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TEX YEAR — AGM Information 2026
Jun 5, 2026
52420_rns_2026-06-05_b77ac2f4-74ac-4fc4-b2c9-f32a5a3a3402.pdf
AGM Information
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TEX YEAR INDUSTRIES INC.
2026 Regular Shareholders' Meeting
(Translation)
Note to Readers: 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 version shall prevail.
Date: Friday, May 29, 2026
Time: 9:30 a.m. Taipei time
Place: 4F., No. 9, Wuquan 6th Rd., New Taipei Industrial Park, New Taipei City, Taiwan (Meeting Room on the 4th Floor of the Company).
Shareholders present:
58,556,526 shares were represented by the shareholders and proxies present (including 46,707,729 shares represented by shareholders executing voting rights through e-voting), which amounted to 51.13% of the Company's 114,516,037 issued and outstanding shares.
Chairman: Hsiao, Hsiang-Chih
Recorder: Lei, Pei-Lin
Attendance:
Directors present:
Hsiao, Hsiang-Chih (Chairman), Hsiao, Hsiang-Ting (Representative of Tex Yuan Investment Co., Ltd. Representative), Lai, Chih-Hung (Director), Huang, Li-Hung (Director), Peter Sterling Melendy (Representative of Adhesive Technologies, Inc. Representative), Chen, Cheng-Jen (Director), Weng, Wei-Chun (Director), Chien, Ho-Ying (Chairman of the Audit Committee, Independent Director), Tseng, Tsai-Wei (Chairman of the Remuneration Committee, Independent Director), Lin, Shu-Chuan (Chairman of Ethical Corporate Management, Independent Director), Hsu, Chih-Chiang (Member of the Corporate Sustainability Committee, Independent Director). More than one-half of all 11 directors are in attendance.
In attendance: CFO Kao, Chih-Wen, CPA of Deloitte & Touche Taipei, Taiwan Republic Yu, Chih-Feng.
- Chairman of the Meeting announced that the aggregate shareholding of the shareholders presents in person or by proxy constituted a quorum. The Chairman called the meeting to order.
- Chairman's opening speech: (Omitted)
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- Report Matters
(1). The Company’s 2025 Business Report. Please kindly review.
Explanation: Please refer to Attachment 1 on pages 10-20 of the Handbook for the 2025 Business Report.
(2). The Company’s 2025 Audit Committee Review Report. Please kindly review.
Explanation: Please refer to Attachment 2 on page 21 of the Handbook for the 2025 Audit Committee’s Review Report.
(3). Report of the distribution of employee remuneration and directors’ and supervisors’ remuneration for 2025. Please kindly review.
Explanation:
(i) The Company’s distribution of directors’ remuneration and employee remuneration for 2025 was approved in the Board of Directors’ meeting on March 12, 2026 and will be distributed in cash.
(ii) The employee remuneration and directors’ remuneration are NT$6,612,163 and NT$2,204,054, respectively. From the aforementioned employee remuneration, an amount of no less than NT$1,322,433 shall be allocated as remuneration for entry-level employees.
(4). Report on the 2025 cash dividend distribution from earnings. Please kindly review.
Explanation:
(i) Pursuant to Article 23 of the Articles of Incorporation, cash dividends may be distributed with the approval of a board meeting attended by at least two-thirds of the directors and a majority of the attending directors.
(ii) The Company’s profit distribution NT$45,806,415 in cash dividends to shareholders in 2025 was calculated based on 114,516,037 outstanding shares as of the end of February 2026, and a cash dividend of NT$0.4 per share was distributed.
(iii) The cash dividends are calculated according to the matching ratio, rounded up below one $NT, and the remaining amount less than one yuan is adjusted according to the principle of fairness from the largest to the smallest decimal point and the order of the account number from front to back, until it meets the requirements of cash dividends. with total debt. If the dividend payout ratio is subsequently affected by a change in the number of outstanding shares due to the subsequent purchase of the Company’s shares, transfer or cancellation of treasury shares, or cash capital increase and exercise of employee stock warrants, it is proposed that the Board of Directors authorize the Chairman to handle all matters related to such a change with full authority.
Summary of shareholder inquiries: No inquiries were raised by shareholders.
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4. Recognition Items
Proposal 1 (Proposed by the Board of Directors)
Subject: 2025 business report and financial statements, acknowledgment is respectfully requested.
Explanation:
(i) The Company's 2025 consolidated financial statements and individual financial statements, which have been audited by CPAs, Tsai, Yu-Ling and Yu, Chih-Feng of Deloitte Taiwan, together with the business report, were approved by the Board of Directors, submitted to and reviewed by the Audit Committee, and the Audit Report has been issued accordingly.
(ii) Please refer to Attachment 1 on pages 10-20, Attachment 3 and Attachment 4 on pages 22-39 of the Handbook for the 2025 Business Report, Independent Auditor's Report and financial statements.
(iii) Acknowledgment is respectfully requested.
Summary of shareholder inquiries: No inquiries were raised by shareholders.
Voting Results:
Shares represented at the time of voting: 58,556,526
| Voting Result | Proportion to the total represented shares present |
|---|---|
| Votes in favor : 57,117,983 votes | |
| (including e-voting : 45,335,980 votes) | 97.54% |
| Votes in against: : 130,457 votes | |
| (including e-voting : 130,457 votes) | 0.22% |
| Votes in invalid : 1,308,086 votes | |
| (including e-voting : 1,241,292 votes) | 2.23% |
| Votes abstained : 0 votes | 0.00% |
Resolved, the proposal was 97.54% of the votes in favor represented by the shareholders present, and the "2025 business report and financial statements" be and hereby were accepted as submitted.
Proposal 2 (Proposed by the Board of Directors)
Subject: 2025 earnings distribution plan, acknowledgment is respectfully requested.
Explanation:
(i) The Company's 2025 earnings distribution plan was approved in the Board of Directors meeting on March 12, 2026, and the proposed earnings distribution plan in compliance with the Articles of Incorporation is as follows:
| Unit: NT$ | |
|---|---|
| Undistributed earnings at the beginning of the period (a) | $ 109,394,381 |
| Add: Comprehensive income transferred to retained earnings - Actuarial gains from defined benefit plans for the year (b) | 810,664 |
| Profit after adjustment for the beginning year (c=a+b) | 110,205,045 |
| Add: Profit after tax in 2025 (d) | 85,139,109 |
| Less: Appropriation of 10% as legal reserve (e) = (b + d) x 10% | (8,594,977) |
| Less: Reversal of special reserve to earnings (f) | (1,603,176) |
| Distributable earnings for the period (g) = (c + d - e + f) | 185,146,001 |
| Distribution items: | |
| Less: Dividend (h)- cash- NT$0.4 per share | (45,806,415) |
| Undistributed earnings at the end of the period (i)=(g-h) | $ 139,339,586 |
| 1. If there is a surplus in the annual final accounts, in addition to the tax paid in accordance with the law, the losses of the previous year shall be made up first, and the second increase of 10% shall be the statutory surplus reserve, but when the statutory surplus reserve has reached the amount of paid-in capital, it may not be mentioned. After the special surplus reserve is also listed or reversed in accordance with the law, and the undistributed surplus accumulated in the same year as the previous year, it shall be retained or distributed by the resolution of the shareholders' meeting. | |
| 2. For the 2025 earning distribution, it is intended to provide NT$45,806,415 to distribute cash dividends NT$0.4 per share, based on the paid-in capital 114,516,037 shares at the end of February 2026. | |
| Chairman: Hsiao, Hsiang-Chih President: Hsiao, Hsiang-Chih Accounting Manager: Kao, Chih-Wen |
(ii) Acknowledgment is respectfully requested.
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Summary of shareholder inquiries: No inquiries were raised by shareholders.
Voting Results:
Shares represented at the time of voting: 58,556,526
| Voting Result | Proportion to the total represented shares present |
|---|---|
| Votes in favor : 57,142,935 votes | |
| (including e-voting : 45,360,932 votes) | 97.58% |
| Votes in against: : 134,505 votes | |
| (including e-voting : 134,505 votes) | 0.22% |
| Votes in invalid : 1,279,086 votes | |
| (including e-voting : 1,212,292 votes) | 2.18% |
| Votes abstained : 0 votes | 0.00% |
Resolved, the proposal was 97.58% of the votes in favor represented by the shareholders present, and the proposal for "2025 earnings distribution plan" be and hereby was accepted as proposed.
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5. Discussions I
Proposal 1 ...(Proposed by the Board of Directors)
Subject: Proposed partial amendments to the Company's "Articles of Incorporation". Please discuss.
Explanation:
(i) To align with the development roadmap of the Company's Medical Device Business Unit—transforming from a manufacturing-based model to a trade-oriented business unit—Article 2 regarding the scope of business in the Company's Articles of Incorporation has been amended. The comparison table of the revised provisions is shown below:
| After Amendment | Before Amendment | Explanation |
|---|---|---|
| Article 2: The businesses operated by the Company are as follows: | Article 2: The businesses operated by the Company are as follows: | Amendments were made to reflect the actual operational circumstances of the Company. |
| C801100 Synthetic Resin and Plastic Manufacturing | C801100 Synthetic Resin and Plastic Manufacturing | |
| E604010 Machinery Installation | CF01011 Medical Devices | |
| F106020 Wholesale of Daily Commodities | E604010 Machinery Installation | |
| F107990 Wholesale of Other Chemical Products | F106020 Wholesale of Daily Commodities | |
| F108021 Wholesale of Western Pharmaceutical | F107990 Wholesale of Other Chemical Products | |
| F108031 Wholesale of Medical Devices | F108021 Wholesale of Western Pharmaceutical | |
| F113990 Wholesale of Other Machinery and Tools | F108031 Wholesale of Medical Devices | |
| F119010 Wholesale of Electronic Materials | F113990 Wholesale of Other Machinery and Tools | |
| F207990 Retail Sale of Other Chemical Products | F119010 Wholesale of Electronic Materials | |
| F208021 Retail Sale of Western Pharmaceutical | F207990 Retail Sale of Other Chemical Products | |
| F208031 Retail Sale of Medical Apparatus | F208021 Retail Sale of Western Pharmaceutical | |
| F213080 Retail Sale of Machinery and Tools | F208031 Retail Sale of Medical Apparatus | |
| F219010 Retail Sale of Electronic Materials | F213080 Retail Sale of Machinery and Tools | |
| F401010 International Trade | F219010 Retail Sale of Electronic Materials | |
| ZZ99999 All business items that |
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| After Amendment | Before Amendment | Explanation |
|---|---|---|
| are not prohibited or restricted by law, except those that are subject to special approval. | F401010 International Trade ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval. | |
| Article 27: These Articles of Incorporation were established on April 13, 1976. The 1st amendment was made on June 20, 1978, the 2nd amendment was made on June 9, 1980, the 3rd amendment was made on March 20, 1982, the 4th amendment was made on May 1, 1984, ..., the 43rd amendment was made on May 29, 2025, the 44th amendment was made on May 29, 2026. | Article 27: These Articles of Incorporation were established on April 13, 1976. The 1st amendment was made on June 20, 1978, the 2nd amendment was made on June 9, 1980, the 3rd amendment was made on March 20, 1982, the 4th amendment was made on May 1, 1984, ..., the 43rd amendment was made on May 29, 2025. | The amendment date is added. |
(ii) Please discuss.
