (1) Effective July 1, 2005, the Company has established a defined contribution pension plan under the Labor Pension Act, covering all regular employees with R.O.C. nationality. For employees who elect to be covered under the pension system prescribed by the Labor Pension Act, the Company contributes monthly an amount equal to 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.

  3. (2) In 2025 and 2024, the pension cost recognized by the Company in accordance with the above regulations was NT$14,511 and NT$13,257, respectively.

~46~

(XVI) Share Capital/Treasury Shares

  1. As of December 31, 2025, the authorized capital of the Company as specified in the Articles of Incorporation was NT$1,500,000, with 150,000 thousand shares (including 5,000 thousand shares reserved for stock options). The paid-in capital was NT$849,633, with 84,963 thousand shares issued at a par value of NT$10 per share.

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

Share Capital
January 1
Conversion of corporate bonds
Cancellation of treasury stock
December 31
Treasury share
January 1
Cancellation
December 31
Ordinary shares outstanding at end of the
year
Unit: shares in thousands
2025
2024
84,963
71,549
-
14,814
-(
1,400)
84,963
84,963
- (
1,400)
-
1,400
-
-
84,963
84,963

During 2024, 14,814 thousand ordinary shares were issued upon the exercise of conversion rights by holders of the third secured convertible bonds. As of December 31, 2024, all of the aforementioned conversions from corporate bonds to common stocks have completed the registration of changes.

  1. Treasury share

  2. (1) Reasons and number of shares repurchased:

Year of
repurchase
Name of
company
holding the
shares
Reason for
**reacquisition **
December 31, 2025 December 31, 2025
No. of shares
(inthousands)
Carrying
amount
1st - 2019
Year of
repurchase
The Company
Name of
company
holding the
shares
For transfer to
employees
Reason for
reacquisition
- $ -
No. of shares
(in thousands)
Carrying
amount
1st - 2019 The Company For transfer to
employees
- $ -

~47~

  • (2) Pursuant to the Securities and Exchange Act, the number of shares bought back as treasury share should not exceed 10% of the number of the Company's issued shares. The aggregate amount paid for such repurchases should not exceed the sum of retained earnings, share premium, and realized capital surplus.

  • (3) Treasury shares held by the Company shall not be pledged in accordance with the Securities and Exchange Act and, prior to their transfer, shall not carry shareholders’ rights.

  • (4) Pursuant to the Securities and Exchange Act, shares repurchased for the purpose of transferring to employees shall be transferred within five years from the date of repurchase. Any shares not transferred within the prescribed period shall be deemed not issued and shall be canceled through the completion of the relevant registration procedures.

  • (5) On November 7, 2024, the Company's Board of Directors resolved to cancel treasury shares, setting December 2, 2024 as the record date for the share cancellation. The relevant registration procedures have been duly completed.

(XVII) Capital Surplus

  1. In accordance with the provisions of the Company Act, capital surplus arising from the premium on issuance of shares in excess of par value and from donations received may be used to offset accumulated losses. When the Company has no accumulated losses, such capital surplus may also be distributed to shareholders in proportion to their existing shareholdings in the form of new shares or cash. Further, the Securities and Exchange Act requires that when the aforementioned capital surplus is capitalized, the total amount in any given year should not exceed 10% of the Company's paid-in capital. Capital surplus should not be used to cover capital deficits unless such deficits cannot be fully offset by legal reserve.

Movements on the Company's capital surplus are as follows:

2025
**Share ** **premium ** Stock options Others **Total **
January 1 $ 2,232,884 $ - $ 5,123 $ 2,238,007
Cash distribution from
capital surplus ( 254,890) - -( 254,890)
December 31 $ 1,977,994 $ -$ 5,123 $ 1,983,117
2024
**Share ** **premium ** Stock options Others **Total **
January 1 $ 1,127,403 $ - $ 5,123 $ 1,132,526
Issuance of convertible
corporate bonds - 248,558 - 248,558
Conversion of convertible
corporate bonds 1,245,778( 248,558 ) - 997,220
Cash distribution from
capital surplus ( 140,297) - -( 140,297)
December 31 $ 2,232,884 $ -$ 5,123 $ 2,238,007

~48~

(XVIII) Retained Earnings/Subsequent Events

  1. Under the Company's Articles of Incorporation, the profit before income tax shall be used to pay taxes and offset accumulated deficits. The remaining amount shall then be appropriated to legal reserve (unless the legal reserve has reached the Company’s total capital) and appropriated to or reversed from special reserve in accordance with the relevant regulations. Any remaining earnings thereafter may be distributed upon a resolution of the Board of Directors in accordance with the following regulations:

  2. (1) When the Board of Directors proposes the appropriation of earnings, it takes into account various factors such as the interests of shareholders, capital adequacy ratio, the Company's future development plan, with proper consideration for the financing of industrial outlook, capital needs, investment environment, the Company's current and future domestic and foreign competition and shareholders' interests. Each year, the Company is to set aside no less than 20% of the distributable earnings of current year as shareholders' dividends and bonuses. However, if the accumulated distributable earnings are less than 10% of the Company's paid in capital, no distribution may be made.

  3. (2) In addition to current year earnings, the Board of Directors may include beginning unappropriated earnings to determine accumulated distributable earnings and submit an appropriation proposal to the shareholders’ meeting for approval. Cash dividends and bonuses may be resolved by the Board of Directors with the attendance of at least two-thirds of the directors and approval of a majority of the directors present, and shall be reported to the shareholders’ meeting. Cash distributions from legal reserve or capital surplus shall be resolved and reported in the same manner.

  4. (3) The Company's dividend policy is based on the balanced dividend policy. Appropriation of earnings can be distributed in cash dividends or stock dividends, but the proportion of cash dividends shall not be less than 5% of the total dividends.

  5. 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. However, such distributions shall be limited to the portion of the reserve exceeding 25% of the Company’s paid-in capital.

  6. The appropriation of earnings

  7. (1) The appropriation of 2024 and 2023 earnings had been resolved at the shareholders' meeting on May 29, 2025, and June 19, 2024, respectively. Details are summarized below:

~49~

2024
Amount
Dividends
per share
(NT$)
Appropriation to special
reserve
$ 50,644
(Reversal of) Special reserve
appropriated
(
1,730)
-
$ 48,914
2024 2024 2023 2023
Amount
Dividends
per share
(NT$)
Amount
Dividends
per share
(NT$)
$ 23,661
3,819

-
$ 27,480

Cash distributions from capital surplus amounted to NT$254,890 (NT$3 per share) and NT$140,297 (NT$2 per share) for 2024 and 2023, respectively.

(2) The Company's Board of Directors resolved on February 25, 2026 to approve the appropriation of earnings for 2025 as follows:

Appropriation to legal reserve
(Reversal of) special reserve appropriated
Cash dividends
2025 2025
Amount
Dividends
per share
(NT$)
$ 110,983
3,676
339,853



4.00
$ 454,512

In addition, cash distributions from capital surplus amounted to NT$509,780 (NT$6 per share) for 2025.

The aforementioned 2025 earnings distribution proposal and cash distribution from capital surplus have not been resolved by the shareholders' meeting as of February 25, 2026.

(XIX) Operating Revenue

1. Breakdown of revenue from customer contracts

The Company derives revenue from the transfer of goods at a point in time and can be disaggregated into the following major product lines:

DRAM (Dynamic Random Access Memory)
FLASH (Nand Flash)
Others
2025
$ 14,520,195
5,515,004
424,608
$ 20,459,807
2024
$ 15,791,382
3,529,805
577,771
$ 19,898,958

~50~

2. Contract liabilities

  • (1) The contractual liabilities related to the customer contract revenue recognized by the Company are as follows:
by the Company are as follows:
Contract liabilities - sales of
goods
December 31,
2025

December 31,
2024

January 1,
2024
$ 20,293 $ 26,155 $ 10,975
  • (2) The revenue recognized from beginning contract liabilities for the years ended December 31, 2025 and 2024, amounted to NT$25,710 and NT$8,867 respectively.

