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TNC — Audit Report / Information 2025
Apr 24, 2026
52171_rns_2026-04-24_eba5ca01-49eb-47ea-8392-68b54f883ed7.pdf
Audit Report / Information
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Taiwan Navigation Co., Ltd. and Subsidiaries
Consolidated Financial Statements for the Years Ended December 31, 2025 and 2024 and Independent Auditors' Report
DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES
The companies required to be included in the consolidated financial statements of affiliates in accordance with the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" for the year ended December 31, 2025 are all the same as the companies required to be included in the consolidated financial statements of parent and subsidiary companies as provided in International Financial Reporting Standard No. 10, "Consolidated Financial Statements". Relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies. Hence, we did not prepare a separate set of consolidated financial statements of affiliates.
Very truly yours,
TAIWAN NAVIGATION CO., LTD.
By:
LIU, WEN-QING
Chairman
March 9, 2026
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INDEPENDENT AUDITORS' REPORT
The Board of Directors and Shareholders
Taiwan Navigation Co., Ltd.
Opinion
We have audited the accompanying consolidated financial statements of Taiwan Navigation Co., Ltd. and its subsidiaries (collectively referred to as the "Group"), which comprise the consolidated balance sheets as of December 31, 2025 and 2024, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including material accounting policy information (collectively referred to as the "consolidated financial statements").
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Financial Statements Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The key audit matter identified in the consolidated financial statements of the Group for the year ended December 31, 2025 is stated as follows:
The Recognition of Subsidiaries’ Floating Revenue of Bulk Carriers
The Group’s subsidiaries Tai Shing Maritime Co., S.A. and Shin Wang Maritime Inc., primarily engage in bulk carrier transportation services and their floating bulk carriers revenue fluctuates with the shipping index based on agreements. Since the rental agreements of each ship are different and calculated manually, the risk of the accuracy of the recognition floating revenue of bulk carriers increases. Therefore, we considered the accuracy of the recognition of floating revenue of bulk carriers as a key audit matter.
Our main audit procedures performed were as follows:
- We obtained an understanding of the design and implementation of internal controls relevant to the recognition of floating revenue of bulk carriers.
- We selected samples from the floating bulk carriers revenue ledger and reviewed relevant documents such as bulk carrier contracts, current account statements, bank statements, the record of remittances, etc.
- We recalculated the floating revenue of bulk carriers and verified the accuracy of the recognized amount.
Other Matter
We have also audited the parent company only financial statements of Taiwan Navigation Co., Ltd. as of and for the years ended December 31, 2025 and 2024 on which we have issued an unmodified opinion.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the Group’s financial reporting process.
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Auditors' Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
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We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2025 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partners on the audits resulting in this independent auditors' report are Ya-Ling Wong and You-Cheng Hsin.
Deloitte & Touche
Taipei, Taiwan
Republic of China
March 9, 2026
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance 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 applied in the Republic of China.
For the convenience of readers, the independent 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 independent auditors' report and consolidated financial statements shall prevail.
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TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| 2025 | 2024 | |||
|---|---|---|---|---|
| ASSETS | Amount | % | Amount | % |
| CURRENT ASSETS | ||||
| Cash and cash equivalents (Notes 4, 6 and 24) | $ 1,347,324 | 5 | $ 772,044 | 3 |
| Financial assets at fair value through other comprehensive income (Notes 4, 7 and 25) | 2,060,900 | 8 | 2,817,619 | 10 |
| Accounts receivable, net (Notes 4, 8 and 18) | 25,550 | - | 19,709 | - |
| Trade receivables from related parties (Notes 4, 8, 18 and 25) | 68,466 | - | 73,169 | - |
| Net finance lease receivables from related parties (Notes 4, 9 and 18) | 57,692 | - | 56,432 | - |
| Prepayments | 156,782 | 1 | 162,238 | 1 |
| Other financial assets (Notes 4, 10 and 25) | 28,806 | - | 354,676 | 1 |
| Other current assets (Note 4) | 3,223 | - | 5,472 | - |
| Total current assets | 3,748,743 | 14 | 4,261,359 | 15 |
| NON-CURRENT ASSETS | ||||
| Financial assets at fair value through other comprehensive income (Notes 4 and 7) | 220,391 | 1 | 118,643 | - |
| Investments accounted for using the equity method (Notes 4 and 11) | 206,625 | 1 | 202,212 | 1 |
| Property, plant and equipment (Notes 4, 12 and 26) | 19,118,850 | 72 | 20,713,649 | 74 |