Summary of shareholder inquiries: No inquiries were raised by shareholders.
Voting Results:
Shares represented at the time of voting: 58,556,526
| Voting Result | Proportion to the total represented shares present |
|---|---|
| Votes in favor : 57,141,973 votes (including e-voting : 45,359,970 votes) | 97.58% |
| Votes in against: : 130,467 votes (including e-voting : 130,467 votes) | 0.22% |
| Votes in invalid : 1,284,086 votes (including e-voting : 1,217,292 votes) | 2.19% |
| Votes abstained : 0 votes | 0.00% |
Resolved, the proposal was 97.58% of the votes in favor represented by the shareholders present, and the proposal for "partial amendments to the Company's Articles of Incorporation" be and hereby was accepted as proposed.
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6. Extempore Motions : None
7. Adjournment : 10:10 a.m. on May 29, 2026
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Attachments
Attachment 1 Business Report
To the Shareholders of Tex Year Industries Inc.,
In response to the uncertainty brought by the recent U.S. imposition of temporary global uniform supplemental tariffs, Tex Year has established a dedicated task force. Operating on the principles of “rapid risk identification, real-time allocation adjustment, and ensuring supply stability,” the Company has enhanced its monitoring of policy and industry intelligence while closely tracking customer dynamics. The Company is conducting rolling reviews of potential impacts and formulating strategies for supply chain diversification and localization, as well as the restructuring of product portfolios and global markets. Furthermore, the Company is actively monitoring various support programs from the Taiwan government, including global market expansion initiatives and R&D transformation subsidies.
Tex Year has long-established roots in key markets including Europe, mainland China, Taiwan, ASEAN, and India, and built a robust foundation for local operations and manufacturing. Supported by a global network of production facilities and supply chain configurations, the Company flexibly adjusts capacity allocation and delivery schedules. Furthermore, we maintain close collaboration with our customers to co-develop specific responsive strategies. Furthermore, from a financial risk management perspective, Tex Year is simultaneously reviewing currency exposure and related risk positions and taking necessary measures in a timely manner to enhance overall operational resilience and steadily respond to external changes. The Company will continue to monitor the global situation closely and face potential impacts with prudence.
Looking back at 2025, supported by a solid operational foundation and flexible resource allocation, Tex Year refined its operational foundation and made steady progress in areas such as business performance, corporate governance, and sustainable innovation. In response to global market demand and supply chain shifts, the Group deepened its cultivation of existing markets and accelerated the deployment of overseas production capacity. The new production lines at the second India factory commenced mass production at the end of 2025. The total annual production capacity in the India region surged from 3,400 metric tons to 10,000 metric tons, effectively meeting the growing demand in India and the South Asian markets. This achievement enhances Tex Year’s footprint in the global adhesives supply landscape and
represents a significant milestone in the Company's "New Southbound" strategic expansion. On the other hand, the Group promoted the expansion of the second Vietnam factory by increasing capacity to bridge industrial orders and regional market demands, thus further deepening its Southeast Asian presence and overall supply chain flexibility to enhance operational synergy.
Regarding corporate governance, Tex Year maintained its position in the 6%–20% tier among TWSE-listed companies in the 11th Corporate Governance Evaluation and ranked in the top 1% for the second consecutive time in the "Market Value under NT$5 billion" category. This highlights the results of the Company's long-term dedication to governance and sustainable development. The 2025 Regular Shareholders' Meeting completed a full re-election of the Board of Directors. The composition of the new Board is more diverse, with professional backgrounds spanning finance, sustainability, law, industry, and international affairs, which helps enhance decision-making quality and international competitive advantage. In addition, Tex Year obtained the "Taiwan Intellectual Property Management System (TIPS)" certification, thus establishing a systematic IP management mechanism that meets international standards. This enhances the protection, management, and innovative development of key intangible assets such as trademarks, patents, and trade secrets, further strengthening the foundation for long-term operational growth and strategic innovation.
In terms of talent cultivation and organizational development, to address the shortage of office space caused by operational expansion, Tex Year purchased new office space in the World One business building. The building holds the ESG dual certifications of "Intelligent Building Label" and "Green Building Label," is located near an MRT station for convenient commuting, and offers a modern, comfortable environment. This improves the comfort and safety of the workspace and creates a more attractive atmosphere for recruiting outstanding talent. Furthermore, Tex Year received the Silver Award in the Ministry of Labor's "Talent Quality-management System (TTQS)" evaluation and was granted the 2025-2028 Taiwan i Sports certification by the Sports Administration of the Ministry of Education, demonstrating the Company's commitment to talent development and the promotion of a healthy workplace, thereby increasing organizational cohesion and long-term development strength.
Sustainability and green innovation are the core pillars of Tex Year's long-term growth. Tex Year has long promoted the "Green Platform Strategy®" (GPS), constructing four major economic platforms—green, bio, circular, and low carbon. We collaborate with strategic partners to develop various types of green sustainable products and lead the BIONIS series of bio-based and
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biodegradable hot melt adhesives. In July 2025, Tex Year held an Open House for the Biodegradable Hot Melt Adhesive Production Line and Innovation Building at its Taoyuan Plant. We inaugurated the Innovation Building, Asia's first biodegradable hot melt adhesive production line and the R&D facility, featuring an IEA innovation display area to promote sustainable product design concepts and cross-domain collaboration. In 2025, green materials accounted for 86% of Tex Year's revenue, with innovative green materials accounting for 23%, representing the concrete results of years of GPS cultivation.
Over the past 50 years, Tex Year has focused on the research, development, and application of green, low-carbon adhesive products and materials. The Company has established eight production facilities and six R&D centers across Taiwan, Europe, India, Vietnam, and mainland China, forming a robust global network to provide real-time and efficient localized services. Through independent R&D and diverse technical collaborations, we provide comprehensive solutions for customers across various industries, advance sustainable innovation, and lead the industry toward sustainability and low-carbon transformation to achieve the goal of corporate growth and environmental co-prosperity.
As Tex Year approaches its 50th anniversary in 2026, we will continue to invest resources to enhance international competitiveness, recruit and cultivate key talent, and expand our target industries and key customers. In response to accelerating global trends in net-zero, plastic reduction, and regulations, Tex Year will further expand its GPS presence and extend sustainable product lines. At the same time, we are optimistic about the increasing demand for advanced applications such as AI cloud data centers, new energy vehicle speakers, marine, and optoelectronic industries. Related specialty chemical materials are expected to gradually increase in volume. Due to strong demand in the ASEAN market and the rapid rise of domestic demand in India, Tex Year will accelerate the construction of its second Vietnam factory and amplify operational momentum based on the mass production of the second India factory for high-speed growth.
Finally, we sincerely thank all shareholders for your continued support and trust. Facing intensified changes in the external environment, Tex Year will uphold the core value of "Pursue Balanced Development Persistently" by maintaining an entrepreneurial spirit and increasing investment in innovation and efficiency. We will enhance global competitive advantages and long-term growth momentum while cultivating international talent and strengthening organizational capabilities. Tex Year firmly believes that adhering to long-term value and
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sustainable commitments is the only way to move forward steadily amidst changes, deliver returns to our shareholders, and co-create the future.
Best wishes to all.
Good health and good luck.
Chairman Hsiao, Hsiang-Chih
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- 2025 Operating Performance:
(I) Implementation Outcome of Business Plans
Unit: All amounts in New Taiwan Dollars (Thousand), unless stated otherwise.
| Item | 2024 | 2025 | Increase or decrease (%) |
|---|---|---|---|
| Consolidated Revenue | 3,679,001 | 3,594,110 | -2.3 |
| Consolidated Operating Income | 173,812 | 121,385 | -30.16 |
| Consolidated Before Tax Income | 203,977 | 134,354 | -34.13 |
(II) Budget Execution
The Company only sets internal budget goals and does not disclose financial forecast figures publicly.
The estimated consolidated operating revenue for 2025 was NT$4,205,524 thousand, and the actual figure was NT$3,594,110 thousand, with a budget achievement rate of 85%.
(III) Financial Revenue and Expenditure and Analysis of Profitability
| Item | 2025 (Consolidated) | |
|---|---|---|
| Financial structure | Debt to asset ratio (%) | 48.58 |
| Long term capital to property, plant and equipment ratio (%) | 167.71 | |
| Solvency | Current ratio (%) | 149.82 |
| Quick ratio (%) | 106.22 | |
| Interest coverage ratio (times) | 832.85 | |
| Profitability | Return on assets (%) | 3.01 |
| Return on equity (%) | 5.19 | |
| Pre-tax net profit to paid-in capital ratio (%) | 11.73 | |
| Net profit ratio (%) | 2.38 | |
| Earnings per share (NT$) | 0.74 |
(IV) Research and Development Status
i. Technology Level and Research Development
There are three major targets for research and development: new products, new processes, and new industries, which are described as follows.