(XX) Interest Income

Interests on bank deposits
Interest income from financial assets measured at
amortized cost
2025
$ 60,216
1,270
$ 61,486
2024
$ 79,321
2,206
$ 81,527

(XXI) Other Income

Other Income
Advances and payables over two years transferred
to income
Government grants
Other income
2025
$ 1,242
240
3,366
$ 4,848
2024
$ 1,233
16
2,758
$ 4,007

(XXII) Other Gains and Losses

2025
Compensation loss
($ 34,573
Net currency exchange gains (losses)
20,212
Gains (losses) on financial assets measured at fair
value through profit or loss - derivative instruments
- redemption rights for issued convertible bonds
-
Gains (losses) on lease modifications - early
termination of lease
-
Gains (losses) on disposal of property, plant and
equipment
(
336 )
Gain on disposal of investments accounted for
using equity method
-
Others
(
11)
($ 14,708
2024
$ -
70,835
3,776
94
331
73
-
$ 75,109

~51~

(XXIII) Finance Costs

Interest expense on bank borrowings
Interest expense on lease liabilities
Amortization of corporate bond payable discount
2025
$ 46,799
456
-
$ 47,255
2024
$ 21,842
383
8,810
$ 31,035

(XXIV) Additional Information on Expenses by Nature

Employee benefit expenses
Depreciation of property, plant and equipment
Depreciation of right-of-use assets
Amortization expense of intangible assets
Employee Benefit Expenses
Salaries
Labor and health insurance premiums
Pension expenses
Directors' remuneration
Other personnel expenses
2025
$ 575,544
$ 22,804
$ 15,697
$ 2,964
2025
$ 475,894
31,320
14,575
24,282
29,473
$ 575,544
2024
$ 454,094
$ 16,255
$ 12,439
$ 2,440
2024
$ 371,918
29,248
13,313
12,736
26,879
$ 454,094

Employee benefit expenses Depreciation of property, plant and equipment Depreciation of right-of-use assets Amortization expense of intangible assets (XXV) Employee Benefit Expenses

  1. In accordance with the Articles of Incorporation of the Company, to encourage employees and the management team, after offsetting accumulated deficits, the Company shall allocate no less than 0.5% of profit before income tax as employees’ remuneration and no more than 1% as directors’ remuneration.

On May 29, 2025, the Company’s shareholders’ meeting approved an amendment to the Articles of Incorporation.

  • (1) After amendment

  • Employees’ remuneration as referred to in the preceding paragraph shall be allocated at no less than 30% to non-managerial employees and may be distributed in the form of shares or cash, while directors’ remuneration shall be paid in cash. The amount and form of such remuneration shall be determined by the Board of Directors with the attendance of at least two-thirds of the directors and the approval of a majority of the directors present, and shall be reported to the shareholders’ meeting.

~52~

Where employees’ remuneration is distributed in the form of shares, employees of the Company’s subsidiaries who meet certain conditions may also be entitled to such distribution. The eligibility criteria shall be determined by the Board of Directors.

  • (2) Before amendment

  • Employees’ remuneration as referred to in the preceding paragraph may be distributed in the form of shares or cash, while directors’ remuneration shall be paid in cash. The amount and form of such remuneration shall be determined by the Board of Directors with the attendance of at least two-thirds of the directors and the approval of a majority of the directors present, and shall be reported to the shareholders’ meeting.

Where employees’ remuneration is distributed in the form of shares, employees of the Company’s subsidiaries who meet certain conditions may also be entitled to such distribution. The eligibility criteria shall be determined by the Board of Directors.

  1. For the years ended December 31, 2025 and 2024, employees' remuneration was accrued at NT$158,066 and NT$74,650, respectively; while directors' remuneration was accrued at NT$7,903 and NT$7,465, respectively. The aforementioned amounts were recognized in salary expenses. For 2025, the employees' remuneration and directors' and remuneration were estimated and accrued based on 10% and 0.5% of distributable profit of current year.

  2. Employees' remuneration and directors' remuneration of 2024, as resolved by the Board of Directors, amounted to NT$74,650 and NT$7,465, respectively, which were in agreement with the amounts recognized in the 2024 parent company only financial statements and have been fully distributed.

  3. Information on employees’ and directors’ remuneration as approved by the Board of Directors is available on the Market Observation Post System.

~53~

(XXVI) Income Tax

1. Income tax expenses

(1) Components of income tax expense

(1) Components of income tax expense
2025 2024
Current income tax:
Current tax liabilities $ 349,453 $ 95,518
Withholding and provisional tax 11,527 45,244
Additional tax on undistributed
earnings ( 20,760 ) ( 10,468)
(Over) Under estimation of prior
year's income tax 182 12,235
Total current income tax 340,402 142,529
Deferred income tax:
Initial recognition and reversal of
temporary differences ( 56,343 ) ( 15,971)
Others:
Additional tax on undistributed
earnings 20,760 10,468
Income tax expenses $ 304,819$ 137,026
(2) The income tax (benefit) expense relating to components of other comprehensive
income
2025 2024
Remeasurement of defined benefit
obligations ($ 12) $ 104
(3) The Company had no income tax recognized directly in equity for the years
ended December 31, 2025 and 2024.
2. Reconciliation between income tax expense and accounting profit:
2025 2024
Tax calculated based on profit or loss before
tax and statutory tax rate $ 282,938 $ 132,876
Unrecognized deferred tax (liabilities) assets
on overseas investment losses (gains) ( 2,110 ) 1,365
Expenses disallowed by tax regulations 6,915 10
(Over) Under estimation of prior year's
income tax 182 12,235
Additional tax on undistributed earnings 20,760 10,468
Timing difference effect (reversal) of export
revenue ( 3,866 ) ( 19,928)
Income tax expenses $ 304,819 $ 137,026

~54~

  1. Amounts of deferred tax assets or liabilities as a result of temporary differences are as follows:
2025 2025 2025
Recognized in
Recognized other
in profit comprehensive
January 1 (loss) (loss) income
December 31
Deferred income tax assets:
Temporary differences:
Inventory write-down and obsolescence losses $
55,036
$ 49,924 $
-
$ 104,960
Allowance for doubtful accounts exceeding limit 1,647 - - 1,647
Deferred unrealized sales profit - 9,406 - 9,406
Net defined benefit liabilities 802 21 12 835
Unused vacation bonus 1,493 171 - 1,664
Warranty provision 1,000 - - 1,000
Subtotal 59,978 59,522 12 119,512
Deferred income tax liabilities:
Temporary differences:
Unrealized exchange gain ( 2,690) ( 3,419 ) - ( 6,109)
Deferred unrealized loss from sales ( 240) 240 - -
Subtotal ( 2,930) ( 3,179 ) - ( 6,109)
Total $ 57,288 $ 56,343 $ 12 $ 113,403
2024
Recognized in
other
Recognized comprehensive
January 1 in **profit ** loss loss income
**December 31 **
Deferred income tax assets:
Temporary differences:
Inventory write-down and obsolescence losses $
43,739
$ 11,297 $
-
$ 55,036
Allowance for doubtful accounts exceeding limit 1,790 ( 143 ) - 1,647
Deferred unrealized sales profit 983 ( 983 ) - -
Net defined benefit liabilities 937 ( 31 ) ( 104) 802
Unused vacation bonus 1,518 ( 25 ) - 1,493
Warranty provision 1,000 - - 1,000
Subtotal 49,967 10,115 ( 104) 59,978
Deferred income tax liabilities:
Temporary differences:
Unrealized exchange gain ( 8,786) 6,096 - ( 2,690)
Deferred unrealized loss from sales - ( 240 ) - ( 240)
Subtotal ( 8,786) 5,856 - ( 2,930)
Total $ 41,181 $ 15,971 ( $ 104) $ 57,288

~55~

  1. The amounts of deductible temporary difference that are not recognized as deferred tax assets are as follows:
tax assets are as follows:
Foreign investment loss December 31,
2025
$ 42,616
December 31,
2024
$ 53,446
  1. The Company has not recognized taxable temporary differences associated with investment in subsidiaries as deferred tax liabilities. As of December 31, 2025 and 2024, the amounts of temporary difference unrecognized as deferred tax liabilities were NT$39,845 and NT$46,416, respectively.

  2. The Company's income tax has been approved by the tax authority up to 2023.

  3. In accordance with the "Principles for Reviewing Tax Payment Extensions or Installments Applications Due to the U.S.A. Reciprocal Tariff Policies" issued by the Ministry of Finance on April 17, 2025, the Company applied for installment payment of its 2024 profit-seeking enterprise income tax, divided into 36 installments, starting from July 2025, with each installment being NT$2,630. As of December 31, 2025, NT$56,428 remained unpaid, listed as current tax liabilities.