| Investment properties (Notes 4 and 13) | 1,139,124 | 4 | 1,145,869 | 4 |
| Intangible assets (Notes 4 and 14) | 33,869 | - | 19,299 | - |
| Deferred tax assets (Notes 4 and 20) | 2,168 | - | 289 | - |
| Prepayments for equipment (Notes 12 and 27) | 698,651 | 3 | 223,539 | 1 |
| Net finance lease receivables from related parties (Notes 4, 9 and 18) | 1,235,062 | 5 | 1,280,380 | 5 |
| Other non-current assets (Notes 4, 25 and 26) | 5,071 | - | 4,831 | - |
| Total current assets | 22,659,811 | 86 | 23,708,711 | 85 |
| TOTAL | $ 26,408,554 | 100 | $ 27,970,070 | 100 |
| LIABILITIES AND EQUITY | ||||
| CURRENT LIABILITIES | ||||
| Short-term borrowings (Notes 15, 22 and 25) | $ 1,003,335 | 4 | $ 1,213,982 | 4 |
| Notes and accounts payable | 207,148 | 1 | 255,189 | 1 |
| Other payables | 209,617 | 1 | 207,014 | 1 |
| Current tax liabilities (Notes 4 and 20) | 287,544 | 1 | 154,035 | 1 |
| Current portion of long-term borrowings (Notes 15, 22, 25 and 26) | 62,860 | - | 121,020 | - |
| Other current liabilities (Notes 4, 13 and 25) | 107,319 | - | 100,647 | - |
| Total current liabilities | 1,877,823 | 7 | 2,051,887 | 7 |
| NON-CURRENT LIABILITIES | ||||
| Long-term borrowings (Notes 15, 22, 25 and 26) | 5,646,939 | 21 | 6,581,123 | 24 |
| Deferred tax liabilities (Notes 4 and 20) | 263,891 | 1 | 263,777 | 1 |
| Net defined benefit liabilities (Notes 4 and 16) | 27,783 | - | 23,270 | - |
| Other non-current liabilities (Notes 13 and 25) | 752,227 | 3 | 798,150 | 3 |
| Total non-current liabilities | 6,690,840 | 25 | 7,666,320 | 28 |
| Total liabilities | 8,568,663 | 32 | 9,718,207 | 35 |
| EQUITY ATTRIBUTABLE TO OWNERS OF THE CORPORATION (Notes 4, 17 and 25) | ||||
| Ordinary shares | 4,172,945 | 16 | 4,172,945 | 15 |
| Capital surplus | 334,382 | 1 | 334,382 | 1 |
| Retained earnings | ||||
| Legal reserve | 2,568,831 | 10 | 2,439,374 | 9 |
| Unappropriated earnings | 8,501,748 | 32 | 7,920,642 | 28 |
| Total retained earnings | 11,070,579 | 42 | 10,360,016 | 37 |
| Other equity | 2,261,985 | 9 | 3,384,520 | 12 |
| Total equity attributable to owners of the Corporation | 17,839,891 | 68 | 18,251,863 | 65 |
| Total equity | 17,839,891 | 68 | 18,251,863 | 65 |
| TOTAL | $ 26,408,554 | 100 | $ 27,970,070 | 100 |
The accompanying notes are an integral part of the consolidated financial statements.
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| 2025 | 2024 | |||
|---|---|---|---|---|
| Amount | % | Amount | % | |
| OPERATING REVENUE (Notes 4, 18 and 25) | $ 4,299,838 | 100 | $ 4,400,046 | 100 |
| OPERATING COSTS (Notes 4, 19 and 25) | 2,504,976 | 58 | 2,556,870 | 58 |
| GROSS PROFIT | 1,794,862 | 42 | 1,843,176 | 42 |
| ADMINISTRATIVE EXPENSES (Notes 8 and 19) | 208,963 | 5 | 184,044 | 4 |
| PROFIT FROM OPERATIONS | 1,585,899 | 37 | 1,659,132 | 38 |
| NON-OPERATING INCOME AND EXPENSES | ||||
| Interest income (Note 4) | 35,062 | 1 | 37,365 | 1 |
| Dividend income (Notes 4, 7 and 25) | 279,288 | 7 | 75,313 | 2 |
| Other income (Notes 19 and 25) | 57,118 | 1 | 45,591 | 1 |
| Gain on disposal of property, plant and equipment (Notes 4 and 12) | - | - | 20,383 | - |
| Share of profit of associates accounted for using the equity method (Notes 4 and 10) | 7,400 | - | 5,137 | - |
| Interest expense (Notes 4, 19 and 25) | (310,391) | (7) | (378,959) | (9) |
| Other expenses | (3,584) | - | (4,831) | - |
| Net gain (loss) on foreign currency exchange (Notes 4, 19 and 28) | (30,914) | (1) | 2,203 | - |
| Total non-operating income and expenses | 33,979 | 1 | (197,798) | (5) |
| INCOME BEFORE INCOME TAX | 1,619,878 | 38 | 1,461,334 | 33 |
| INCOME TAX EXPENSE (Notes 4 and 20) | 294,230 | 7 | 178,100 | 4 |
| NET PROFIT FOR THE YEAR | 1,325,648 | 31 | 1,283,234 | 29 |
| OTHER COMPREHENSIVE INCOME (LOSS) (Note 4) | ||||
| Items that will not be reclassified subsequently to profit or loss: | ||||
| Remeasurement of defined benefit plans (Note 16) | (3,831) | - | 2,054 | - |
| Unrealized gain (loss) on investments in equity instruments designated as at fair value through other comprehensive income | (638,081) | (15) | 946,409 | 21 |
| Share of other comprehensive (loss) income of associates accounted for using the equity method (Note 11) | 4,831 | - | (13,508) | - |
| (637,081) | (15) | 934,955 | 21 |
(Continued)
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| 2025 | 2024 | |||
|---|---|---|---|---|
| Amount | % | Amount | % | |
| Items that may be reclassified subsequently to profit or loss: | ||||
| Exchange differences on translating the financial statements of foreign operations | $ (474,597) | (11) | $ 731,925 | 17 |
| Other comprehensive income (loss) for the year, net of income tax | (1,111,678) | (26) | 1,666,880 | 38 |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR | $ 213,970 | 5 | $ 2,950,114 | 67 |
| NET PROFIT ATTRIBUTABLE TO: | ||||
| Owners of the Corporation | $ 1,325,648 | 31 | $ 1,283,234 | 29 |
| Non-controlling interests | - | - | - | - |
| $ 1,325,648 | 31 | $ 1,283,234 | 29 | |
| TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: | ||||
| Owners of the Corporation | $ 213,970 | 5 | $ 2,950,114 | 67 |
| Non-controlling interests | - | - | - | - |
| $ 213,970 | 5 | $ 2,950,114 | 67 | |
| EARNINGS PER SHARE (Note 21) | ||||
| Basic | $ 3.18 | $ 3.08 | ||
| Diluted | $ 3.17 | $ 3.07 |
The accompanying notes are an integral part of the consolidated financial statements.