A. Adhesive products:
a. Hot melt adhesive:
Following global sustainability and net-zero carbon trends, we are dedicated to R&D in hot melt adhesives with low energy consumption (carbon reduction technology) and the development of environmentally friendly adhesives with enhanced recyclability and plastic-reduction designs. Our products are widely used in diverse industries such as home appliances, packaging, filters, medical materials, woodworking, DIY, bookbinding, and hygiene materials to assist customers in achieving both performance enhancement and sustainability goals.
Meanwhile, we are driving the development of the BIONIS bio-based and biodegradable hot melt adhesive series. By optimizing raw material sources and formula innovation, we reduce reliance on petrochemical resources and improve environmental compatibility at the end of the product life cycle, thus creating an ideal hot melt adhesive that features sustainability, environmental protection, and high performance. This development officially reached mass production in 2025 and obtained an invention patent in 2026.
To meet the strict requirements for high-performance materials in the automotive and mattresses industries, we have further developed hot melt products with high heat resistance and low volatile organic compound (VOC) emissions. These efforts enhance the environmental quality and performance of our customers' products, thereby facilitating the expansion into new application fields and market opportunities.
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b Water-based adhesive:
Develop environmentally friendly water-based adhesive that can replace solvent-based adhesives for tape, labels, packaging and other applications. It has the characteristics of fast processing, water resistance, low white mist, high temperature resistance, low temperature and low surface energy material adhesion.
c Participate in the Ministry of Economic Affairs Technology Research and Development Project to develop sustainable and environmentally friendly hot melt adhesive products for the target industries of paper straw lamination and structural adhesive.
B. Special chemical products:
a UV-curing adhesive, PUR adhesive, adhesive for automated production of LCD panels, adhesive for LED UV curing.
b UV pressure-sensitive adhesive: solvent-free, high-value, and environmentally friendly UV pressure-sensitive adhesive with excellent temperature reliability that can be processed automatically.
c UV-curable coatings: high-matte UV-curable coating for PP flooring, matte UV-curable coating for SPC flooring.
d Specialty chemicals: low-odor two-component acrylic adhesive (SGA) that is user-friendly for industries such as speakers, optoelectronics, and motors.
e UV/Thermal dual-cure adhesives: Breaking through UV adhesive technical bottlenecks to solve the issue of incomplete curing in shaded areas.
f Mini/Micro LED packaging film: Using UV-curable functional films for mini/micro LED panel packaging, which allows for easier reworking and enhances appearance quality.
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C. Filter materials:
a Functional filter materials with antibacterial, antiviral, and anti-allergy properties.
b Chemical filters for the semiconductor and electronics industries.
c Composite filtration materials for professional respirators.
d HEPA and U15 high-efficiency, low-resistance melt-blown filter materials for household air purifiers.
e Filter materials for automotive air-conditioning filters.
ii. Educational and professional backgrounds of the Group's research and development personnel
December 31, 2025
| Item Educational Background | Master (PhD) and above | University (College) | High School (Vocational School) | Total |
|---|---|---|---|---|
| Number of People | 32 | 24 | 0 | 56 |
| Ratio (%) | 57 | 43 | 0 | 100 |
2. Summary of 2026 operation plan
(1) Strategy:
A. Consider issues of concern to all stakeholders as important references for management guidelines and implementation plans, ensuring balanced and sustainable operations.
B. Development of environmental protection, safety and health-related materials and solutions.
C. Focus on global niche markets, promote the development of Tex Year's brands, and jointly create customer value.
D. Commitment to sustainable development and corporate social responsibility.
(2) Expected Sales Quantity and Basis:
The expected sales quantity of the self-produced hot melt adhesive products for 2026 is approximately 37,756 metric tons. This estimate is based on past sales, future market supply and demand, and industry environment.
(3) Key Production and Sales Policies
A. Promoting the GPS green materials strategic cooperation platform and bringing together upstream and downstream strategic partners to collaboratively develop green materials and carbon various types reduction solutions.
B. Increase the global market share of Tex Year’s brand products.
C. Focus on the development of new energy vehicles and energy storage industries.
D. Expanding production bases in India and Vietnam to address high-growth markets in ASEAN and South Asia.
E. Integrate group resources, expand sales synergy, adopt division of labor and cooperation, globalize management, and pursue the best interests of the group.
F. Strengthen international marketing and domestic and overseas cooperation relationships, form an international distribution network, and increase market share.
G. Coordinate the group’s procurement and production resources, reduce costs, and pursue sustainable development.
H. Form strategic alliances with international customers, supply and sell globally, and expand economic scale and product lines.
I. Use core technologies to develop high value-added products and strengthen new product business development.
J. Improving production technology and reducing manufacturing costs through AIOT automation and energy-saving, environmentally friendly process innovations.
K. Expand the breadth and depth of green and sustainable products through independent development and technical cooperation.
- Future Company Development Strategy
“Pursue Balanced Development Persistently” is our business philosophy. We are committed to achieving a balanced development of the interests of shareholders, colleagues, and short-term and long-term interests.
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- Impact of External Competitive, Regulatory, and Overall Business Environments
(1) The escalating confrontation between the U.S. and mainland China continues to have profound impacts on the global economic landscape, and the stalemate in the Russo-Ukrainian War has heightened geopolitical risks. Rising tensions in the US-Israel-Iran conflict have increased international crude oil price volatility, thus intensifying global inflationary pressure and energy supply uncertainty. These developments pose significant challenges to business operations. In this environment, enterprises must possess agile new product development capabilities, internationalized supply chain networks, and effective cost-pass-through strategies to maintain competitiveness and operational resilience.
(2) The UN Climate Change Conference COP30 emphasized that “protecting forests is protecting human rights”. As international carbon tax systems take shape, Taiwanese export-oriented enterprises must proactively comply with the EU’s Carbon Border Adjustment Mechanism (CBAM) and the Corporate Sustainability Due Diligence Directive (CSDDD) to avoid potential exclusion from global supply chains. Furthermore, companies are required to integrate energy management, biodiversity, and environmental human rights into their core business strategies.
(3) Chemical and environmental management regulations in Taiwan and internationally are becoming increasingly strict in terms of green and environmental protection standards. Sustainable circular economy products and technologies are opportunities for future industrial transformation.
(4) With the global trend toward net-zero emissions, enterprises must develop carbon management plans in advance and closely integrate environmental, social, and governance (ESG) principles with their business models to maintain green competitiveness.
(5) In this critical period of simultaneous AI-driven digital transformation and green transition, only by accelerating strategic adjustments and strengthening resilience can enterprises identify opportunities amid change.
Chairman: Hsiao, Hsiang-Chih
President: Hsiao, Hsiang-Chih
Accounting Manager: Kao, Chih-Wen
Attachment 2 Audit Committee's Review Report
Tex Year Industries Inc.
Audit Committee's Review Report
Hereby approved
The Board of Directors has prepared the Company's 2025 Business Report and Financial Statements. The CPA of Deloitte & Touche, Tsai, Yu-Ling and Yu, Chih-Feng, were retained to audit the Financial Statements and have issued an audit report relating to the Financial Statements. The Business Report and Financial Statements have been reviewed and determined to be correct and accurate by the Audit Committee members.
Regards,
2026 Regular Shareholders' Meeting
Convener of the Audit Committee: Chien, Ho-Ying
March 12, 2026
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Attachment 3 Consolidated Financial Statements and Independent Auditor's Report
INDEPENDENT AUDITOR'S REVIEW REPORT
To: Tex Year Industries Inc.
Audit Opinion
We have duly audited the consolidated balance sheet of Tex Year Industries Inc. and its subsidiaries as of December 31, 2025 and 2024, and the consolidated comprehensive income statement, consolidated statement of changes in equity and consolidated cash flow statement from January 1 to December 31, 2025 and 2024 as well as notes to the consolidated financial statements (including the summary of significant accounting policies).
In our opinion, based on our audits and the reports of the other auditors (see Other Matters), the consolidated financial statements referred to above have been prepared, in all material respects, in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, and Interpretations and Interpretation Announcements issued by the Financial Supervisory Commission, and are fairly stated in terms of the consolidated financial position of Tex Year Industries Inc. and its subsidiaries as of December 31, 2025 and 2024, and the consolidated financial performance and consolidated cash flows for the years 2025 and 2024 from January 1 to December 31.
Basis of Audit Opinion
We conducted the audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountant and the Generally Accepted Auditing Standards. Our responsibility under these standards will be further explained in the paragraph of our responsibility to review the consolidated financial statements. The staff of the firm to which we are affiliated, who are subject to the independence regulation, have maintained superior independence from Tex Year Industries Inc. and its subsidiaries in accordance with the Code of Ethics for Accountants, and have fulfilled other responsibilities under the Code. We believe that we have obtained sufficient and appropriate audit evidence to form the basis of our audit opinion.
Key Audit Matters
A key audit matter is one that, in our professional judgment, is material to the examination of the consolidated financial statements of Tex Year Industries Inc. and its subsidiaries for 2025. These matters have been considered in the process of examining the consolidated financial statements taken as a whole and forming an opinion thereon, and we do not express an opinion on these matters individually.
The key audit matters of the financial statements of Tex Year Industries Inc. and its subsidiaries for 2025 are summarized as follows:
Authenticity of sales revenue
The sales revenue of Tex Year Industries Inc. and its subsidiaries from selling products to specific customers in 2025 increased compared to the same period last year, which has a significant impact on the consolidated financial statements' sales revenue and financial performance of Tex Year Industries Inc.; therefore the authenticity of recognition of the sales revenue is listed as a key audit matter.
For the accounting policies and relevant disclosure information related to sales revenue, please refer to notes 4(13), 24 and 36 to the consolidated financial statements.
Our audit procedures for assessing the authenticity of the sales revenue in the course of the audit are as follows:
- Understand and test the effectiveness of the design and implementation of the internal control system related to the authenticity of sales revenue.
- Obtain on a sample basis the transaction documents of the aforementioned sales revenue, including sales orders, shipping documents and collection status, to verify the authenticity of the sales revenue recognized.