~56~

(XXVII)Earnings Per Share

Basic earnings per share
Profit attributable to ordinary
shareholders
Diluted earnings per share
Profit attributable to ordinary
shareholders
Effect of potentially dilutive ordinary
shares
- Employee's remuneration
- Convertible corporate bonds
Profit attributable to ordinary
shareholders and the effect of potential
ordinary shares
Basic earnings per share
Profit attributable to ordinary
shareholders
Diluted earnings per share
Profit attributable to ordinary
shareholders
Effect of potentially dilutive ordinary
shares
- Employee's remuneration
- Convertible corporate bonds
Profit attributable to ordinary
shareholders and the effect of potential
ordinary shares
2025
Amount after
**tax **

Weighted average
number of ordinary
shares outstanding
(thousand shares)

Earnings
per share
(NT$)
$ 1,109,873
84,963

13.06
$ 1,109,873
-
-

84,963

836

-




12.94
$ 1,109,873
85,799
2024
Amount after
tax

Weighted average
number of ordinary
shares outstanding
(thousand shares)

Earnings
per share
(NT$)
$ 527,356
77,595

6.80
$ 527,356
-
5,034

77,595

529

6,356




6.30
$ 532,390
84,480

~57~

(XXVIII) Supplementary Information on Cash Flow

  1. Investing activities with partial cash payments:
Purchase of property, plant and equipment
Add: Opening balance of payable on
equipment
Less: Ending balance of payable on
equipment
Financing activities not affecting cash flows:
Conversion of convertible bonds into
ordinary shares
2025
2024
$ 101,626 $ 17,715
1,184
408
-(
1,184
$ 102,810$ 16,939
2025
2024
$ -$ 1,145,366
2024
$ 16,939
2024
$ 1,145,366
  1. Financing activities not affecting cash flows:

(XXIX) Changes in Liabilities from Financing Activities

January 1
Increase in short-term borrowings
Decrease in short-term notes and
bills payable
Repayments of long-term
borrowings
Declaration of cash dividends and
cash distribution from capital
surplus
Payment of cash dividends and cash
distribution from capital surplus
Repayments of principal portion of
lease liabilities
Increase in lease liabilities
December 31
2025
Short-term
borrowings
Short-term
notes and bills
payable

Dividends
payable and
cash
distributions
from capital
surplus
$ -

-

-

-

254,890

(254,890)

-

-
$ -
Long-term
borrowings
(including
those due
within one
year)
Lease liability
(current/non-
current)
$ 742,386
2,304,782
-
-
-
-
-
-
$ 130,000

-

(30,000)

-

-

-

-

-
$ 154,340

-

-

(45,205)

-

-

-

-
$ 26,229

-

-

-

-

-

(15,808)

10,861
$ 3,047,168 $ 100,000 $ 109,135 $ 21,282

~58~

2024 2024
Dividends Long-term
payable and borrowings
cash (including
Short-term distributions those due Lease liability
Short-term notes and bills from capital Corporate within one (current/non-
borrowings payable surplus bonds payable year) current)
January 1 $ 1,231,877 $ 200,000 $ - $ - $ 241,739 $ 25,329
Decrease in short-term borrowings ( 489,491) - - - - -
Decrease in short-term notes and bills
payable -( 70,000 ) - - - -
Repayments of long-term borrowings - - - - ( 87,399 ) -
Declaration of cash dividends and cash
distribution from capital surplus - - 140,297 - - -
Payment of cash dividends and cash
distribution from capital surplus ( 140,297 )
Increase in cash flows from financing
activities - - - 1,388,890 - -
Other non-cash changes - stock
options - - - ( 248,558 ) - -
Other non-cash changes - financial
assets measured at fair value through
profit or loss - - - ( 3,776 ) - -
Conversion of convertible corporate
bonds - - - ( 1,145,366 - -
Amortization of corporate bond
payable discount - - - 8,810 - -
Repayments of principal portion of
lease liabilities - - - - - ( 12,258)
Increase in lease liabilities - - - - - 17,230
Decrease in lease liabilities - - - - - ( 4,072)
December 31 $ 742,386 $ 130,000 $ - $ -$ 154,340 $ 26,229

VII. Related Party Transactions

(I) Names of Related Parties and Relationship

Related party name

Relationship with the Company

Subsidiaries:

DATACELL TECHNOLOGY LIMITED (DC)

TEAM JAPAN INC (TJ)

TEAM GROUP (SZ) INC. (TZ)

The Company's subsidiary

The Company's subsidiary

The sub-subsidiary of the Company's subsidiary

Other related parties:

TEAM RESEARCH INC (TR)

Hsia, Dann-Ning Chen, Ching-Wen PMK CAPITAL CO., LTD.

All directors, general managers and key management

The Company's Chairman and the chairman of the company are within second degree of kinship The Company's Chairman

The Company's general manager

The Company's Chairman and the chairman of the company are within second degree of kinship The Company's key management and governing body

~59~

(II) Significant Transactions with Related Parties

1. Operating revenue

Subsidiary-DC
Subsidiary-TJ
Subsidiary-TZ
Other related party-TR
2025
$ -
147,572
187,467
26,857
$ 361,896
2024
$ 45,463
186,921
17,417
124,924
$ 374,725
  • (1) Sales to the subsidiary-DC and other related party-TR, are conducted at prices agreed upon by both parties. Settlement terms are on a monthly basis, whereby accounts receivable and accounts payable are offset against each other, with the net balance settled in the following month.

  • (2) The transaction price to the subsidiaries, TJ and TZ, is based on the mutual agreement and collection term is 90 days after monthly billings.

  • (3) The major collection terms for general customer are in cash, cash on delivery or 7 to 60 days after monthly billings.

  • (4) Due to the sales area, the selling method to the final actual customer, Newegg (non-related party), is through sales to other related party, TR, and then resell to the final customer, Newegg. Starting from March 2024, Newegg transactions can be directly sold by the Company or through TR transactions.

The amount and component of the Company's sales to other related party, TR:

Through TR and then sales to final
customer, NewEgg (non-related party)
Sales to other related party-TR, directly
Accounts receivable/contract liabilities
Accounts receivable:
Subsidiary-TJ
Subsidiary-TZ
Other related party-TR
Contract liabilities:
Subsidiary-TJ
December 31,
2025
$ 15,525
11,332
$ 26,857
December 31,
2025
$ 22,333
135,538
-
$ 157,871
December 31,
2025
$ -
December 31,
2024
$ 81,491
43,433
$ 124,924
December 31,
2024
$ -
10,364
27,386
$ 37,750
December 31,
2024
$ 8,133
  1. Accounts receivable/contract liabilities

~60~

Due to the sales area, the selling method to the final actual customer, Newegg (nonrelated party), is through sales to other related party-TR, and then resell to the final customer, Newegg. TR is also entrusted with collection. Starting from March 2024, Newegg transactions can be directly sold by the Company or through TR transactions.

The amount and component of the Company's accounts receivable generated from sales to other related party-TR:

3. Through TR and then sales to final customer,
Newegg (non-related party)
Sales to other related party-TR, directly
Purchase of goods
Subsidiary-DC
Subsidiary-TD
December 31,
2025
$ -
-
$ -
2025
$ 1,808,946
3,154,686
$ 4,963,632
December 31,
2024
$ -
27,386
$ 27,386
2024
$ 684,939
-
$ 684,939
  • (1) The products that the Company purchases from its subsidiaries, DC and TD, are mainly raw materials and finished products. The purchase price is determined in accordance with mutual agreement and is not significantly different from general suppliers. The payment term is based on the accounts receivable/accounts payable of the subsidiary, DC, offsetting each other.

  • (2) The payment terms for general suppliers are in cash, cash on delivery or 30 to 120 days after monthly billings.

  • Accounts payable

Subsidiary-DC
Subsidiary-TD
December 31,
2025
$ 345,086
632,386
$ 977,472
December 31,
2024
$ 33,888
-
$ 33,888

~61~

5. Property transactions - acquisition of financial assets

2025

No. of Investment Listed items shares Objects amount SubsidiaryInvestments accounted for - DC using the equity method Equity $ -

2024

024
Subsidiary-
DC
Listed items
Investments accounted
for using the equity
method
No. of shares Objects

Equity
Investment
amount
3,432 thousand
shares
$ 14,224

6. Operating expenses/other payables

Due to the sales area, the selling method to the final actual customer, Newegg (nonrelated party), is through sales to other related party, TR, and then resell to the final customer, Newegg. For the years ended December 31, 2025 and 2024, the expenses incurred by the Company for after-sales services and collection services provided by another related party, TR, in the U.S. and Canada amounted to NT$8,588 and NT$7,840, respectively. As of December 31, 2025 and 2024, the other payables arising from the aforementioned transactions were both NT$0.