(Concluded)
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| Ordinary Shares | Capital Surplus | Retained Earnings | Exchange Differences on Translating Foreign Operations | Other Equity Unrealized Income (Loss) on Investments in Financial Assets at Fair Value Through Other Comprehensive Income | Total Equity | |||
|---|---|---|---|---|---|---|---|---|
| Shares (In Thousands) | Amount | Legal Reserve | Unappropriated Earnings | |||||
| BALANCE AT JANUARY 1, 2024 | 417,294 | $ 4,172,945 | $ 334,382 | $ 2,272,533 | $ 7,460,584 | $ 180,022 | $ 1,548,954 | $ 15,969,420 |
| Appropriation of 2023 earnings | ||||||||
| Legal reserve | - | - | - | 166,841 | (166,841) | - | - | - |
| Cash dividends | - | - | - | - | (667,671) | - | - | (667,671) |
| Net profit for the year ended December 31, 2024 | - | - | - | - | 1,283,234 | - | - | 1,283,234 |
| Other comprehensive income (loss) for the year ended December 31, 2024, net of income tax | - | - | - | - | 2,054 | 731,925 | 932,901 | 1,666,880 |
| Total comprehensive income (loss) for the year ended December 31, 2024 | - | - | - | - | 1,285,288 | 731,925 | 932,901 | 2,950,114 |
| Disposal of investments in equity instruments designated as at fair value through other comprehensive income | - | - | - | - | 4,911 | - | (4,911) | - |
| Disposal of investments in equity instruments designated as at fair value through other comprehensive income by associates | - | - | - | - | 4,371 | - | (4,371) | - |
| BALANCE AT DECEMBER 31, 2024 | 417,294 | 4,172,945 | 334,382 | 2,439,374 | 7,920,642 | 911,947 | 2,472,573 | 18,251,863 |
| Appropriation of 2024 earnings | ||||||||
| Legal reserve | - | - | - | 129,457 | (129,457) | - | - | - |
| Cash dividends | - | - | - | - | (625,942) | - | - | (625,942) |
| Net profit for the year ended December 31, 2025 | - | - | - | - | 1,325,648 | - | - | 1,325,648 |
| Other comprehensive income (loss) for the year ended December 31, 2025, net of income tax | - | - | - | - | (3,831) | (474,597) | (633,250) | (1,111,678) |
| Total comprehensive income (loss) for the year ended December 31, 2025 | - | - | - | - | 1,321,817 | (474,597) | (633,250) | 213,970 |
| Disposal of investments in equity instruments designated as at fair value through other comprehensive income | - | - | - | - | 14,688 | - | (14,688) | - |
| BALANCE AT DECEMBER 31, 2025 | 417,294 | $ 4,172,945 | $ 334,382 | $ 2,568,831 | $ 8,501,748 | $ 437,350 | $ 1,824,635 | $ 17,839,891 |
The accompanying notes are an integral part of the consolidated financial statements.
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Income before income tax | $ 1,619,878 | $ 1,461,334 |
| Adjustments for: | ||
| Depreciation and amortization | 928,956 | 942,157 |
| Expected credit loss recognized (reversed) on trade receivables | 10,709 | (4,854) |
| Interest expense | 310,391 | 378,959 |
| Interest income | (35,062) | (37,365) |
| Dividend income | (279,288) | (75,313) |
| Share of profit of associates accounted for using the equity method | (7,400) | (5,137) |
| Gain on disposal of property, plant and equipment | - | (20,383) |
| Unrealized net (gain) loss on foreign currency exchange | (234) | 361 |
| Changes in operating assets and liabilities | ||
| Accounts receivable | (6,638) | 9,720 |
| Trade receivables from related parties | 38,226 | 82,731 |
| Prepayments | 25 | (10,898) |
| Other current assets | (208) | 110,813 |
| Other financial assets | (7,861) | 616 |
| Notes and accounts payable | (39,428) | 82,362 |
| Other payables | 9,305 | (12,424) |
| Other current liabilities | 8,523 | (15,501) |
| Net defined benefit liabilities | 682 | (4,922) |
| Other non-current liabilities | (46,937) | (46,937) |
| Cash generated from operations | 2,503,639 | 2,835,319 |
| Income tax paid | (162,486) | (424,386) |
| Net cash generated from operating activities | 2,341,153 | 2,410,933 |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Proceeds from disposal of financial assets at fair value through other comprehensive income | 16,890 | 5,608 |
| Payments for property, plant and equipment | (580,535) | (3,482,165) |
| Proceeds from disposal of property, plant and equipment | - | 1,165,515 |
| Increase in intangible assets | (28,064) | (86) |
| Decrease in intangible assets | 10,738 | - |
| Payments for investment properties | - | (12,534) |
| Decrease in other financial assets | 317,230 | 139,523 |
| Increase in other non-current assets | (247) | (210) |
| Interest received | 37,328 | 37,037 |
| Dividends received | 287,106 | 83,130 |
| Net cash generated from (used in) investing activities | 60,446 | (2,064,182) |
| (Continued) |
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| (Decrease) increase in short-term borrowings | $ (173,791) | $ 544,120 |
| Proceeds from long-term borrowings | 571,416 | 3,240,867 |
| Repayments of long-term borrowings | (1,280,802) | (2,873,104) |
| Increase in other non-current liabilities | 1,014 | 121 |
| Cash dividends paid | (625,942) | (667,671) |
| Interest paid | (313,694) | (380,566) |
| Net cash used in financing activities | (1,821,799) | (136,233) |
| EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES | (4,520) | 37,691 |
| NET INCREASE IN CASH AND CASH EQUIVALENTS | 575,280 | 248,209 |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR | 772,044 | 523,835 |
| CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR | $ 1,347,324 | $ 772,044 |
The accompanying notes are an integral part of the consolidated financial statements.