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Other Matters
The consolidated financial statements of Tex Year Industries Inc. and its subsidiaries, certain subsidiaries and investment companies using the equity method have not been audited by us, but by other auditors. Accordingly, our opinion on the consolidated financial statements referred to above, which relates to the amounts included in the financial statements of certain subsidiaries and equity-method investees and the related information disclosed in the notes, is based on the reports of other auditors. The total assets of these subsidiaries as of December 31, 2025 and 2024 were NT$691,850 thousand and NT$531,361 thousand, respectively, accounting for 20% and 17% of the total combined assets; net operating income from January 1 to December 31, 2025 and 2024 was NT$464,079 thousand and NT$478,657 thousand respectively, representing 13% of the consolidated net operating income respectively. For these investments using the equity method, the balances on December 31, 2024 were NT$4,498 thousand, representing 0.1% of total assets. From January 1 to December 31, 2024, the share of profit and loss of affiliates and joint ventures recognized by the equity method was losses of NT$823 thousand, accounting for (0.4%) of the consolidated net profit before tax.
Tex Year Industries Inc. has prepared its individual financial reports for 2025 and 2024, and we have issued the audit report with unqualified opinions and notes on other matters for reference.
Responsibility of Management and Governance Unit to Consolidated Financial Statements
The responsibility of management is to prepare consolidated financial statements that present fairly the financial position of the Company in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations and Interpretations issued by the Financial Supervisory Commission, and to maintain such internal control relevant to the preparation of consolidated financial statements as is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management's responsibility also includes assessing Tex Year Industries Inc. and its subsidiaries' ability to continue as a going concern, the disclosure of related matters, and the adoption of the going concern basis of accounting, unless management intends to liquidate Tex Year Industries Inc. and its subsidiaries or to cease operations, or there is no practical alternative to liquidation or cessation of operations.
The governance units (the audit committee) of Tex Year Industries Inc. and its subsidiaries are responsible for overseeing the financial reporting process.
Responsibility of Accountants Auditing Consolidated Financial Statements
The purpose of our audit is to obtain reasonable assurance about whether the consolidated financial statements taken as a whole are free from material misstatement, whether due to fraud or error, and to issue a report thereon. However, an audit performed in accordance with generally accepted auditing standards does not provide assurance that material misstatements in the consolidated financial statements will be detected. Misrepresentation may be the result of fraud or error. Individual amounts or aggregates that are not true are considered material if they could reasonably be expected to affect the economic decisions made by users of the consolidated financial statements.
We conducted our audit in accordance with generally accepted auditing standards, exercising our professional judgment and maintaining our professional skepticism. We also perform the following tasks.
- Identify and assess the risks of material misstatement of the consolidated financial statements arising from fraud or error; design and implement appropriate responses to the risks assessed; and obtain sufficient and appropriate evidence to provide a basis for an audit opinion. Because fraud may involve conspiracy, forgery, intentional omission, misrepresentation or a breach of internal control, the risk of not detecting material misstatement due to fraud is higher than that due to error.
- We obtained an understanding of the internal control relevant to our 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 Tex Year Industries Inc. and its subsidiaries' internal control.
- Evaluate the appropriateness of the accounting policies used by management and the reasonableness of the accounting estimates and related disclosures made by management.
-
Based on the evidence obtained, we have made a conclusion on the appropriateness of management's adoption of the going concern basis of accounting and whether there is any material uncertainty about the events or circumstances that may cast significant doubt on the ability of Tex Year Industries Inc. and its subsidiaries to continue as a going concern. If we believe that there is a material uncertainty about such events or conditions, we should draw the attention of users of the consolidated financial statements to the relevant disclosures in the audit report or revise our audit opinion if such disclosures are inappropriate. Our conclusion is based on the audit evidence obtained up to the date of the audit report. However, future events or circumstances may cause Tex Year Industries Inc. and its subsidiaries to cease to have the ability to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the related notes, and whether the consolidated financial statements present fairly the related transactions and events.
-
We obtained sufficient and appropriate audit evidence on the financial information of the constituent entities of the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and execution of the Group's audits, and for forming an opinion on the Group's audits.
We will communicate with the governance unit regarding the scope and timing of the planned audit and significant audit findings, including significant deficiencies in internal control identified during the audit.
We also provide the governing body with a statement that the independence-regulated personnel of the firm to which we are affiliated have complied with the Code of Ethics for Accountants with respect to independence, and communicate with the governing body about all relationships and other matters (including related safeguards) that may be considered to affect the accountant's independence.
From the matters communicated with the governance unit, we decided on the key audit items for the audit of the annual consolidated financial statements of Tex Year Industries Inc. and its subsidiaries for 2025. We identified those matters in our auditor's report, except for those matters that are not permitted by law to be disclosed publicly or, in the rarest of circumstances, where we decided not to communicate those matters in our auditor's report because the negative effect of such communication could reasonably be expected to outweigh the public interest that would be served.
Deloitte & Touche
Taipei, Taiwan
March 12, 2026
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.
For the convenience of readers, the auditors' report and the accompanying consolidated 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 auditors' report and consolidated financial statements shall prevail.
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Tex Year Industries Inc. and Subsidiaries
Consolidated Balance Sheet
December 31, 2025 and 2024
Unit: NT$ Thousand
| Code | Asset | December 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| Current assets | |||||
| 1100 | Cash and cash equivalents (notes 4 and 6) | $ 576,644 | 17 | $ 531,145 | 17 |
| 1136 | Current financial assets at amortized cost (notes 4 and 9) | 16,074 | 1 | 45,785 | 2 |
| 1150 | Notes receivable, net (notes 4, 5 and 10) | 22,237 | 1 | 20,995 | 1 |
| 1170 | Accounts receivable, net (notes 4, 5 and 10) | 663,273 | 19 | 674,634 | 21 |
| 1180 | Accounts receivable due from related parties, net (notes 4, 5, 10 and 31) | 60,707 | 2 | 42,855 | 1 |
| 1200 | Other receivables (notes 4 and 10) | 10,162 | - | 11,267 | - |
| 1210 | Other receivables - related parties (notes 4, 10 and 31) | 4,303 | - | 3,143 | - |
| 130X | Current inventories (notes 4, 5 and 11) | 532,998 | 15 | 581,255 | 18 |
| 1470 | Other current assets (note 17) | 49,307 | 1 | 50,624 | 2 |
| 11XX | Total current assets | 1,935,705 | 56 | 1,961,703 | 62 |
| Non-current assets | |||||
| 1510 | Non-current Financial assets at fair value through profit or loss (notes 4 and 7) | 39,178 | 1 | 37,791 | 1 |
| 1535 | Financial assets measured at cost after amortization - non-current (notes 4, 9 and 32) | - | - | 39,425 | 1 |
| 1550 | Investment under the equity method (note 4 and 13) | 56,481 | 1 | 53,081 | 2 |
| 1600 | Property, plant and equipment (notes 4, 14 and 32) | 1,204,125 | 35 | 953,487 | 30 |
| 1755 | Right-of-use assets (notes 4 and 15) | 165,675 | 5 | 75,801 | 2 |
| 1780 | Intangible assets (notes 4 and 16) | 16,656 | - | 14,176 | - |
| 1840 | Deferred tax assets (notes 4 and 26) | 27,040 | 1 | 25,145 | 1 |
| 1990 | Other non-current assets (note 17) | 25,480 | 1 | 25,983 | 1 |
| 15XX | Total non-current assets | 1,534,635 | 44 | 1,224,889 | 38 |
| 1XXX | Total assets | $ 3,470,340 | 100 | $ 3,186,592 | 100 |
| Liabilities and equities | |||||
| Current liabilities | |||||
| 2100 | Short-term borrowings (notes 18 and 32) | $ 712,009 | 21 | $ 545,225 | 17 |
| 2150 | Notes payable (note 20) | - | - | 693 | - |
| 2170 | Accounts payable - related parties (notes 20 and 31) | 270,648 | 8 | 323,611 | 10 |
| 2200 | Other payables (notes 21 and 31) | 187,095 | 5 | 197,123 | 6 |
| 2230 | Current tax liabilities (notes 4 and 26) | 32,981 | 1 | 28,581 | 1 |
| 2280 | Current lease liabilities (notes 4 and 15) | 6,235 | - | 6,921 | 1 |
| 2320 | Long-term loans, current portion (notes 18 and 32) | 42,252 | 1 | 31,077 | 1 |
| 2399 | Other current liabilities, others (note 21) | 40,833 | 1 | 61,433 | 2 |
| 21XX | Total current liabilities | 1,292,053 | 37 | 1,194,664 | 38 |
| Non-current liabilities | |||||
| 2540 | long-term loans (notes 18 and 32) | 307,784 | 9 | 119,876 | 4 |
| 2570 | Deferred tax liabilities (notes 4 and 26) | 68,268 | 2 | 63,636 | 2 |
| 2580 | Non-current lease liabilities (notes 4 and 15) | 7,476 | 1 | 5,091 | - |
| 2630 | Non-current deferred income (note 4) | 1,389 | - | 1,610 | - |
| 2640 | Net defined benefit liability, non-current (notes 4 and 22) | 7,422 | - | 12,781 | - |
| 2670 | Other non-current liabilities | 1,424 | - | 883 | - |
| 25XX | Total non-current liabilities | 393,763 | 12 | 203,877 | 6 |
| 2XXX | Total Liabilities | 1,685,816 | 49 | 1,398,541 | 44 |
| Equity attributable to owners of the Company | |||||
| (notes 4, 8, 12, 13, 19, 22, 23, and 26) | |||||
| 3110 | Share capital - ordinary share | 1,145,160 | 33 | 1,145,160 | 36 |
| 3200 | Capital surplus | 124,374 | 4 | 124,374 | 4 |
| Retained earnings | |||||
| 3310 | Legal reserve | 162,422 | 5 | 145,746 | 5 |
| 3320 | Special reserve | 66,031 | 2 | 99,396 | 3 |
| 3350 | Unappropriated retained earnings | 195,344 | 5 | 207,222 | 6 |
| 3300 | Total retained earnings | 423,797 | 12 | 452,364 | 14 |
| Other equity interest | |||||
| 3410 | Exchange differences on translation of foreign financial statements | ( 55,048 ) | ( 2 ) | ( 53,445 ) | ( 2 ) |
| 3420 | Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income | ( 12,586 ) | - | ( 12,586 ) | - |
| 3400 | Total other equity interest | ( 67,634 ) | ( 2 ) | ( 66,031 ) | ( 2 ) |
| 31XX | Total owner's equity of the Company | 1,625,697 | 47 | 1,655,867 | 52 |
| 36XX | Non-controlling interests | 158,827 | 4 | 132,184 | 4 |
| 3XXX | Total equity | 1,784,524 | 51 | 1,788,051 | 56 |
| Total liabilities and equity | $ 3,470,340 | 100 | $ 3,186,592 | 100 |
The accompanying notes are an integral part of the consolidated financial statements.