7. Other receivables

  • (1) The Company made payments on behalf of its subsidiaries for sample fees and shipping costs. As of December 31, 2025 and 2024, the other receivables were NT$113 and NT$31, respectively.

  • (2) The Company made payments on behalf of other related party-TR for packaging materials and shipping costs. As of December 31, 2025 and 2024, the other receivables were NT$0 and NT$311, respectively.

8. Operating expenses/prepaid expenses/refundable deposits

The Company signed short-term office lease contracts with PMK CAPITAL CO., LTD. The rental expenses were negotiated between both parties, with rental fees paid monthly. The rental expenses, prepaid rent, and refundable deposits for each period are as follows:

Rent expense 2025
$ 3,410
2024
$ 3,381

~62~

As of December 31, 2025 and 2024, other payables generated from the aforementioned transactions for the Company were both NT$0.

Prepaid rent
Refundable deposits
December 31,
2025
$ -
December 31,
2025
$ 624
December 31,
2024
$ 1,775
December 31,
2024
$ 592

9. Guarantee for financing

The Company's certain borrowings as of December 31, 2025 and 2024 were guaranteed

by the Chairman Hsia, Dann-Ning and General Manager Chen, Ching-Wen and their personal assets.

(III) Remuneration of Key Management Personnel

Short-term employee benefits
Post-employment benefits
2025
$ 76,347
432
$ 76,779
2024
$ 50,085
460
$ 50,545

VIII. Pledged Assets

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

Pledged asset
Carrying amount Carrying amount Purpose
December 31,
2025
December 31,
2024
Financial assets measured at amortized cost -
current
Financial assets measured at amortized cost -
non-current
Property, plant and equipment - land, buildings
and structures
$ 174,344
5,513
351,051
$ 138,207

9,220

302,646
Short-term
borrowings
Long-term
borrowings
Short- and
long-term
borrowings
$ 530,908 $ 450,073

~63~

IX. Significant Contingent Liabilities and Unrecognized Contractual Commitments

  • (I) Significant Contingent Liabilities

  • In early 2025, consumers in the United States filed a claim with the United States District Court for the Central District of California under consumer protection regulations, alleging that certain product specifications did not meet expectations. In June 2025, both parties reached a settlement. The Company's lawyer stated that, in January 2026, the plaintiff's attorney filed an unopposed motion seeking preliminary court approval of the settlement. A hearing on such motion is expected to take place in March 2026. The Company has estimated and recognized potential losses, reported under other gains and losses, with a corresponding provision recognized as current liabilities.

  • (II) Significant Unrecognized Contractual Commitments

  • As of December 31, 2025 and 2024, the Company has issued promissory notes for the credit facility of banks amounting to NT$3,122,920 and NT$2,679,045, respectively.

X. Losses due to Major Disasters

None.

XI. Significant Subsequent Events

  • (I) On February 25, 2026, the Company’s Board of Directors resolved to distribute earnings and cash from capital surplus. Please refer to Note 6(18) for details.

  • (II) The Company issued its fourth domestic secured convertible corporate bonds with a total amount of NT$2,000,000, which were listed for trading on the Taipei Exchange on January 15, 2026. Please refer to Note 6(13) for details.

~64~

XII. Others

(I) Capital Risk Management

The Company's capital management objectives are to ensure the continued operation of the Group, maintain the optimal capital structure to reduce the cost of capital, and provide returns for shareholders. 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 liabilities. The Company monitors capital on the basis of the gearing ratio. This ratio is calculated as total debt divided by total capital. The total debt represents total liabilities as reported in the consolidated balance sheet. Total capital is calculated as total "equity" plus total debt as reported in the consolidated balance sheet.

The Company's strategy in 2025 remained the same as that in 2024. As of December 31, 2025 and 2024, the Company's gearing ratio is disclosed in the parent company only balance sheet.

(II) Financial Instruments

  1. Types of financial instruments

  2. The financial assets of the Company (including cash and cash equivalents, financial assets measured at amortized cost - current, notes receivable, accounts receivable (including related parties), other receivables (including related parties), financial assets measured at amortized cost - non-current, and refundable deposits) and financial liabilities (including short-term borrowings, short-term notes and bills payable, notes payable, accounts payable (including related parties), other payables, corporate bonds payable, long-term borrowings (including those due within one year), and lease liabilities (current/non-current)) are detailed in the parent company only balance sheet and Note 6.

  3. Risk management policies

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

  5. (2) Risk management is carried out by the Company's treasury function in accordance with the policies approved by the Board of Directors. The Company's treasury function works closely with the Group's operating units to identify, evaluate and hedge financial risks.

~65~

  1. The nature and extent of the material financial risk

  2. (1) Market risk

    • A. Currency risk

      • (A) The Company operates internationally and is exposed to exchange rate risk arising from the transactions of the Group and its subsidiaries used in various functional currency, primarily with respect to the USD, JPY, and HKD. Foreign exchange rate risk arises from future commercial transactions and recognized assets and liabilities.

      • (B) Management of the Company has set up a policy to manage foreign exchange risk against its functional currency. The Company hedges its entire foreign exchange risk exposure through the its treasury function. Foreign exchange risk arises when future commercial transactions or recognized assets or liabilities are denominated in a currency that is not the entity's functional currency.

      • (C) The Company's businesses involve some non-functional currency operations (the Group's functional currency: NTD; other certain subsidiaries' functional currency: HKD, JPY and RMB). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:

(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
Investments accounted
for using equity method
JPY:NTD
HKD:NTD
USD:NTD
Financial liabilities
Monetary items
USD:NTD
December 31, 2025 December 31, 2025 December 31, 2025
Foreign
currency
amount (In
thousands)

Exchange
rate
Carrying
amount
(NT$)
147,912
78,625
11,433
473
154,939
31.4300
0.2008
4.0380
31.4300
31.4300
$ 4,648,874
$15,788
46,168
14,881
$ 4,869,733

~66~

(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
Investments accounted
for using equity method
JPY:NTD
HKD:NTD
USD:NTD
Financial liabilities
Monetary items
USD:NTD
December 31, 2024 December 31, 2024 December 31, 2024
Foreign
currency
amount (In
thousands)

Exchange
rate
Carrying
amount
(NT$)
102,163
241,681
13,715
297
127,485
32.7900
0.2100
4.2220
32.7900
32.7900
$ 3,349,925
$50,753
57,905
9,738
$ 4,180,233

  • (D) For the total exchange gain (loss), including realized and unrealized, arising from significant foreign exchange variation on the monetary items held by the Company for the years ended December 31, 2025 and 2024, please refer to Note 6 (22).

  • (E) Analysis of foreign currency market risk arising from significant foreign exchange variation is as follows:

(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
Financial liabilities
Monetary items
USD:NTD
2025 2025 2025
Sensitivity analysis
Degree of
**variation **
Effects on
profit (loss)
Effect on other
comprehensive
(loss) income

~67~

(Foreign currency:
functional currency)
Financial assets
Monetary items
USD:NTD
Financial liabilities
Monetary items
USD:NTD
2024
Sensitivity analysis
Degree of
variation
Effects on
profit (loss)
Effect on other
comprehensive
(loss) income
1%
$ 33,499 $ -
1%
($ 41,802)$ -

B. Price risk

  • (A) The Company’s equity instruments exposed to price risk are classified as financial assets at fair value through profit or loss. To manage its price risk arising from investments in financial instruments, the Company diversifies its investment portfolio in accordance with the limits set by the Company.

  • (B) The Company's investments in equity securities comprise shares issued by the domestic companies. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 1% with all other variables held constant, profit before tax for the years ended December 31, 2025 and 2024 would have been affected by NT$0, as a result of gains/losses on equity securities classified as financial assets at fair value through profit or loss.

C. Cash flow and fair value interest rate risk

  • (A) The Company's interest rate risk arises from short-term notes and bills payable and short-/long-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. The Company's borrowings at variable rate were denominated in NT$.