(Concluded)
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
1. GENERAL INFORMATION
Taiwan Navigation Co., Ltd. (the "Corporation"), whose shares are listed on the Taiwan Stock Exchange, was originally majority-owned by the Taiwan Provincial Government but was privatized on June 20, 1998. The Corporation mainly engages in passenger and freight transport via water, port warehousing, aquatic sand mining, and navigation channel dredging and also acts as a shipping agency, provides tugboats, and acts as a landowner in agreements with construction companies for the use of its land for the construction of residential and commercial buildings for sale and rental.
Tai Shing Maritime Co., S.A. (Tai Shing) was established in the Republic of Panama, and Shin Wang Maritime Inc. (Shin Wang) was established in Liberia. The Corporation holds 100% interest in Tai Shing and Shin Wang. Tai Shing and Shin Wang mainly engage in the general management, purchasing, sale, charter, and operation of sea navigation routes and in other maritime operations of ships.
The consolidated financial statements of the Corporation and its subsidiaries, collectively referred to as the "Group", are presented in New Taiwan Dollars, the functional currency of the Corporation.
2. APPROVAL OF FINANCIAL STATEMENTS
The consolidated financial statements were approved by the Corporation's board of directors on March 9, 2026.
3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the "IFRS Accounting Standards") endorsed and issued into effect by the Financial Supervisory Commission (FSC) did not have a material impact on the Group's accounting policies.
b. The IFRS Accounting Standards endorsed by the FSC for application starting from 2026
| New, Amended and Revised Standards and Interpretations | Effective Date Announced by IASB |
|---|---|
| Amendments to IFRS 9 and IFRS 7 “Amendments to the Classification and Measurement of Financial Instruments” | January 1, 2026 |
| Amendments to IFRS 9 and IFRS 7 “Contracts Referencing Nature-dependent Electricity” | January 1, 2026 |
| Annual Improvements to IFRS Accounting Standards - Volume 11 | January 1, 2026 |
| IFRS 17 “Insurance Contracts” (including the 2020 and 2021 amendments to IFRS 17) | January 1, 2023 |
As of the date the consolidated financial statements were authorized for issue, the Group assessed that the amendments of other standards and interpretations will not have a material impact on the Group's financial position and financial performance.
c. The IFRS Accounting Standards in issue but not yet endorsed and issued into effect by the FSC
| New, Amended and Revised Standards and Interpretations | Effective Date Announced by IASB (Note 1) |
|---|---|
| Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” | To be determined by IASB |
| IFRS 18 “Presentation and Disclosure in Financial Statements” | January 1, 2027 (Note 2) |
| IFRS 19 “Subsidiaries without Public Accountability: Disclosures” (including the 2025 amendments to IFRS 19) | January 1, 2027 |
| Amendments to IAS 21 “Translation to a Hyperinflationary Presentation Currency” | January 1, 2027 |
Note 1: Unless stated otherwise, the above IFRS Accounting Standards are effective for annual reporting periods beginning on or after their respective effective dates.
Note 2: On September 25, 2025, the FSC announced that IFRS 18 will take effect starting from January 1, 2028. Domestic entities could elect to apply IFRS 18 for an earlier period after the endorsement of IFRS 18 by the FSC.
IFRS 18 “Presentation and Disclosure in Financial Statements” and consequential amendments
IFRS 18 will supersede IAS 1 “Presentation of Financial Statements”. The main changes comprise:
- To classify items of income and expenses presented in the statement of profit or loss into the operating, investing, financing, income taxes and discontinued operations categories, the Group shall assess whether it has specified main business activities of investing in particular types of assets and providing financing to customers.
- The statement of profit or loss shall present totals and subtotals for operating profit or loss, profit or loss before financing and income taxes and profit or loss.
- Provides guidance to enhance the requirements of aggregation and disaggregation: The Group shall identify the assets, liabilities, equity, income, expenses and cash flows that arise from individual transactions or other events and shall classify and aggregate them into groups based on shared characteristics, so as to result in the presentation in the primary financial statements of line items that have at least one similar characteristic. The Group shall disaggregate items with dissimilar characteristics in the primary financial statements and in the notes. The Group labels items as “other” only if it cannot find a more informative label.
- Disclosures on Management-defined Performance Measures (MPMs): When in public communications outside financial statements and communicating to users of financial statements management’s view of an aspect of the financial performance of the Group as a whole, the Group shall disclose related information about its MPMs in a single note to the financial statements, including the description of such measures, calculations, reconciliations to the subtotal or total specified by IFRS Accounting Standards and the income tax and non-controlling interests effects of related reconciliation items.
In addition, the following consequential amendments have been made to IAS 7 “Statement of Cash Flows”:
-
The Group shall use operating profit or loss as the starting point when presenting cash flows from operating activities under the indirect method.