(please refer to the audit report of Deloitte & Touche Taiwan dated March 12, 2026)
Chairman: Hsiao, Hsiang-Chih
President: Hsiao, Hsiang-Chih
Accounting Manager: Kao, Chih-Wen
Tex Year Industries Inc. and Subsidiaries
Consolidated Statement of Comprehensive Income
January 1 to December 31, 2025 and 2024
In thousand of New Taiwan Dollars, Except earnings per share.
| Code | 2025 | 2024 | |||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| 4000 | Net operating income (notes 4, 24, 31 and 36) | $ 3,594,110 | 100 | $ 3,679,001 | 100 |
| Operating costs (notes 4, 5, 11, 14, 22, 25 and 31) | |||||
| 5110 | Costs of good sold | 2,766,373 | 77 | 2,802,965 | 76 |
| 5900 | Gross profit from operations | 827,737 | 23 | 876,036 | 24 |
| 5910 | Unrealized gains from joint ventures (note 4) | - | - | ( 34 ) | - |
| 5950 | Gross profit from operations | 827,737 | 23 | 876,002 | 24 |
| Operating expenses (notes 4, 5, 10, 22, 25 and 31) | |||||
| 6100 | Marketing expenses | 389,000 | 11 | 390,148 | 11 |
| 6200 | Administrative expenses | 193,822 | 5 | 191,537 | 5 |
| 6300 | Research and development expenses | 118,475 | 3 | 121,317 | 3 |
| 6450 | Expected credit impairment losses (reversal gains) | 5,055 | - | ( 812 ) | - |
| 6000 | Total operating expenses | 706,352 | 19 | 702,190 | 19 |
| 6900 | Net-operating income | 121,385 | 4 | 173,812 | 5 |
| Non-operating income and expenses | |||||
| 7060 | Share of profit (loss) of associates and joint ventures accounted for using equity method, net (notes 4 and 13) | 4,201 | - | 5,225 | - |
| 7100 | Interest income (notes 4 and 25) | 5,500 | - | 7,650 | - |
| 7010 | Other income (notes 4, 25, 28 and 31) | 26,061 | 1 | 29,776 | 1 |
| 7020 | Other gains and losses, net (notes 4 and 25) | ( 363 ) | - | 1,551 | - |
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| Code | 2025 | 2024 | |||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| 7590 | Miscellaneous disbursements | ($ 6,749) | - | ($ 6,067) | - |
| 7510 | Financial cost (notes 4, 18, 19 and 25) | ( 18,333) | ( 1) | ( 15,145) | - |
| 7220 | Losses on disposal of investment (notes 4 and 13) | ( 184) | - | ( 2,483) | - |
| 7230 | Foreign exchange gains (notes 4 and 34) | 2,836 | - | 9,658 | - |
| 7000 | Total non-operating income and expenses | 12,969 | - | 30,165 | 1 |
| 7900 | Net profit before tax | 134,354 | 4 | 203,977 | 6 |
| 7950 | Income tax expense (notes 4 and 26) | 48,957 | 2 | 38,390 | 1 |
| 8200 | Net profit of the current period | 85,397 | 2 | 165,587 | 5 |
| Other comprehensive income (notes 4, 8, 12, 13, 22 and 26) | |||||
| Components of other comprehensive income that will not be reclassified to profit or loss | |||||
| 8311 | Gains (losses) on remeasurements of defined benefit plans | 1,013 | - | 7,151 | - |
| 8349 | Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | ( 203) | - | ( 1,430) | - |
| 8310 | Components of other comprehensive income that will be reclassified to profit or loss | 810 | - | 5,721 | - |
| 8361 | Exchange differences on translation of foreign financial statements | 3,877 | - | 43,413 | 1 |
| 8370 | Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss | ( 4,498) | - | 1,543 | - |
| 8399 | Income tax related to components of other comprehensive income that will be reclassified to profit or loss | 401 | - | ( 8,341) | - |
| 8360 | Total other comprehensive income | ( 220) | - | 36,615 | 1 |
| 8300 | 590 | - | 42,336 | 1 | |
| 8500 | Total comprehensive income of the year | $ 85,987 | 2 | $ 207,923 | 6 |
| Net profit attributable to | |||||
| 8610 | owners of the Company | $ 85,139 | 2 | $ 161,039 | 4 |
| 8620 | Non-controlling interests | 258 | - | 4,548 | - |
| 8600 | $ 85,397 | 2 | $ 165,587 | 4 |
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(Continue)
| Code | 2025 | 2024 | |||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| Total comprehensive income attributable to | |||||
| 8710 | owners of the Company | $ 84,346 | 2 | $ 200,125 | 6 |
| 8720 | Non-controlling interests | 1,641 | - | 7,798 | - |
| 8700 | $ 85,987 | 2 | $ 207,923 | 6 | |
| Earnings per Share (note 27) | |||||
| 9710 | Basic | $ 0.74 | $ 1.50 | ||
| 9810 | Dilute | $ 0.74 | $ 1.41 |
The accompanying notes are an integral part of the consolidated financial statements. (please refer to the audit report of Deloitte & Touche Taiwan dated March 12, 2026)
Chairman: Hsiao, Hsiang-Chih
President: Hsiao, Hsiang-Chih
Accounting Manager: Kao, Chih-Wen
Tex Year Industries Inc. and Subsidiaries
Consolidated Statement of Changes in Equity
January 1 to December 31, 2025 and 2024
Unit: NT$ Thousand
| Code | Share capital | Retained earnings | Other equity interest items | Non-controlling interests | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Legal reserve | Special reserve | Unappropriated retained earnings | Exchange differences on translation of foreign financial statements | Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income | ||||||
| A1 | Balance on January 1, 2024 | $ 1,037,563 | $ 80,767 | $ 138,235 | $ 97,894 | $ 106,614 | ($ 86,810) | ($ 12,586) | ($ 125,674) | $ 1,487,351 |
| Appropriation and distribution of retained earnings for 2023 | ||||||||||
| B1 | Legal reserve appropriated | - | - | 7,511 | - | ( 7,511 ) | - | - | - | - |
| B3 | Special reserve appropriated | - | - | - | 1,502 | ( 1,502 ) | - | - | - | - |
| B9 | Cash dividends of ordinary share | - | - | - | - | ( 57,139 ) | - | - | - | ( 57,139 ) |
| O1 | Changes in non-controlling interests | - | - | - | - | - | - | - | ( 1,288 ) | ( 1,288 ) |
| I1 | Common shares converted from convertible corporate bonds | 107,597 | 43,607 | - | - | - | - | - | - | 151,204 |
| D1 | Net profit in 2024 | - | - | - | - | 161,039 | - | - | 4,548 | 165,587 |
| D3 | Other comprehensive income after tax in 2024 | - | - | - | - | 5,721 | 33,365 | - | 3,250 | 42,336 |
| D5 | Total comprehensive income in 2024 | - | - | - | - | 166,760 | 33,365 | - | 7,798 | 207,923 |
| Z1 | Balance on December 31, 2024 | 1,145,160 | 124,374 | 145,746 | 99,396 | 207,222 | ( 53,445 ) | ( 12,586 ) | 132,184 | 1,788,051 |
| Appropriation and distribution of retained earnings for 2024 | ||||||||||
| B1 | Legal reserve appropriated | - | - | 16,676 | - | ( 16,676 ) | - | - | - | - |
| B3 | Special reserve reversed | - | - | - | ( 33,365 ) | 33,365 | - | - | - | - |
| B5 | Cash dividends of ordinary share | - | - | - | - | ( 114,516 ) | - | - | - | ( 114,516 ) |
| O1 | Changes in non-controlling interests | - | - | - | - | - | - | - | ( 6,568 ) | ( 6,568 ) |
| E1 | Capital increase of subsidiary | - | - | - | - | - | - | - | 31,570 | 31,570 |
| D1 | Net profit in 2025 | - | - | - | - | 85,139 | - | - | 258 | 85,397 |
| D3 | Other comprehensive income after tax in 2025 | - | - | - | - | 810 | ( 1,603 ) | - | 1,383 | 590 |
| D5 | Total comprehensive income in 2025 | - | - | - | - | 85,949 | ( 1,603 ) | - | 1,641 | 85,987 |
| Z1 | Balance on December 31, 2025 | $ 1,145,160 | $ 124,374 | $ 162,422 | $ 66,031 | $ 195,344 | ($ 55,048 ) | ($ 12,586 ) | $ 158,827 | $ 1,784,524 |
The accompanying notes are an integral part of the consolidated financial statements.