~68~

  - (B) As of December 31, 2025 and 2024, if the borrowing interest rate increased by 1% with all other variables held constant, pre-tax profit for the years ended December 31, 2025 and 2024 would have decreased by NT$32,563 and NT$10,267, respectively. The main factor is that floating-rate borrowings result in an increase in interest expense.
  • (2) Credit risk

  • A. Credit risk refers to the risk of financial loss to the Company arising from counterparties’ failure to fulfill their contractual obligations. It primarily arises from counterparties’ inability to settle accounts receivable and notes receivable in accordance with the agreed credit terms.

  • B. The Company manages credit risk on a company-wide basis. According to the Company's credit policy, each local entity in the Company is responsible for managing and analyzing the credit risk for each of their new customers before establishing payment and delivery terms. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are determined by the Board of Directors based on internal or external ratings and are subject to regular monitoring.

  • C. Based on historical experience, if the contract payments were past due over 31 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.

  • D. The Company applies the presumption in IFRS 9. When the contract payment is overdue for more than 91 days according to the agreed payment terms, it is deemed that a default has occurred.

  • E. The Company applies the simplified approach to estimate expected credit losses using a provision matrix in accordance with customer types.

  • F. The Company will continue to pursue legal proceedings to recover financial assets that are in default in order to preserve its rights as a creditor. After such recovery efforts, the Company writes-off the financial assets when there is no reasonable expectation of recovery.

  • G. The Company uses forward-looking information to adjust the loss rates established based on historical and current information for specific periods, and uses a provision matrix to estimate the allowance for expected credit losses on notes and accounts receivable. The provision matrix is as follows:

~69~

December 31, 2025
Expected loss rate
Notes receivable
Accounts receivable
Accounts receivable
- related parties
Total
Loss allowance

December 31, 2024
Expected loss rate
Notes receivable
Accounts receivable
Accounts receivable
- related parties
Total
Loss allowance
Not past due
0.21%

$ 342
4,043,566
157,871
$ 4,201,779
($ 8,424 ) (
Notpast due
0.03%

$ 41
909,470
37,750
$ 947,261
($ 269 ) (
1- 30 days
past due
6.24%

$ -
70,024
-
$ 70,024
$ 4,373 ) (
1- 30 days
past due
0.05%

$ -
58,355
-
$ 58,355
$ 17)
31 ~ 60 days
past due
61 ~ 90 days
past due
Over 91 days
past due
Total
77.09%
100.00%
100%
$ - $ - $ - $ 342
13,878
115
330
4,127,913
-
-
-
157,871
$ 13,878$ 115 $ 330 $ 4,286,126
$ 10,698 ) ($ 115 ) ($ 330 ) ($ 23,940)
31 ~ 60 days
past due
61 ~ 90 days
past due
Over 91 days
past due
Total
0.07%
0.09%-14.31% 100%
$ - $ - $ - $ 41
36
-
-
967,861
-
-
-
37,750
$ 36$ - $ - $ 1,005,652
$ -$ - $ -
($ 286)

The above aging analysis was based on past due date.

H. Changes in allowance for loss on notes receivable and accounts receivable under the simplified approach are as follows:

January 1
Expected credit impairment
(gain) loss
December 31
January 1
Expected credit impairment
(gain) loss
December 31
(3)
Liquidity risk
Notes receivable
$ -

-
$-
Notes receivable
$ -

-
$-

(


$


$



A. Cash flow forecasting is performed by each operating entities of the Company and aggregated by the Company treasury function. The Company's treasury function monitors rolling forecasts of the Company's liquidity requirements to ensure it has sufficient cash to meet operational needs.

~70~

  • B. The Company’s treasury function invests surplus funds in interest-bearing demand deposits and time deposits, with maturities or liquidity levels appropriate to meet the Company’s forecast liquidity requirements. The Company held money market position that are expected to readily generate cash inflows for managing liquidity risk.

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

December 31, 2025 December 31, 2024

Floating rate Expiring within one year $ 1,945,813 $ 2,053,414

  • D. The Company has no derivative financial liabilities. Except for those presented in the table below, all non-derivative financial liabilities have maturities within one year from the balance sheet date and their carrying amounts approximate those presented in the parent company only balance sheet. The amounts disclosed below represent the undiscounted contractual cash flows:

December 31, 2025

Non-derivative financial liabilities:
Lease liability (including current/non-current)
Long-term borrowings (including those due within
one year)
December 31, 2024
Non-derivative financial liabilities:
Lease liability (including current/non-current)
Long-term borrowings (including those due within
one year)
(III)
Fair Value Information
Within 1 year
$ 11,715
47,545
Within 1 year
$ 14,500
47,595
Between 1 and 2
years
$ 6,941
16,112
Between 1 and 2
years
$ 8,005
47,595
Between 2 and 5
years
$ 3,073
16,889
Between 2 and 5
years
$ 4,271
27,477
Over 5 years
Total
$ -
$ 21,729
36,592 117,138
Over 5 years
Total
$ -
$ 26,776
42,485 165,152
  1. The levels of the valuation techniques used to measure the fair value of financial and non-financial instruments are defined as follows:

  2. Level 1: The quoted price (unadjusted) is available to the enterprise in an active market for the same assets or liabilities on the measurement date. An active market refers to a market with sufficient frequency and volume of transactions to provide pricing information on an ongoing basis.

  3. Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly.

  4. Level 3: Unobservable inputs for the asset or liability.

~71~

  1. Financial instruments not measured at fair value

The carrying amounts of the Company's financial instruments not measured at fair value, including cash and cash equivalents, current financial assets at amortized cost, notes receivable, accounts receivable (including related parties), other receivables (including related parties), non-current financial assets at amortized cost, and refundable deposits, short-term borrowings, short-term notes and bills payable, notes payable, accounts payable (including related parties), other payables, corporate bonds payable, lease liability (current and non-current) and long-term borrowings (including current portion), approximate to their fair value.

  1. The financial and non-financial instruments measured at fair value are classified according to the nature, characteristics, risks and fair value levels of the assets and liabilities. Relevant information is as follows:

  2. (1) The Company's assets and liabilities are classified according to the nature. Relevant information is as follows:

    • The Company held financial liabilities at fair value through profit or loss - redemption rights on convertible bonds with amounts of NT$0 as of December 31, 2025 and 2024.
  3. (2) The methods and assumptions the Company used to measure fair value are as follows:

    • A. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value determined using valuation techniques may be based on the current fair value of financial instruments with similar terms and characteristics, discounted cash flow method, or other valuation methods, which incorporate market information available at the balance sheet date.
  4. For the years ended December 31, 2025 and 2024, there was no transfer between Level 1 and Level 2.

  5. For the years ended December 31, 2025 and 2024, there was no transfer into or out from Level 3.

(IV) Other Matters

None.

~72~

XIII. Additional Disclosures

(I) Information on Significant Transactions

  1. Loans to others: Please refer to Table 1.

  2. Endorsements and guarantees for others: Please refer to Table 2.

  3. Holding of significant marketable securities at the end of the period (excluding investments in subsidiaries, associates, and joint ventures): None.

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

  5. Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: Please refer to Table 4.

  6. Intercompany relationships and significant intercompany transactions: Please refer to Table 5.

(II) Information on Investees Companies

Names, locations and other information of investee companies (excluding investees in Mainland China): Please refer to Table 6.

(III) Information on Investments in Mainland China

  1. Basic information: Please refer to Table 7.

  2. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland China: Please refer to Note 13(1)6.

XIV. Operating Segment Information

N/A.

~73~

TEAM GROUP INC.

Loans to Others

For the Year Ended December 31, 2025

Table 1

Unit: NT$ thousand (Unless otherwise specified)

No. Lendingcompany Borrower Account Related
party

Current
highest
amount
Balance at
the end of
theperiod
Actual
amount
used
Interest
rate
range

Nature
of loan


Amount of
business
transactions

Reason for
short-term
financing
necessity


Provision
for loss
amount
Collateral Collateral
Individual
lending limit
(Note 2)
Ceiling on total
loans granted
(Note 2)
Notes

Item

Value
0
0
0
Team Group Inc.
Team Group Inc.
Team Group Inc.
DATACELL TECHNOLOGY
LIMITED
TEAM GROUP (SZ) INC.
TEAM DATASOLUTION USA INC.
Other receivables -
related parties
Other receivables -
related parties
Other receivables -
related parties

Y

Y

Y
$ 50,000
50,000
530,000
$ 50,000
50,000
530,000
$ -
-
-
2.00%
2.00%
2.00%
Note 1
Note 1
Note 1
$ -
-
-
Working
capital
Working
capital
Working
capital
$ -
-
-
N/A
N/A
N/A
$ -
-
-
$ 1,940,260
1,940,260
1,940,260
$ 3,380,521Note
3
3,380,521Note
4
3,380,521Note
5

Note 1: For short-term financing.