-
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- Interest and dividends received by the Group shall be classified as investing activities, while interest and dividends paid shall be classified as financing activities. However, if, after assessment, the Group has a specific main operating activity, it shall determine how to classify dividends received, interest received and interest paid in the statement of cash flows by referring to how it classifies dividend income, interest income and interest expense in the statement of profit or loss. The total of each of these cash flows shall be classified in a single category in the statement of cash flows.
As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing other impacts of the above amended standards and interpretations on the Group's financial position and financial performance and will disclose the relevant impact when the assessment is completed.
4. SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION
a. Statement of compliance
The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS Accounting Standards as endorsed and issued into effect by the FSC.
b. Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:
1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
3) Level 3 inputs are unobservable inputs for an asset or liability.
c. Classification of current and non-current assets and liabilities
Current assets include:
1) Assets held primarily for the purpose of trading;
2) Assets expected to be realized within 12 months after the reporting period; and
3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.
Current liabilities include:
1) Liabilities held primarily for the purpose of trading;
2) Liabilities due to be settled within 12 months after the reporting period, even if an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the consolidated financial statements are authorized for issue; and
3) Liabilities for which the Group does not have the substantial right at the end of the reporting period to defer settlement for at least 12 months after the reporting period.
Assets and liabilities that are not classified as current are classified as non-current.
d. Basis of consolidation
1) Principles for preparing consolidated financial statements
The consolidated financial statements incorporate the financial statements of the Corporation and the entities controlled by the Corporation (i.e., its subsidiaries).
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those of the Group.
All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.
2) Subsidiaries included in the consolidated financial statements
The Group holds 100% of the interest of the subsidiaries which are included in the consolidated financial statements. The subsidiaries are Tai Shing and Shin Wang, which are mainly engaged in marine freight transportation services.
e. Foreign currencies
In preparing the financial statements of each individual group entity, transactions in currencies other than the entity's functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.
At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.
Non-monetary items denominated in foreign currencies that are measured at fair value are retranslated at the rates prevailing at the date when the fair value is determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income; in which cases, the exchange differences are also recognized directly in other comprehensive income.
Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of transaction.
For the purpose of presenting consolidated financial statements, the financial statements of Group's foreign operations that are prepared using functional currencies which are different from the currency of the Group are translated into the presentation currency, the New Taiwan dollars, as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period, and income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income.
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On the disposal of a foreign operation (i.e., a disposal of the Group’s entire interest in a foreign operation, or a disposal involving loss of the control over a subsidiary that includes a foreign operation, or a partial disposal of a foreign operation of which the retained interest becomes a financial asset), all of the exchange differences accumulated in equity in respect of that operation are reclassified to profit or loss.
In a partial disposal of a subsidiary that does not result in the Group losing control over the subsidiary, the proportionate share of accumulated exchange differences recognized in other comprehensive income is re-attributed to the non-controlling interests of the subsidiary and is not recognized in profit or loss. For all other partial disposals, the proportionate share of the accumulated exchange differences recognized in other comprehensive income is reclassified to profit or loss.
f. Investments in associates
An associate is an entity over which the Group has significant influence and which is neither a subsidiary nor an interest in a joint venture.
The Group uses the equity method to account for its investments in associates. Under the equity method, investments in an associate are initially recognized at cost and adjusted thereafter to recognize the Group’s share of the profit or loss and other comprehensive income of the associate. The Group also recognizes the changes in the Group’s share of the equity of associates attributable to the Group.
When the Group subscribes for additional new shares of an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Group’s proportionate interest in the associate. The Group records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in capital surplus from investments in associates accounted for using the equity method. If the Group’s ownership interest is reduced due to its additional subscription of the new shares of the associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required had the investee directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.
When the Group’s share of losses of an associate equals or exceeds its interest in that associate, the Group discontinues recognizing its share of further loss, if any. Additional losses and liabilities are recognized only to the extent that the Group has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.
The entire carrying amount of an investment is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is not allocated to any asset that forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.
The Group discontinues the use of the equity method from the date on which its investment ceases to be an associate. Any retained investment is measured at fair value at that date, and the fair value is regarded as the investment’s fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate. The Group accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required had that associate directly disposed of the related assets or liabilities.
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When the Group transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Group’s consolidated financial statements only to the extent of interests in the associate are not related to the Group.
g. Property, plant and equipment
Property, plant and equipment are initially measured at cost and subsequently measured at cost less accumulated depreciation and accumulated impairment loss.
Property, plant and equipment in the course of construction are measured at cost less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such assets are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for their intended use.
Except for freehold land which is not depreciated, the depreciation of property, plant and equipment is recognized using the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation methods are reviewed at the end of each reporting period, with the effects of any changes in the estimates accounted for on a prospective basis.
On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.
h. Investment properties
Investment properties are properties held to earn rental or for capital appreciation. Investment properties also include land held for a currently undetermined future use.
Investment properties are initially measured at cost. Subsequent to initial recognition, investment properties are measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation is recognized using the straight-line method.
On derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss.
i. Impairment of property, plant and equipment and investment properties
At the end of each reporting period, the Group reviews the carrying amounts of its property, plant and equipment and investment properties to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Group assets are allocated to the individual cash-generating units on a reasonable and consistent basis of allocation.
The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.
When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized on the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.
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j. Financial instruments
Financial assets and financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at FVTPL) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at FVTPL are recognized immediately in profit or loss.
1) Financial assets
All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.
a) Measurement categories
Financial assets are classified into the following categories: Financial assets at amortized cost and investments in equity instruments at FVTOCI.
i. Financial assets at amortized cost
Financial assets that meet the following conditions are subsequently measured at amortized cost:
i) The financial assets are held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
ii) The contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, trade receivables (including related parties) at amortized cost, other receivables (presented in other current assets), other financial assets and net finance lease receivables from related parties are measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.