(please refer to the audit report of Deloitte & Touche Taiwan dated March 12, 2026)
Chairman: Hsiao, Hsiang-Chih
President: Hsiao, Hsiang-Chih
Accounting Manager: Kao, Chih-Wen
Tex Year Industries Inc. and Subsidiaries
Consolidated Cash Flow Statement
January 1 to December 31, 2025 and 2024
Unit: NT$ Thousand
| Code | Cash flow from business activities | 2025 | 2024 |
|---|---|---|---|
| A00010 | Profit from continuing operations before tax | $ 134,354 | $ 203,977 |
| A20010 | Adjustments to reconcile profit (loss) | ||
| A20100 | Depreciation expenses | 99,300 | 97,773 |
| A20200 | Amortization expenses | 9,569 | 6,323 |
| A20300 | Expected credit impairment losses (reversal gains) | 5,055 | ( 812 ) |
| A20400 | Net loss (profit) on financial assets at fair value through profit or loss | 670 | ( 2,237 ) |
| A20900 | Finance costs | 18,333 | 15,145 |
| A21200 | Interest income | ( 5,500 ) | ( 7,650 ) |
| A21300 | Dividend income | ( 1,267 ) | ( 787 ) |
| A22300 | Share of Income From Affiliates and Joint Venture Accounted for Using the Equity Method | ( 4,201 ) | ( 5,225 ) |
| A22900 | Proceeds from disposal of lease agreement benefits | - | ( 14 ) |
| A22500 | Loss (gain) from Proceeds from disposal of property, plant and equipment | ( 307 ) | 700 |
| A23200 | Losses on disposal of investments | 184 | 2,483 |
| A23800 | Impairment loss on non-financial assets | 1,607 | 9,272 |
| A23700 | Impairment losses of property, plant, and equipment | - | 4,349 |
| A23900 | Unrealized profit from joint ventures | - | 34 |
| A29900 | Other adjustments to reconcile profit (loss) | ( 221 ) | ( 227 ) |
| A30000 | Changes in operating assets and liabilities | ||
| A31115 | Financial instruments measured at fair value through the income statement | - | 31,337 |
| A31130 | Notes receivable | ( 1,242 ) | 8,989 |
| A31150 | Accounts receivable | 6,234 | ( 98,390 ) |
| A31160 | Accounts receivable due from related parties | ( 18,274 ) | 13,858 |
| A31180 | Other receivables | ( 1,824 ) | ( 4,533 ) |
| A31190 | Other receivables - related parties | ( 1,447 ) | 3,084 |
| A31200 | Inventories | 46,566 | ( 100,104 ) |
| A31240 | Other current assets | 1,317 | ( 12,119 ) |
| A32130 | Notes payable | ( 693 ) | 693 |
| A32150 | Accounts payable | ( 52,963 ) | 30,206 |
| A32180 | Other payables | ( 9,865 ) | 37,708 |
| (Continue) |
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(Continue)
| Code | 2025 | 2024 | |
|---|---|---|---|
| A32230 | Other current liabilities | ($ 20,600) | ($ 14,415) |
| A32240 | Non-current net defined benefit liability | ( 4,346) | ( 3,490) |
| A33000 | Cash inflow generated from operations | 200,439 | 215,928 |
| A33100 | Interest received | 5,368 | 8,242 |
| A33300 | Interest paid | ( 18,109) | ( 14,017) |
| A33500 | Income tax paid | ( 41,622) | ( 64,923) |
| AAAA | Net cash flow from operating activities | 146,076 | 145,230 |
| Cash flows from (used in) investing activities | |||
| B00040 | Acquisition of financial assets at amortized cost | ( 17,325) | ( 24,261) |
| B00050 | Proceeds from disposal of financial assets at amortized cost | 84,242 | 575 |
| B00100 | Acquisition of financial assets at fair value through profit or loss | ( 4,500) | ( 12,840) |
| B00200 | Disposal of financial assets at fair value through profit or loss | 2,443 | 762 |
| B01800 | Acquisition of investment by the equity method | ( 3,697) | ( 3,907) |
| B01900 | Net cash inflow from the disposal of investment under the equity method | 3,560 | - |
| B02700 | Acquisition of property, plant and equipment | ( 324,679) | ( 56,456) |
| B02800 | Proceeds From Disposal of Property, Plants, and Equipment | 491 | 1,113 |
| B04500 | Acquisition of intangible assets | ( 8,468) | ( 4,872) |
| B05350 | Acquisition of right-of-use assets | ( 89,836) | - |
| B06700 | Decrease in other non-current assets | 475 | 194 |
| B07100 | Increase in prepayments for business facilities | ( 7,762) | ( 1,908) |
| B07600 | Dividend received | 1,267 | 787 |
| BBBB | Net cash outflow from investment activities | ( 363,789) | ( 100,813) |
| Cash flows from financing activities | |||
| C00100 | Increase in short-term loans | 3,343,203 | 2,013,471 |
| C00200 | Decrease in short-term loans | ( 3,178,296) | ( 1,957,520) |
| C01600 | Long-term loans | 230,160 | - |
| C01700 | Repayment of long-term loans | ( 31,077) | ( 52,540) |
| C04020 | Repayments of the principal of lease liabilities | ( 8,840) | ( 8,358) |
| C04400 | Increase in other non-current liabilities | 541 | 119 |
| C04500 | Cash dividends paid | ( 114,516) | ( 57,139) |
| C05800 | Change in non-controlling interests | 31,570 | - |
| C09900 | Cash dividends from non-controlling interests paid | ( 4,407) | ( 1,288) |
| CCCC | Cash inflow (outflow) from financing activities | 268,338 | ( 63,255) |
| DDDD | Effect of exchange rate changes on cash and cash equivalents | ( 5,126) | 27,786 |
(Continue)
| (Continue) | |||
|---|---|---|---|
| Code | 2025 | 2024 | |
| EEEE | Net increase in cash and cash equivalents | $ 45,499 | $ 8,948 |
| E00100 | Cash and cash equivalents at beginning of period | 531,145 | 522,197 |
| E00200 | Cash and cash equivalents at end of period | $ 576,644 | $ 531,145 |
The accompanying notes are an integral part of the consolidated financial statements. (please refer to the audit report of Deloitte & Touche Taiwan dated March 12, 2026)
Chairman: Hsiao, Hsiang-Chih
President: Hsiao, Hsiang-Chih
Accounting Manager: Kao, Chih-Wen
Attachment 4 Individual Financial Statements and Independent Auditor's Report
INDEPENDENT AUDITOR'S REVIEW REPORT
Tex Year Industries Inc.:
Audit Opinion
We have duly audited the individual balance sheet of Tex Year Industries Inc. as of December 31, 2025 and 2024, and the individual comprehensive income statement, individual statement of changes in equity and individual cash flow statement from January 1 to December 31, 2025 and 2024, as well as notes to the individual financial statements (including the summary of significant accounting policies).
In our opinion, based on our audits and the reports of the other auditors (see Other Matters), the individual financial statements referred to above have been prepared, in all material respects, in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers. They are fairly stated in terms of the individual financial position of Tex Year Industries Inc. as of December 31, 2025 and 2024, and the individual financial performance and individual cash flows for 2025 and 2024 from January 1 to December 31.
Basis of Audit Opinion
We conducted the audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountant and the Generally Accepted Auditing Standards. Our responsibility under these standards will be further explained in the paragraph of our responsibility to review the individual financial statements. The staff of the firm to which we are affiliated, who are subject to the independence regulation, have maintained superior independence from Tex Year in accordance with the Code of Ethics for Accountants, and have fulfilled other responsibilities under the Code. We believe that we have obtained sufficient and appropriate audit evidence to form the basis of our audit opinion.
Key Audit Matters
A key audit matter is one that, in our professional judgment, is material to the examination of the individual financial statements of Tex Year Industries Inc. for 2025. These matters have been considered in the process of examining the individual financial statements taken as a whole and forming an opinion thereon, and we do not express an opinion on these matters individually.
The key audit matters of the individual financial statements of Tex Year Industries Inc. for 2025 are summarized as follows:
Authenticity of sales revenue
The sales revenue of Tex Year Industries Inc. from selling products to specific customers in 2025 increased compared to the same period last year, which has a significant impact on the individual financial report's sales revenue and financial performance of Tex Year Industries Inc.; therefore, the authenticity of recognition of the sales revenue is listed as a key audit matter.
For the accounting policies and relevant disclosure information related to sales revenue, please refer to notes 4(13) and 23 to the individual financial statements.
Our audit procedures for assessing the authenticity of the sales revenue in the course of the audit are as follows:
- Understand and test the effectiveness of the design and implementation of the internal control system related to the authenticity of sales revenue.
- Obtain on a sample basis the transaction documents of the aforementioned sales revenue, including sales orders, shipping documents and collection status, to verify the authenticity of the sales revenue recognized.
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Other Matters
The individual financial statements of Tex Year Enterprises, Inc. and its subsidiaries, certain subsidiaries and investment companies using the equity method have not been audited by us, but by other auditors. Accordingly, our opinion on the financial statements referred to above is based on our review of the amounts and disclosures in the notes to the financial statements of certain investees in respect of investments accounted for using the equity method. For these investments using the equity method, the balances as of December 31, 2025 and 2024 were NT$408,531 thousand and NT$285,501 thousand, respectively, representing 14% and 11% of the total assets, respectively. From January 1 to December 31, 2025 and 2024, the share of joint venture profit and loss recognized using the equity method was a loss of NT$1,474 thousand and a gain of NT$19,884 thousand, respectively, accounting for (1%) and 12% of the net profit before tax, respectively.
Responsibility of Management and Governance Unit to Individual Financial Statements
Management’s responsibility is to prepare fairly presented financial statements in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers and to maintain such internal control relevant to the preparation of financial statements as is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the individual financial statements, management’s responsibility also includes assessing Tex Year Industries Inc.’s ability to continue as a going concern, the disclosure of related matters, and the adoption of the going concern basis of accounting, unless management intends to liquidate Tex Year Industries Inc. or cease operations, or there is no practical alternative to liquidation or cessation of operations.
The governance unit (the audit committee) of Tex Year Industries Inc. is responsible for overseeing the financial reporting process.
Responsibility of Accountants Auditing Individual Financial Statements
The purpose of our audit is to obtain reasonable assurance about whether the individual financial statements taken as a whole are free from material misstatement, whether due to fraud or error, and to issue a report thereon. Reasonable assurance refers to high assurance. However, an audit performed in accordance with generally accepted auditing standards does not provide assurance that material misstatements in the individual financial statements will be detected. Misrepresentation may be the result of fraud or error. Individual amounts or aggregates that are not true are considered material if they could reasonably be expected to affect the economic decisions made by users of the individual financial statements.
We conducted our audit in accordance with generally accepted auditing standards, exercising our professional judgment and maintaining our professional skepticism. We also perform the following tasks.
- Identify and assess the risks of material misstatement of the individual financial statements arising from fraud or error; design and implement appropriate responses to the risks assessed; and obtain sufficient and appropriate evidence to provide a basis for an audit opinion. Because fraud may involve conspiracy, forgery, intentional omission, misrepresentation or a breach of internal control, the risk of not detecting material misstatement due to fraud is higher than that due to error.
- We obtained an understanding of the internal control relevant to our 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 Tex Year Industries Inc. internal control.
- Evaluate the appropriateness of the accounting policies used by management and the reasonableness of the accounting estimates and related disclosures made by management.