Note 2: In accordance with the Group's procedures for provision of loans, calculation for limit on loans granted to a single party and ceiling on total loans granted is as follows:

  1. Ceiling on total loans granted: The loans shall not exceed 80% of the net assets value of the Company.

  2. Limit on loans to a single party:

    • (1) For entities with business relationship: The limit shall not exceed the amount of business transactions between the Company and such entity in the most recent year.

    • (2) For entities requiring short-term financing: The limit shall not exceed 40% of the net assets value of the Company. For loans between the foreign companies in which the Company directly or indirectly holds 100% of the voting shares, such loans are not subject to the 40% of the Company's net assets.

  3. Note 3: The Board approved a loan to DATACELL TECHNOLOGY LIMITED for NT$50,000 on August 7, 2025. As of December 31, 2025, the loan had not yet been drawn down.

Note 4: The Board approved a loan to TEAM GROUP (SZ) INC. for NT$50,000 on August 7, 2025. As of December 31, 2025, the loan had not yet been drawn down.

Note 5: The Board approved a loan to TEAM DATASOLUTION USA INC. for NT$530,000 on August 7, 2025. As of December 31, 2025, the loan had not yet been drawn down.

Table 1, page 1

TEAM GROUP INC.

Endorsements and Guarantees Provided to Others For the Year Ended December 31, 2025

Table 2
No.
Endorser/
Guarantor
Table 2
No.
Endorser/
Guarantor
Endorsee/Guarantee Endorsee/Guarantee Limit on endorsements/
guarantees provided to
a single enterprise
(Note 1)

Maximum amount
endorsed/
guaranteed during
theperiod

Outstanding
balance at
end of
period

Actual
amount
used
Amount endorsed/
guaranteed by
collateral

Ratio of
accumulated
endorsement/
guarantee to net
assets in the most
recent financial
statements

Ceiling on total
amount of
endorsements/
guarantees(Note 2)
Endorsement/
Guarantee
given by the
parent to
subsidiaries
Unit: NT$ thousand
(Unless otherwise specified)
Endorsement/
Guarantee given by
subsidiaries to the
parent
Endorsement/
Guarantee
given to
Mainland
China
Notes
N
N
Note
3
Unit: NT$ thousand
(Unless otherwise specified)
Endorsement/
Guarantee given by
subsidiaries to the
parent
Endorsement/
Guarantee
given to
Mainland
China
Notes
N
N
Note
3
Company Relationship
0 Team Group Inc. TEAM
DATASOLUTION
USA INC.
Companies in
which the
Company
directly or
indirectly holds
more than ninety
percent of the
voting shares.
$ 970,130 $ 332,100 $ 314,300 $ - $ -
6.48
$ 2,425,326
Y
N N
Note
3

Note 1: For the amount of endorsements and guarantees provided to a single enterprise, where the Company has a parent-subsidiary relationship with the endorsing/guaranteeing company, such amount shall not exceed 20% of the Company's net worth as stated in its latest financial statements audited or reviewed by CPAs.

  • Note 2: The Company's accumulated total amount of endorsements and guarantees shall not exceed 50% of the Company's net worth as stated in its latest financial statements audited or reviewed by CPAs.

  • Note 3: The Board of Directors approved on November 7, 2024 to provide endorsements and guarantees for TEAM DATASOLUTION USA INC. in the amount of NT$327,900, which is expected to expire on November 6, 2026. As of December 31, 2025, no amount has been drawn.

Table 2, page 1

TEAM GROUP INC.

Purchases and Sales with Related Parties Amounting to NT$100 Million or More or 20% or More of Paid-in Capital

For the Year Ended December 31, 2025

Table 3

Unit: NT$ thousand (Unless otherwise specified)

Transaction details
Purchaser/seller
Counterparty
Relationship
Purchases
(sales)
Amount
% to total purchases
or sales
Team Group Inc.
DATACELL TECHNOLOGY
LIMITED
The Company's
subsidiary
Purchase of
goods
$ 1,808,946
8.53%
Team Group Inc.
TEAM DATASOLUTION USA
INC.
The Company's
subsidiary
Purchase of
goods
3,154,686
9.62%
Team Group Inc.
TEAM JAPAN INC.
The Company's
subsidiary
(Sales)
( 147,572)
(0.72%)
Team Group Inc.
TEAM GROUP (SZ) INC.
The sub-subsidiary of the
Company's subsidiary
(Sales)
( 187,467)
(0.92%)
DATACELL TECHNOLOGY
LIMITED
Team Group Inc.
Parent company
(Sales)
( 1,808,946)
(100.00%)
TEAM DATASOLUTION USA
INC.
Team Group Inc.
Parent company
(Sales)
( 3,154,686)
(100.00%)
TEAM JAPAN INC.
Team Group Inc.
Parent company
Purchase of
goods
147,572
100.00%
TEAM GROUP (SZ) INC.
Team Group Inc.
Parent company
Purchase of
goods
187,467
100.00%
Transaction details
Purchaser/seller
Counterparty
Relationship
Purchases
(sales)
Amount
% to total purchases
or sales
Team Group Inc.
DATACELL TECHNOLOGY
LIMITED
The Company's
subsidiary
Purchase of
goods
$ 1,808,946
8.53%
Team Group Inc.
TEAM DATASOLUTION USA
INC.
The Company's
subsidiary
Purchase of
goods
3,154,686
9.62%
Team Group Inc.
TEAM JAPAN INC.
The Company's
subsidiary
(Sales)
( 147,572)
(0.72%)
Team Group Inc.
TEAM GROUP (SZ) INC.
The sub-subsidiary of the
Company's subsidiary
(Sales)
( 187,467)
(0.92%)
DATACELL TECHNOLOGY
LIMITED
Team Group Inc.
Parent company
(Sales)
( 1,808,946)
(100.00%)
TEAM DATASOLUTION USA
INC.
Team Group Inc.
Parent company
(Sales)
( 3,154,686)
(100.00%)
TEAM JAPAN INC.
Team Group Inc.
Parent company
Purchase of
goods
147,572
100.00%
TEAM GROUP (SZ) INC.
Team Group Inc.
Parent company
Purchase of
goods
187,467
100.00%
Terms different from normal
transactions
Notes/accounts receivable (payable)
Credit period
Unit price
Credit period
Balance
% to total
notes/accounts
receivable(payable)
Notes
Note 1
As agreed
upon by both
parties
Normal
($ 345,086)
(5.83%)
-
Note 2
As agreed
upon by both
parties
Normal
( 632,386)
(11.03%)
-
Note 2
As agreed
upon by both
parties
Normal
22,333
(100.00%)
-
Note 2
As agreed
upon by both
parties
Normal
135,538
(100.00%)
-
Note 1
As agreed
upon by both
parties
Normal
345,086
99.63%
Note 2
As agreed
upon by both
parties
Normal
632,386
100.00%
Note 2
As agreed
upon by both
parties
Normal
( 22,333)
0.54%
Note 2
As agreed
upon by both
parties
Normal
( 135,538)
3.28%
8.53%
9.62%
(0.72%)
(0.92%)
(100.00%)
(100.00%)
100.00%
100.00%

Note 1: Settled in the following month after monthly offsetting of accounts receivable and accounts payable with DATACELL TECHNOLOGY LIMITED. Note 2: The collection term is 90 days after monthly billings.

Table 3, page 1

TEAM GROUP INC.

Receivables from Related Parties Amounting to NT$100 Million or More or 20% or More Paid-in Capital

For the Year Ended December 31, 2025

Unit: NT$ thousand (Unless otherwise specified)

Table 4
The company with recorded
receivables
Counterparty
Relationship
Team Group Inc.
TEAM GROUP (SZ) INC.
The sub-subsidiary of
the Company's
subsidiary
Balance of receivables from
relatedparties
Turnover
rate
2.57
Overdue receivables from related parties
Amount
Treatment method
$ -
N/A
Subsequent collections of
receivables from related parties
$ -
Unit: NT$ thousa
(Unless otherwise specifi
Provision for loss amount

$

Amount
-
$ 135,538 $ -

Table 4, page 1

Table 5

TEAM GROUP INC.