Interest income is calculated by applying the effective interest rate to the gross carrying amount of such a financial asset, except for:
i) Purchased or originated credit-impaired financial asset, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial assets; and
ii) Financial asset that is not credit impaired on purchase or origination but has subsequently become credit impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.
A financial asset is credit impaired when one or more of the following events have occurred:
i) Significant financial difficulty of the issuer or the borrower;
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ii) Breach of contract, such as a default;
iii) It is becoming probable that the borrower will enter bankruptcy or undergo a financial reorganization.
Cash equivalents include time deposits and repurchase agreements collateralized by notes with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.
ii. Investments in equity instruments at FVTOCI
On initial recognition, the Group may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.
Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments; instead, it will be transferred to retained earnings.
Dividends on these investments in equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.
b) Impairment of financial assets
The Group recognizes a loss allowance for expected credit losses on financial assets at amortized cost.
The Group always recognizes lifetime expected credit losses (ECLs) for accounts receivable (including related parties) and net finance lease receivables from related parties. For all other financial instruments, the Group recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on a financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.
Expected credit losses reflect the weighted average of credit losses with the respective risks of default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.
For internal credit risk management purposes, the Group considers the following situations as indication that a financial asset is in default (without taking into account any collateral held by the Group):
- Internal or external information shows that the debtor is unlikely to pay its creditors.
The impairment loss of all financial assets is recognized in profit or loss by a reduction in their carrying amounts through a loss allowance account.
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c) Derecognition of financial assets
The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.
On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. However, on derecognition of an investment in an equity instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss, and the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.
2) Equity instruments
Equity instruments issued by the Group are classified as equity in accordance with the substance of the contractual arrangements and the definitions of an equity instrument.
Equity instruments issued by the Group are recognized at the proceeds received, net of direct issue costs.
3) Financial liabilities
Financial liabilities are measured at amortized cost using the effective interest method. The difference between the carrying amount of a financial liability derecognized and the consideration paid is recognized in profit or loss.
k. Revenue recognition
The Group identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.
For contracts where the period between the date on which the Group transfers a promised service to a customer and the date on which the customer pays for that service is one year or less, the Group does not adjust the promised amount of consideration for the effects of a significant financing component.
As the Group provides services for ship chartering, passenger and freight transport and ship management, customers simultaneously obtain and consume the benefit provided by the Group’s performance, and the relevant revenue is recognized when the services are provided. The revenue from ship chartering and ship management services are recognized with reference to the number of days incurred and the revenue from passenger and freight transport services is recognized with reference to the stage of completion of the services provided.
l. Leasing
At the inception of a contract, the Group assesses whether the contract is, or contains, a lease.
For a contract that contains a lease component and non-lease components, the Group allocates the consideration in the contract to each component on the basis of the relative stand-alone price and accounts for each component separately. However, for the lease of transportation equipment in which the Group is a lessee and transportation service is provided by a lessor, the Group elects to account for the lease and non-lease components as a single lease component.
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1) The Group as lessor
Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
Under finance leases, the lease payments comprise fixed payments. The net investment in a lease is measured at the present value of the sum of the lease payments receivable by a lessor and any unguaranteed residual value accrued to the lessor plus initial direct costs and is presented as a finance lease receivable. Finance lease income is allocated to the relevant accounting periods so as to reflect a constant, periodic rate of return on the Group’s net investment outstanding in respect of leases.
Lease payments from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Initial direct costs incurred in obtaining operating leases is added to the carrying amounts of the underlying assets and recognized as costs on a straight-line basis over the lease term. Lease modification that resulted from a negotiation with a lessee is accounted for as a new lease from the effective date of modification.
When a lease includes both land and building elements, the Group assesses the classification of each element separately as a finance or an operating lease based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the lessee.
2) The Group as lessee
The Group applies a recognition exemption where lease payments are recognized as costs and expenses on a straight-line basis over the lease terms for short-term leases and low-value asset leases.
m. Borrowing costs
Borrowing costs directly attributable to an acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.
Other than those stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.
n. Government grants
Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attached to them and that the grants will be received.
Government grants related to income are recognized on a systematic basis over the periods in which the Group recognizes as expenses the related costs that the grants intend to compensate.
Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognized in profit or loss in the period in which they are received.
o. Employee benefits
1) Short-term employee benefits
Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.
2) Retirement benefits
Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.
Defined benefit costs (including service cost, net interest and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost and past service cost, as well as gains and losses on settlements) and net interest on the net defined benefit liabilities are recognized as employee benefits expense in the period in which they occur or when the plan amendment or curtailment occurs or when the settlement occurs. Remeasurement, comprising actuarial gains and losses, the effect of the changes to the asset ceiling and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.
Net defined benefit liabilities represent the actual deficit in the Group’s defined benefit plans.
p. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
1) Current tax
Income tax payable (recoverable) is based on taxable profit (loss) for the year determined according to the applicable tax laws of each tax jurisdiction.
According to the Income Tax Act in the ROC, an additional tax on unappropriated earnings is provided for in the year the shareholders approve to retain earnings.
Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.
2) Deferred tax
Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit.
Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.
Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.
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The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the assets to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liabilities are settled or the assets are realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
3) Current and deferred taxes for the year
Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity; in which case, the current and deferred taxes are also recognized in other comprehensive income or directly in equity, respectively.
5. MATERIAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Group's accounting policies, management is required to make judgments, estimations, and assumptions on the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
The management of the Group evaluated that there were no critical accounting judgments or estimation uncertainty on the accounting policies, estimates and basic assumptions that were adopted by the Group.