- Based on the evidence obtained, we have made a conclusion on the appropriateness of management’s adoption of the going concern basis of accounting and whether there is any material uncertainty about the events or circumstances that may cast significant doubt on the ability of Tex Year Industries Inc. to continue as a going concern. If we believe that there is a material uncertainty about such events or conditions, we should draw the attention of users of the individual financial statements to the relevant disclosures in the audit report or revise our audit opinion if such disclosures are inappropriate. Our conclusion is based on the audit evidence obtained up to the date of the audit report. However, future events or circumstances may cause Tex Year Industries Inc. and its subsidiaries to cease to have the ability to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the related notes, and whether the individual financial statements present fairly the related transactions and events.
-
We obtained sufficient and appropriate audit evidence on the financial information of the constituent entities of the Group to express an opinion on the individual financial statements. We are responsible for the direction, supervision and execution of the Company's audits, and for forming an opinion on the Company's audits.
We will communicate with the governance unit regarding the scope and timing of the planned audit and significant audit findings, including significant deficiencies in internal control identified during the audit.
We also provide the governing body with a statement that the independence-regulated personnel of the firm to which we are affiliated have complied with the Code of Ethics for Accountants with respect to independence, and communicate with the governing body about all relationships and other matters (including related safeguards) that may be considered to affect the accountant's independence.
From the matters communicated with the governance unit, we decided on the key audit matters for the audit of the annual individual financial statements of Tex Year Industries Inc. for 2025. We identified those matters in our auditor's report, except for those matters that are not permitted by law to be disclosed publicly or, in the rarest of circumstances, where we decided not to communicate those matters in our auditor's report because the negative effect of such communication could reasonably be expected to outweigh the public interest that would be served.
Deloitte & Touche
Taipei, Taiwan
March 12, 2026
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.
For the convenience of readers, the auditors' report and the accompanying consolidated 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 auditors' report and consolidated financial statements shall prevail.
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Tex Year Industries Inc.
Individual Balance Sheet
December 31, 2025 and 2024
Unit: NT$ Thousand
| Code | Asset | December 31, 2025 | December 31, 2024 | ||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| Current assets | |||||
| 1100 | Cash and cash equivalents (notes 4 and 6) | $ 198,291 | 7 | $ 215,594 | 8 |
| 1150 | Notes receivable, net (notes 4, 5 and 10) | 8,186 | - | 8,982 | - |
| 1170 | Accounts receivable, net (notes 4, 5 and 10) | 132,771 | 5 | 151,910 | 6 |
| 1180 | Accounts receivable due from related parties, net (notes 4, 5, 10 and 30) | 108,026 | 4 | 95,139 | 4 |
| 1200 | Other receivables (notes 4 and 10) | 7,091 | - | 5,636 | - |
| 1210 | Other receivables - related parties (notes 4, 10 and 30) | 5,725 | - | 57,643 | 2 |
| 130X | Current inventories (notes 4, 5 and 11) | 144,269 | 5 | 172,517 | 7 |
| 1470 | Other current assets (note 16) | 9,008 | - | 10,605 | - |
| 11XX | Total current assets | 613,367 | 21 | 718,026 | 27 |
| Non-current assets | |||||
| 1510 | Non-current Financial assets at fair value through profit or loss (notes 4 and 7) | 39,178 | 1 | 37,791 | 1 |
| 1535 | Financial assets measured at cost after amortization - non-current (notes 4, 9 and 31) | - | - | 39,425 | 2 |
| 1550 | Investment under the equity method (note 4 and 12) | 1,517,418 | 52 | 1,354,395 | 50 |
| 1600 | Property, plant and equipment (notes 4, 13 and 31) | 731,206 | 25 | 496,586 | 19 |
| 1755 | Right-of-use assets (notes 4 and 14) | 1,558 | - | 3,148 | - |
| 1780 | Other intangible assets, net (notes 4 and 15) | 13,484 | - | 10,017 | - |
| 1840 | Deferred income tax assets (notes 4 and 25) | 18,926 | 1 | 17,724 | 1 |
| 1990 | Other non-current assets (note 16) | 8,587 | - | 12,192 | - |
| 15XX | Total non-current assets | 2,330,357 | 79 | 1,971,278 | 73 |
| 1XXX | Total assets | $ 2,943,724 | 100 | $ 2,689,304 | 100 |
| Liabilities and equities | |||||
| Current liabilities | |||||
| 2100 | Short-term borrowings (notes 17 and 31) | $ 634,000 | 22 | $ 496,000 | 19 |
| 2150 | Notes payable (note 19) | - | - | 693 | - |
| 2170 | Accounts payable (note 19) | 92,915 | 3 | 116,405 | 4 |
| 2180 | Accounts payable - related parties (notes 19 and 30) | 34,293 | 1 | 31,484 | 1 |
| 2200 | Other payables (notes 20 and 30) | 107,526 | 4 | 118,771 | 4 |
| 2230 | Current tax liabilities (notes 4 and 25) | 9,218 | - | 14,493 | 1 |
| 2280 | Current lease liabilities (notes 4 and 14) | 1,302 | - | 1,556 | - |
| 2320 | Long-term loans, current portion (notes 17 and 31) | 42,252 | 1 | 31,077 | 1 |
| 2399 | Other current liabilities, others (note 20) | 19,594 | 1 | 32,527 | 1 |
| 21XX | Total current liabilities | 941,100 | 32 | 843,006 | 31 |
| Non-current liabilities | |||||
| 2540 | long-term loans (notes 17 and 31) | 307,784 | 11 | 119,876 | 4 |
| 2570 | Deferred tax liabilities (notes 4 and 25) | 61,375 | 2 | 56,101 | 2 |
| 2580 | Non-current lease liabilities (notes 4 and 14) | 283 | - | 1,585 | - |
| 2640 | Non-current net defined benefit liability (notes 4 and 21) | 7,422 | - | 12,781 | 1 |
| 2670 | Other non-current liabilities | 63 | - | 88 | - |
| 25XX | Total non-current liabilities | 376,927 | 13 | 190,431 | 7 |
| 2XXX | Total Liabilities | 1,318,027 | 45 | 1,033,437 | 38 |
| Equity (notes 4, 21, 22 and 25) | |||||
| 3100 | Share capital - ordinary share | 1,145,160 | 39 | 1,145,160 | 43 |
| 3200 | Capital surplus | 124,374 | 4 | 124,374 | 5 |
| Retained earnings | |||||
| 3310 | Legal reserve | 162,422 | 5 | 145,746 | 5 |
| 3320 | Special reserve | 66,031 | 2 | 99,396 | 4 |
| 3350 | Unappropriated retained earnings | 195,344 | 7 | 207,222 | 8 |
| 3300 | Total retained earnings | 423,797 | 14 | 452,364 | 17 |
| Other equity interest | |||||
| 3410 | Exchange differences on translation of foreign financial statements | ( 55,048 ) | ( 2 ) | ( 53,445 ) | ( 2 ) |
| 3420 | Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income | ( 12,586 ) | - | ( 12,586 ) | ( 1 ) |
| 3400 | Total other equity interest | ( 67,634 ) | ( 2 ) | ( 66,031 ) | ( 3 ) |
| 3XXX | Total equity | 1,625,697 | 55 | 1,655,867 | 62 |
| Total liabilities and equity | $ 2,943,724 | 100 | $ 2,689,304 | 100 |
The accompanying notes are an integral part of the individual financial statements. (please refer to the audit report of Deloitte & Touche Taiwan dated March 12, 2026)
Chairman: Hsiao, Hsiang-Chih
President: Hsiao, Hsiang-Chih
Accounting Manager: Kao, Chih-Wen
Tex Year Industries Inc.
Individual Statement of Comprehensive Income
January 1 to December 31, 2025 and 2024
Unit: NT$ thousand
NT$ for earnings per share
| Code | 2025 | 2024 | |||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| 4000 | Net operating income (notes 4, 23 and 30) | $ 1,343,794 | 100 | $ 1,316,899 | 100 |
| Operating costs (notes 4, 5, 11, 21, 24 and 30) | |||||
| 5110 | Costs of good sold | 1,062,460 | 79 | 1,021,791 | 78 |
| 5900 | Gross profit from operations | 281,334 | 21 | 295,108 | 22 |
| 5910 | Unrealized gains from subsidiaries and joint ventures (note 4) | ( 535 ) | - | ( 1,045 ) | - |
| 5950 | Gross profit from operations | 280,799 | 21 | 294,063 | 22 |
| Operating expenses (notes 4, 5, 10, 15, 21, 24 and 30) | |||||
| 6100 | Marketing expenses | 145,874 | 11 | 140,830 | 11 |
| 6200 | Administrative expenses | 106,799 | 8 | 104,756 | 8 |
| 6300 | Research and development expenses | 70,616 | 5 | 74,451 | 5 |
| 6450 | Expected credit impairment losses (reversal gains) | 3,790 | 1 | ( 3,520 ) | - |
| 6000 | Total operating expenses | 327,079 | 25 | 316,517 | 24 |
| 6900 | Net operating loss | ( 46,280 ) | ( 4 ) | ( 22,454 ) | ( 2 ) |
| Non-operating income and expenses | |||||
| 7060 | Share of profit of associates and joint ventures accounted for using equity method, net (notes 4 and 12) | 117,636 | 9 | 158,092 | 12 |
| 7100 | Interest income (notes 4, 24 and 30) | 3,240 | - | 2,978 | - |
| 7010 | Other income (notes 4, 24, 27 and 30) | 38,981 | 3 | 25,880 | 2 |
| 7020 | Other gains and losses (notes 4, 13 and 24) | ( 1,809 ) | - | 1,706 | - |
| (Continue) |
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| Code | 2025 | 2024 | |||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| 7510 | Finance costs (notes 4, 17, 18 and 24) | ($ 15,810) | ( 1 ) | ($ 12,279) | ( 1 ) |
| 7590 | Miscellaneous disbursements | ( 1,271 ) | - | ( 2,323 ) | - |
| 7630 | Foreign exchange gains - net (notes 4 and 33) | 6,699 | - | 12,523 | 1 |
| 7000 | Total non-operating income and expenses | 147,666 | 11 | 186,577 | 14 |
| 7900 | Net profit before tax | 101,386 | 7 | 164,123 | 12 |
| 7950 | Income tax expense (notes 4 and 25) | 16,247 | 1 | 3,084 | - |
| 8200 | Net profit of the current period | 85,139 | 6 | 161,039 | 12 |
| Other Comprehensive Income (notes 4, 12, 21 and 25) | |||||
| Components of other comprehensive income that will not be reclassified to profit or loss | |||||
| 8311 | Gains (losses) on remeasurements of defined benefit plans | 1,013 | - | 7,151 | - |
| 8349 | Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | ( 203 ) | - | ( 1,430 ) | - |
| 8310 | 810 | - | 5,721 | - | |
| Components of other comprehensive income that will be reclassified to profit or loss | |||||
| 8361 | Exchange differences on translation of foreign financial statements | 2,524 | - | 40,341 | 3 |
| 8370 | Share of other comprehensive income of subsidiaries accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss | ( 4,528 ) | - | 1,365 | - |
| 8399 | Income tax related to components of other comprehensive income that will be reclassified to profit or loss | 401 | - | ( 8,341 ) | - |
| 8360 | ( 1,603 ) | - | 33,365 | 3 | |
| 8300 | Total other comprehensive income | ( 793 ) | - | 39,086 | 3 |
| 8500 | Total comprehensive income of the year | $ 84,346 | 6 | $ 200,125 | 15 |
| Earnings per share (note 26) | |||||
| 9710 | Basic | $ 0.74 | $ 1.50 | ||
| 9810 | Dilute | $ 0.74 | $ 1.41 |
Chairman: Hsiao, Hsiang-Chih
President: Hsiao, Hsiang-Chih
Accounting Manager: Kao, Chih-Wen
Tex Year Industries Inc.