Related Party Transactions and Significant Intercompany Transactions Between the Parent Company and Subsidiaries and Among Subsidiaries

For the Year Ended December 31, 2025

Unit: NT$ thousand (Unless otherwise specified)

Number
(Note 1)
Company Name
Counterparty
0
Team Group Inc.
DATACELL TECHNOLOGY LIMITED
0
Team Group Inc.
DATACELL TECHNOLOGY LIMITED
0
Team Group Inc.
TEAM JAPAN INC.
0
Team Group Inc.
TEAM JAPAN INC.
0
Team Group Inc.
TEAM GROUP (SZ) INC.
0
Team Group Inc.
TEAM GROUP (SZ) INC.
0
Team Group Inc.
TEAM DATASOLUTION USA INC.
0
Team Group Inc.
TEAM DATASOLUTION USA INC.
Relationship with the
counterparty (Note 2)
1
1
1
1
1
1
1
1
Transaction details Transaction details
Financial statement account
Purchase of goods
$ Accounts payable

Sales revenue

Accounts receivable

Sales revenue

Accounts receivable

Purchase of goods

Accounts payable
Amount
1,808,946
345,086
147,572
22,333
187,467
135,538
3,154,686
632,386
Transaction terms (Note 4)
% of consolidated total
operating revenues or total
assets (Note 3)
2
8.86%
1
2.30%
2
0.72%
3
0.15%
2
0.92%
3
0.90%
2
15.00%
3
4.21%
  • Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:

  • Parent company is "0."

  • The subsidiaries are numbered in order starting from "1."

Note 2: Relationship between transaction company and counterparty is classified into the following three categories; fill in the number of category each case belongs to (If transactions between parent company and subsidiaries or between subsidiaries refer to the same transaction, it is not required to disclose twice. For example: For transactions between the parent company and subsidiaries, if the parent company has already disclosed the information, the subsidiaries do not need to disclose it again; for transactions between subsidiaries, if one subsidiary has already disclosed the information, the other subsidiary does not need to disclose it again):

  1. Parent company to subsidiary.

  2. Subsidiary to parent company.

  3. Subsidiary to subsidiary.

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 period to consolidated total operating revenues for income statement accounts.

  • Note 4: The mutual transaction terms between parent company and subsidiaries are as follows:

  • After offsetting with purchases monthly, receiving and paying in the following month.

  • Prices are determined in accordance with mutual agreement.

  • The collection term is 90 days after monthly billings.

  • Note 5: Individual transaction representing less than 1% of the Group's total consolidated operating revenues or total assets are not disclosed.

  • Note 6: For information regarding the financing activities between the parent company and its subsidiaries, as well as among the subsidiaries, please refer to the details provided in Schedule (1) Loans to Others and Schedule (2) Endorsements/Guarantees Provided to Others.

Table 5, page 1

TEAM GROUP INC.

Names, Locations and Other Information of Investee Companies (Excluding Investees in Mainland China)

For the Year Ended December 31, 2025

Table 6

Unit: NT$ thousand (Unless otherwise specified)

Original investment amount Original investment amount Held at End of Period Held at End of Period
Investment (loss)
Income (Loss) of income recognized
Main businesses End of current investee in the for the current
Name of Investor Investee company Location and products period End of last year Number of shares
Carrying amount
current period period Notes
Team Group Inc. DATACELL TECHNOLOGY Hong Kong Sales of electronic $ 108,030 $ 108,030 27,622,000 100.00 $ 46,168 $ 14,454 $ 11,426
LIMITED components and
electronic products
Team Group Inc. TEAM JAPAN INC. Japan Sales of electronic 5,566 5,566 200 100.00 15,788 ( 6,571) ( 6,571)
components and
electronic products
Team Group Inc. TEAM DATASOLUTION USA U.S.A. Sales of electronic 9,432 9,432 500 100.00 14,881 5,494 5,494
INC. components and
electronic products

Table 6, page 1

Team Group Inc.

Information on Investments in Mainland China - Basic Information

For the Year Ended December 31, 2025

Table 7

Unit: NT$ thousand (Unless otherwise specified)

Remitted or repatriated amount of investment for the period Accumulated Accumulated investment investment % of amount remitted amount remitted ownership in Investment Carrying amount Repatriated Investment from Taiwan at from Taiwan at Income (Loss) of direct or income (loss) of investment at investment Main businesses and method the beginning of the end of the investee in the indirect recognized for the end of the income as of the Investee company products Paid-in capital (Note 1) the period Remittance Repatriated period current period investment the current period period end of the period Notes TEAM GROUP (SZ) INC. Sales of electronic $ 82,295 Note 1 $ 82,295 $ - $ - $ 82,295 $ 10,995 100.00 $ 10,995 $ 24,224 $ - Note components and 2 electronic products

Note 1: Through investing in DATACELL TECHNOLOGY LIMITED, an existing company in the third area, which then invested in the investee in Mainland China.

Note 2: Investment income (loss) recognized in the current period was based on the investees' financial statements which were audited and attested by the Company's CPA.

Company
Team Group Inc.
Accumulated outward remittance for investments from Taiwan to
Mainland China at the end of theperiod
$ 82,295
Investment Amounts Authorized by the Department of
Investment Review,MOEA
$ 81,798
Upper Limit on the Amount of Investment Stipulated by the
Department of Investment Review,MOEA(Note 4)
$ 2,910,391

Based on the limits prescribed by the Securities and Futures Commission, Ministry of Finance (90) Tai-Cai-Zheng (1) No. 006130 dated November 16, 2001.

Table 7, page 1

TEAM GROUP INC. Statement of Cash and Cash Equivalents December 31, 2025

December 31, 2025
Statement 1
Item
Cash on hand and petty cash
Demand deposits
- NT$ deposits
- Foreign deposits
- Time deposits
Description
US$ 8,598 (thousand dollars), exchange rate
31.43
US$ 9,000 (thousand dollars), exchange rate
31.43
Unit: NT$ thousand
Amount
$ 75
54,453
270,242
282,870
$ 607,640

Statement 1, page 1

TEAM GROUP INC. Statement of Accounts Receivable December 31, 2025

Unit: NT$ thousand

Statement 2
Customer Name
Non-related parties
US-096
US-170
TW-208
Others
Less: loss allowance
Related parties
TEAM GROUP (SZ) INC.
TEAM JAPAN INC
Less: loss allowance
Description Amount
$ 1,978,892
638,579
222,279
1,288,163
4,127,913
( 23,940)
$ 4,103,973
$ 135,538
22,333
157,871
-
$ 157,871
Unit: NT$ thousand
Notes
Balance of each
customer has not
exceeded 5% of
total accounts
receivable

Statement 2, page 1

TEAM GROUP INC. Statement of Inventories December 31, 2025

Unit: NT$ thousand

TEAM GROUP INC.
Statement of Inventories
December 31, 2025
TEAM GROUP INC.
Statement of Inventories
December 31, 2025
Statement 3
Item
Raw materials
Semi-finished goods
Finished goods
Inventory in transit
Less: Allowance for
inventory valuation loss
Amount
Cost
$ 3,410,546
2,163,916
1,022,236
3,063,058
9,659,756
( 524,802)
$ 9,134,954
Net realizable
value
$ 4,002,738




3,542,558
2,622,060
3,063,058
$ 13,230,414

Notes

Net realizable value is determined as the estimated selling price less the estimated costs of completion and the estimated costs necessary to make the sale.

Statement 3, page 1

TEAM GROUP INC.

TEAM GROUP INC.
Statement 4
Type of Borrowings
Description
Statement of Short-Term Borrowings
December 31, 2025
Balance at the end
of theperiod
Contractperiod
Interest rate range
Unit: NT$ thousand
Credit line
Collateral and
guarantee
Notes
Secured borrowings
Unsecured
borrowings
$ 2,142,019 Expiring within one year 1.900%~4.627%
905,149 Expiring within one year 1.885%~4.694%
$ 3,047,168
$ 3,722,981 Please refer to Note 8
1,270,000 None
$ 4,992,981

Statement 4, page 1

TEAM GROUP INC.