6. CASH AND CASH EQUIVALENTS
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Cash on hand | $ 258 | $ 258 |
| Checking accounts and demand deposits | 154,234 | 125,233 |
| Cash equivalents | ||
| Time deposits with original maturities of 3 months or less | 1,192,832 | 646,553 |
| $ 1,347,324 | $ 772,044 |
The market rate intervals of cash in banks and cash equivalents at the end of the year are as follows:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Bank balance and cash equivalents | 0.01%-4.85% | 0.01%-4.85% |
- FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Current | ||
| Domestic investments | ||
| Listed shares | ||
| Yang Ming Marine Transport Corporation (Note 25) | $ 2,060,900 | $ 2,817,619 |
| Non-current | ||
| Domestic investments | ||
| Unlisted shares | ||
| Chunghwa Investment Co., Ltd. | $ 186,989 | $ 79,377 |
| Foreign investments | ||
| Unlisted shared | ||
| Taiwan Foundation International Pte. Ltd. | 33,402 | 39,266 |
| $ 220,391 | $ 118,643 |
The Group's investments in the ordinary shares mentioned above are expected to earn profit through dividend income. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments' fair value in profit or loss will not be consistent with the Group's strategy of holding these investments for long-term purposes.
Dividends of $279,288 thousand and $75,313 thousand were recognized for the years ended December 31, 2025 and 2024, respectively. Both were related to investments in equity instruments at FVTOCI held as of December 31, 2025 and 2024.
- ACCOUNTS RECEIVABLE, NET (INCLUDING RELATED PARTIES)
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| At amortized cost | ||
| Accounts receivable | $ 27,040 | $ 21,081 |
| Less: Allowance for impairment loss | 1,490 | 1,372 |
| $ 25,550 | $ 19,709 | |
| Trade receivables from related parties | $ 79,001 | $ 73,169 |
| Less: Allowance for impairment loss | 10,535 | - |
| $ 68,466 | $ 73,169 |
The Group measures loss allowance of trade receivables (including related parties) at an amount equal to lifetime ECLs. The expected credit losses on accounts receivables (including related parties) are estimated by reference to past default experience of the debtors and an analysis of the debtors' current financial positions. As the Group's historical credit loss experience does not show significantly different loss patterns for different customer segments, the loss allowance based on past due status is not further distinguished according to the Group's different customer base.
The Group writes off an account receivable (including related parties) when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. For accounts receivables that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.
The aging of receivables (including related parties) is as follows:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| 0-60 days | $ 83,616 | $ 80,638 |
| 61-90 days | 7,272 | 4,373 |
| More than 90 days | 15,153 | 9,239 |
| Gross carrying amount | 106,041 | 94,250 |
| Loss allowance (Lifetime ECLs) | (12,025) | (1,372) |
| Amortized cost | $ 94,016 | $ 92,878 |
The above aging schedule was based on the number of days past due days from the invoice date.
The movements of the loss allowance of accounts receivable (including related parties) were as follows:
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Balance at January 1 | $ 1,372 | $ 6,139 |
| Add: Net remeasurement of loss allowance | 10,709 | (4,854) |
| Foreign exchange gains and losses | (56) | 87 |
| Balance at December 31 | $ 12,025 | $ 1,372 |
9. FINANCE LEASE RECEIVABLES FROM RELATED PARTIES, NET
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Undiscounted lease payments | ||
| Year 1 | $ 12,374 | $ 12,136 |
| Year 2 | 74,041 | 74,041 |
| Year 3 | 74,041 | 74,041 |
| Year 4 | 74,041 | 74,041 |
| Year 5 | 74,041 | 74,041 |
| Year 5 onwards | 1,332,737 | 1,406,778 |
| 1,641,275 | 1,715,078 | |
| Less: Unearned finance lease income | (348,521) | (378,266) |
| Net investment in leases presented as finance lease receivables | $ 1,292,754 | $ 1,336,812 |
| Current | $ 57,692 | $ 56,432 |
| Non-current | 1,235,062 | 1,280,380 |
| $ 1,292,754 | $ 1,336,812 |
The Group entered into a contract with CPC Corporation for “Kuan-Tang Industrial Port’s Long-term harbor tug Service” to provide tugboat and port labor transportation and mooring boat for use, which is subject to IFRS 16 “Lease”. All these leases are denominated in New Taiwan dollars. The term of the finance leases is 25 years.
The implicit interest rates are fixed at the contract dates for the entire period of the lease. The implicit interest rate contracted was 1.79%-2.37%.
10. OTHER FINANCIAL ASSETS
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Time deposits with original maturities of more than 3 months | $ - | $ 333,686 |
| Others | 28,806 | 20,990 |
| $ 28,806 | $ 354,676 |
The market rate intervals of time deposits with original maturities of more than 3 months at the end of the year are as follows:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Time deposits | - | 4.28%-4.85% |
11. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| Investments in Associates | December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Associates that are not individually material | ||
| Yunn Wang Investment Co., Ltd. | $ 206,625 | $ 202,212 |
At the end of the year, the Group holds 49.75% interest in Yunn Wang Investment Co., Ltd. (Yunn Wang).
Refer to Table 5 “Information on Investees” for the nature of activities, principal place of business and country of incorporation of Yunn Wang.
The share of profit or loss and other comprehensive income or loss of the Group’s investments in Yunn Wang were calculated based on the financial statements which have been audited.