Individual Statement of Changes in Equity
January 1 to December 31, 2025 and 2024
Unit: NT$ Thousand
| Code | | Share capital
Common stock
(notes 4 and 22) | Capital surplus
(notes 4 and 18 and 22) | Retained earnings (notes 4, 8, 21, 22 and 25) | | | Other equity items (notes 4, 8 and 25) | | Total equity |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | Legal reserve | Special reserve | Unappropriated retained earnings | Exchange differences on translation of foreign financial statements | Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income | |
| A1 | Balance on January 1, 2024 | $ 1,037,563 | $ 80,767 | $ 138,235 | $ 97,894 | $ 106,614 | ($ 86,810) | ($ 12,586) | $ 1,361,677 |
| | Appropriation and distribution of retained earnings for 2023 | | | | | | | | |
| B1 | Legal reserve appropriated | - | - | 7,511 | - | ( 7,511) | - | - | - |
| B3 | Special reserve appropriated | - | - | - | 1,502 | ( 1,502) | - | - | - |
| B5 | Cash dividends of ordinary share | - | - | - | - | ( 57,139) | - | - | ( 57,139) |
| I1 | Conversion of convertible bonds | 107,597 | 43,607 | - | - | - | - | - | 151,204 |
| D1 | Net profit in 2024 | - | - | - | - | 161,039 | - | - | 161,039 |
| D3 | Other comprehensive income after tax in 2024 | - | - | - | - | 5,721 | 33,365 | - | 39,086 |
| D5 | Total comprehensive income in 2024 | - | - | - | - | 166,760 | 33,365 | - | 200,125 |
| Z1 | Balance on December 31, 2024 | 1,145,160 | 124,374 | 145,746 | 99,396 | 207,222 | ( 53,445) | ( 12,586) | 1,655,867 |
| | Appropriation and distribution of retained earnings for 2024 | | | | | | | | |
| B1 | Legal reserve appropriated | - | - | 16,676 | - | ( 16,676) | - | - | - |
| B3 | Special reserve reversed | - | - | - | ( 33,365) | 33,365 | - | - | - |
| B9 | Dividend to the Company's shareholders | - | - | - | - | ( 114,516) | - | - | ( 114,516) |
| D1 | Net profit in 2025 | - | - | - | - | 85,139 | - | - | 85,139 |
| D3 | Other comprehensive income after tax in 2025 | - | - | - | - | 810 | ( 1,603) | - | ( 793) |
| D5 | Total comprehensive income in 2025 | - | - | - | - | 85,949 | ( 1,603) | - | 84,346 |
| Z1 | Balance on December 31, 2025 | $ 1,145,160 | $ 124,374 | $ 162,422 | $ 66,031 | $ 195,344 | ($ 55,048) | ($ 12,586) | $ 1,625,697 |
Chairman: Hsiao, Hsiang-Chih
President: Hsiao, Hsiang-Chih
Accounting Manager: Kao, Chih-Wen
Tex Year Industries Inc.
Individual Cash Flow Statement
January 1 to December 31, 2025 and 2024
| Code | Cash flow from business activities | 2025 | Unit: NT$ Thousand
2024 |
| --- | --- | --- | --- |
| A00010 | Profit from continuing operations before tax | $ 101,386 | $ 164,123 |
| A20010 | Adjustments to reconcile profit (loss): | | |
| A20100 | Depreciation expenses | 43,533 | 42,653 |
| A20200 | Amortization expenses | 6,990 | 3,750 |
| A20300 | Expected credit reversal losses (profit) | 3,790 | ( 3,520 ) |
| A20400 | Net loss (profit) on financial assets at fair value through profit or loss | 670 | ( 2,237 ) |
| A20900 | Finance costs | 15,810 | 12,279 |
| A21200 | Interest income | ( 3,240 ) | ( 2,978 ) |
| A21300 | Dividend income | ( 1,267 ) | ( 787 ) |
| A22300 | Share of loss (profit) of associates and joint ventures accounted for using equity method | ( 117,636 ) | ( 158,092 ) |
| A22500 | Losses on disposals of property, plant and equipment | - | 545 |
| A22900 | Proceeds from disposal of lease agreement benefits | - | ( 14 ) |
| A23800 | Inventory devaluation and obsolescence (reversal gains) losses | ( 1,961 ) | 8,727 |
| A23900 | Unrealized gains from subsidiaries and joint ventures | 535 | 1,045 |
| A24600 | Other adjustments to reconcile profit (loss) | ( 25 ) | ( 24 ) |
| A30000 | Changes in operating assets and liabilities | | |
| A31130 | Notes receivable | 796 | 5,567 |
| A31150 | Accounts receivable | 16,059 | 7,483 |
| A31160 | Accounts receivable due from related parties | ( 13,309 ) | ( 515 ) |
| A31180 | Other receivables | ( 1,422 ) | ( 1,852 ) |
| A31190 | Other receivables - related parties | 51,631 | ( 23,561 ) |
| A31200 | Inventories | 30,209 | ( 13,502 ) |
| A31240 | Other current assets | 1,597 | ( 2,006 ) |
| A32130 | Notes payable | ( 693 ) | 693 |
| A32150 | Accounts payable | ( 23,490 ) | ( 9,634 ) |
| A32160 | Accounts payable - related parties | 2,809 | 2,765 |
| A32180 | Other payables | ( 8,416 ) | 16,294 |
| A32230 | Other current liabilities | ( 12,933 ) | ( 21,917 ) |
| A32240 | Non-current net defined benefit liability | ( 4,346 ) | ( 3,490 ) |
| A33000 | Cash inflow generated from operations | 87,077 | 21,795 |
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(Continue)
| Code | 2025 | 2024 | |
|---|---|---|---|
| A33100 | Interest received | $ 3,206 | $ 3,183 |
| A33300 | Interest paid | ( 15,586 ) | ( 11,151 ) |
| A33500 | Income tax paid | ( 17,252 ) | ( 30,699 ) |
| AAAA | Net cash flows from (used in) operating activities | 57,445 | ( 16,872 ) |
| Cash flows from (used in) investing activities | |||
| B00050 | Proceeds from disposal of financial assets at amortized cost | 39,425 | 575 |
| B00100 | Acquisition of financial assets at fair value through profit or loss | ( 4,500 ) | ( 12,840 ) |
| B00200 | Disposal of financial assets at fair value through profit or loss | 2,443 | 762 |
| B01800 | Acquisition of investment by the equity method | ( 129,326 ) | ( 3,907 ) |
| B02700 | Acquisition of property, plant and equipment | ( 275,109 ) | ( 20,566 ) |
| B02800 | Proceeds From Disposal of Property, Plants, and Equipment | - | 49 |
| B03700 | Decrease (increase) in refundable deposits | 1,735 | ( 1,644 ) |
| B04500 | Acquisition of intangible assets | ( 8,377 ) | ( 4,502 ) |
| B06700 | Decrease in other non-current assets | - | 184 |
| B07100 | Increase in prepayments for business facilities | ( 4,717 ) | ( 6,588 ) |
| B07600 | Dividend received | 1,267 | 787 |
| B07600 | Dividends received from subsidiaries and joint ventures | 81,400 | 49,861 |
| BBBB | Net cash (outflow) inflow from investing activities | ( 295,759 ) | 2,171 |
| Cash flows from (used in) financing activities | |||
| C00100 | Increase in short-term loans | 3,234,000 | 1,953,000 |
| C00200 | Decrease in short-term loans | ( 3,096,000 ) | ( 1,845,000 ) |
| C01600 | Long-term loans | 230,160 | - |
| C01700 | Repayment of long-term loans | ( 31,077 ) | ( 52,540 ) |
| C04020 | Repayments of the principal of lease liabilities | ( 1,556 ) | ( 1,636 ) |
| C04500 | Cash dividends paid | ( 114,516 ) | ( 57,139 ) |
| CCCC | Cash inflow (outflow) from financing activities | 221,011 | ( 3,315 ) |
| EEEE | Net decrease in cash and cash equivalents | ( 17,303 ) | ( 18,016 ) |
| E00100 | Cash and cash equivalents at beginning of period | 215,594 | 233,610 |
| E00200 | Cash and cash equivalents at end of period | $ 198,291 | $ 215,594 |
The accompanying notes are an integral part of the individual financial statements.
(please refer to the audit report of Deloitte & Touche Taiwan dated March 12, 2026)
Chairman: Hsiao, Hsiang-Chih
President: Hsiao, Hsiang-Chih
Accounting Manager: Kao, Chih-Wen