Statement of Accounts Payable December 31, 2025

Statement 5
Item
Non-related parties
C-094
Others
Related parties
DATACELL TECHNOLOGY
LIMITED
TEAM DATASOLUTION USA
INC.
Description Amount
$ 4,533,104
377,510
$ 4,910,614
$ 345,086
632,386
$ 977,472
Unit: NT$ thousand
Notes
Balance of each supplier
has not exceeded 5% of
total account balance

Statement 5, page 1

TEAM GROUP INC. Statement of Operating Revenue For the Year Ended December 31, 2025

Unit: NT$ thousand

Statement 6
Item
Total sales revenue
DRAM (Dynamic Random Access Memory)
FLASH (Nand Flash)
Others
Volume
7,529 thousand
pieces
5,067 thousand
pieces/thousand cells
9,815 thousand
pieces

Statement 6, page 1

TEAM GROUP INC. Statement of Operating Costs For the Year Ended December 31, 2025

For the Year Ended December 31, 2025 2025
Statement 7 Unit: NT$ thousand
Item Amount
Beginning raw materials and inventory in
transit $ 2,818,460
Add: Raw materials purchased in the current
period 12,439,792
Miscellaneous receipt 14,525
Gain on physical inventory for raw
materials 8
Less: Ending raw materials and goods in
transit ( 6,473,604)
Transferred to expenses ( 23,574)
Raw materials sold ( 8,403,259)
Consumption of materials for the period 372,348
Direct labor 59,717
Manufacturing expense 336,413
Manufacturing cost 768,478
Add: Beginning semi-finished goods 1,743,781
Raw materials purchased in the period 8,723,216
Miscellaneous receipt 6,480
Less: Ending semi-finished goods ( 2,163,916)
Semi-finished goods sold ( 2,659,422)
Transferred to expenses ( 171,099)
Cost of finished goods 6,247,518
Add: Beginning finished goods 876,552
Purchase of goods in the period 166,523
Miscellaneous receipt 2,269
Less: Ending finished goods ( 1,022,236)
Transferred to expenses ( 14,853)
Cost of goods manufactured and sold 6,255,773
Cost of raw materials and semi-finished
goods sold 11,062,681
17,318,454
Other adjustments:
Gain on physical inventory ( 8)
Inventory obsolescence and valuation
losses 249,622
Revenue from sales of scraps ( 11,342)
Total operating costs $ 17,556,726

Statement 7, page 1

TEAM GROUP INC.

Statement of Manufacturing Expenses For the Year Ended December 31, 2025

Unit: NT$ thousand

Statement 8
Item
Description
Processing fees
Wages and salaries
(indirect labor)
Others
Unit: NT$ tho
Amount
Notes
$ 236,611
35,602
64,200
No individual item
exceeds 5% of this
account balance
$ 336,413

Statement 8, page 1

TEAM GROUP INC. Statement of Operating Expenses For the Year Ended December 31, 2025

Statement 9

Unit: NT$ thousand

Item
Selling and
marketing
expenses
Salaries
$ 202,721
Advertisement expense 77,479
Import/export expense 148,729
Labor service expense 376,369
E-commerce
marketing fees
219,656
Expected credit
impairment (gain) loss -
Other expenses
64,320
$1,089,274
Item
Selling and
marketing
expenses
Salaries
$ 202,721
Advertisement expense 77,479
Import/export expense 148,729
Labor service expense 376,369
E-commerce
marketing fees
219,656
Expected credit
impairment (gain) loss -
Other expenses
64,320
$1,089,274
General and
administrative
expenses
Research and
development
expenses
$ 115,917 $ 61,937
69 -
- -
7,513 865
- -
- -

135,181
20,468
General and
administrative
expenses
Research and
development
expenses
$ 115,917 $ 61,937
69 -
- -
7,513 865
- -
- -

135,181
20,468


Expected
credit
impairment
loss
$ -
-
-
-
-
23,654

-

Total
$ 380,575
77,548
148,729
384,747
219,656
23,654
219,969
$1,454,878
Notes
No individual item
exceeds 5% of this
account balance

$1,089,274


$ 258,680



$ 83,270


$ 23,654

Statement 9, page 1

TEAM GROUP INC.

Summary Statement of Current Period Employee Benefits, Depreciation, Depletion and Amortization Expenses by Function (continued) For the Year Ended December 31, 2025

Statement 10

Unit: NT$ thousand

By function
By nature
2025 2024
Operating costs Operating expenses
Total
Operating costs Operating expenses
Total
Employee benefit expenses
Salaries $95,319 $380,575 $475,894 $80,088 $291,830 $371,918
Labor and health insurance
premiums
8,770 22,550 31,320 7,970 21,278 29,248
Pension expenses 3,317 11,258 14,575 3,135 10,178 13,313
Directors' remuneration - 24,282 24,282 - 12,736 12,736
Other employee benefit expenses 4,097 25,376 29,473 4,390 22,489 26,879
Subtotal $111,503 $464,041 $575,544 $95,583 $358,511 $454,094
Depreciation expense 20,091 18,410 38,501 15,890 12,804 28,694
Amortization - 2,964 2,964 - 2,440 2,440
Note:
  1. In the current year and previous year, the Company had 450 and 422 employees in average, including 6 and 6 non-employee directors, respectively.

  2. Companies whose stock is listed on TWSE or traded on TPEx should provide additional disclosures of the following information:

  3. (1) The average employee benefit expenses for the current year was NT$1,243 (calculated as "total employee benefit expenses for the current year minus total directors’ remuneration" divided by "the number of employees for the current year minus the number of directors not concurrently serving as employees").

    • The average employee benefit expenses for the previous year was NT$1,061 (calculated as "total employee benefit expenses for the previous year minus total directors’ remuneration" divided by "the number of employees for the previous year minus the number of directors not concurrently serving as employees").
  4. (2) The average employee salaries for the current year was NT$1,073 (calculated as "total salaries for the current year" divided by "the number of employees for the current year minus the number of directors not concurrently serving as employees"). The average employee salaries for the previous year was NT$894 (calculated as "total salaries for the previous year" divided by "the number of employees for the previous year minus the number of directors not concurrently serving as employees").

Statement 9, page 2

TEAM GROUP INC.

Summary Statement of Current Period Employee Benefits, Depreciation, Depletion and Amortization Expenses by Function (continued) For the Year Ended December 31, 2025

Statement 10 Unit: NT$ thousand

  • (3) Adjustments of average employee salaries was 20% (calculated as "employee salaries in current year minus the average employee salaries in previous year"divided by "the average employee salaries in previous year").

  • (4) The supervisors' remuneration in current year was NT$0. The supervisors' remuneration in previous year was NT$0. (As the Company has established an Audit Committee, no supervisors’ remuneration is applicable.)

  • (5) The Company's salary and remuneration policy (including directors, managers and employees) is as follows:

  • A. Salary and remuneration policy of directors:

  • In accordance with the Article 20 of the Company’s Articles of Incorporation, where the Company has profits for the year, no more than 1% of such profits shall be allocated as directors’ remuneration. However, if the Company has accumulated losses, an amount shall first be reserved to cover such losses. The distribution shall be subject to approval by the Board of Directors and reported to the shareholders’ meeting.

  • B. Salary and compensation policy of managers:

    • (a) The Company conducts annual reviews and benchmarking against industry peers to ensure its remuneration remains competitive, with the aim of attracting, motivating, and retaining talent. The Company's remuneration structure comprises fixed and variable components. In determining remuneration, the Company considers each manager’s qualifications, including professional ability, industrial experiences and educational background, as well as key factors such as prevailing compensation levels for comparable positions in the industry, supply and demand of human resources, talent retention, future development potential, and contributions to the Company. Annual performance is also taken into account in determining remuneration.

    • (b) Employees' compensation is in accordance with the Article 20 of the Company’s Articles of Incorporation. Where the Company has profits for the year, after offsetting accumulated losses, no less than 0.5% of the remaining amount shall be allocated as employees’ remuneration. Such remuneration is subject to approval by the Board of Directors and shall be reported to the shareholders’ meeting.

  • C. Salary and remuneration policy of employees:

    • (a) The Company conducts annual reviews and benchmarking against industry peers to ensure its remuneration remains competitive, with the aim of attracting, motivating, and retaining talent. The Company’s remuneration structure comprises fixed and variable components. In determining remuneration, the Company considers each employee’s qualifications, including professional ability, industry experience, and educational background, as well as key factors such as prevailing compensation levels for comparable positions in the industry, supply and demand of human resources, talent retention, future development potential, and contributions to the Company.

    • (b) Employees' compensation is in accordance with the Article 20 of the Company’s Articles of Incorporation. Where the Company has profits for the year, after offsetting accumulated losses, no less than 0.5% of the remaining amount shall be allocated as employees’ remuneration. Such remuneration is subject to approval by the Board of Directors and shall be reported to the shareholders’ meeting.

Statement 9, page 3