Aggregate information of associates:
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| The Group’s share of: | ||
| Net profit for the year | $ 7,400 | $ 5,137 |
| Other comprehensive (loss) income | 4,831 | (13,508) |
| Total comprehensive (loss) income for the year | $ 12,231 | $ (8,371) |
12. PROPERTY, PLANT AND EQUIPMENT
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Assets used by the Group | $ 1,985,613 | $ 2,090,749 |
| Assets leased under operating leases | 17,133,237 | 18,622,900 |
| $ 19,118,850 | $ 20,713,649 |
a. Assets used by the Group
| Land | Buildings | Transportation Equipment | Other Equipment | Total | |
|---|---|---|---|---|---|
| Cost | |||||
| Balance at January 1, 2025 | $ 191,103 | $ 104,891 | $ 2,483,486 | $ 4,908 | $ 2,784,388 |
| Additions | - | - | 14,018 | 637 | 14,655 |
| Disposals | - | - | (16,621) | - | (16,621) |
| Balance at December 31, 2025 | $ 191,103 | $ 104,891 | $ 2,480,883 | $ 5,545 | $ 2,782,422 |
| Accumulated depreciation | |||||
| Balance at January 1, 2025 | $ 48,995 | $ 640,460 | $ 4,184 | $ 693,639 | |
| Disposals | - | (16,621) | - | (16,621) | |
| Depreciation expenses | 3,948 | 115,576 | 267 | 119,791 | |
| Balance at December 31, 2025 | $ 52,943 | $ 739,415 | $ 4,451 | $ 796,809 | |
| Carrying amount at December 31, 2025 | $ 191,103 | $ 51,948 | $ 1,741,468 | $ 1,094 | $ 1,985,613 |
| Cost | |||||
| Balance at January 1, 2024 | $ 191,103 | $ 89,223 | $ 2,469,776 | $ 4,908 | $ 2,755,010 |
| Additions | - | 15,668 | 15,687 | - | 31,355 |
| Disposals | - | - | (1,977) | - | (1,977) |
| Balance at December 31, 2024 | $ 191,103 | $ 104,891 | $ 2,483,486 | $ 4,908 | $ 2,784,388 |
| Accumulated depreciation | |||||
| Balance at January 1, 2024 | $ 45,895 | $ 526,333 | $ 3,852 | $ 576,080 | |
| Disposals | - | (1,977) | - | (1,977) | |
| Depreciation expenses | 3,100 | 116,104 | 332 | 119,536 | |
| Balance at December 31, 2024 | $ 48,995 | $ 640,460 | $ 4,184 | $ 693,639 | |
| Carrying amount at December 31, 2024 | $ 191,103 | $ 55,896 | $ 1,843,026 | $ 724 | $ 2,090,749 |
The above items of property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows:
| Buildings | |
|---|---|
| Main buildings | 48-60 years |
| Renovation work | 8 years |
| Transportation equipment | |
| Vessels and dry dock | 2-25 years |
| Vehicles and motorcycles | 3-5 years |
| Other equipment | 4-10 years |
Property, plant and equipment used by the Group and pledged as collateral for bank borrowings are set out in Note 26.
b. Assets leased under operating leases
| Transportation Equipment | Other Equipment | Total | |
|---|---|---|---|
| Cost | |||
| Balance at January 1, 2025 | $ 22,598,175 | $ 6,680 | $ 22,604,855 |
| Additions | 85,564 | - | 85,564 |
| Disposals | (104,264) | - | (104,264) |
| Effects of foreign currency exchange differences | (934,137) | (276) | (934,413) |
| Balance at December 31, 2025 | $ 21,645,338 | $ 6,404 | $ 21,651,742 |
| Accumulated depreciation | |||
| Balance at January 1, 2025 | $ 3,980,985 | $ 970 | $ 3,981,955 |
| Disposals | (104,264) | - | (104,264) |
| Depreciation expense | 799,137 | 410 | 799,547 |
| Effects of foreign currency exchange differences | (158,696) | (37) | (158,733) |
| Balance at December 31, 2025 | $ 4,517,162 | $ 1,343 | $ 4,518,505 |
| Carrying amount at December 31, 2025 | $ 17,128,176 | $ 5,061 | $ 17,133,237 |
| Cost | |||
| Balance at January 1, 2024 | $ 19,322,394 | $ 26,061 | $ 19,348,455 |
| Additions | 4,468,610 | - | 4,468,610 |
| Disposals | (2,535,888) | (20,685) | (2,556,573) |
| Effects of foreign currency exchange differences | 1,343,059 | 1,304 | 1,344,363 |
| Balance at December 31, 2024 | $ 22,598,175 | $ 6,680 | $ 22,604,855 |
| Accumulated depreciation | |||
| Balance at January 1, 2024 | $ 4,297,794 | $ 5,717 | $ 4,303,511 |
| Disposals | (1,404,849) | (6,592) | (1,411,441) |
| Depreciation expense | 811,685 | 1,573 | 813,258 |
| Effects of foreign currency exchange differences | 276,355 | 272 | 276,627 |
| Balance at December 31, 2024 | $ 3,980,985 | $ 970 | $ 3,981,955 |
| Carrying amount at December 31, 2024 | $ 18,617,190 | $ 5,710 | $ 18,622,900 |
The Group entered into sale contracts of bulk carriers, the total amount of proceeds from disposal was $1,165,515 thousand, with Amoysailing Group Ltd. and Anatra Commodities Pte. Ltd. in July and August 2024, respectively. and recognized net gain disposal on of $20,383 thousand.
The Group leases bulk carriers on fixed lease payments or index-based variable payments, and the lease includes the option to extend the lease period. A portion of the operating lease contract contains market review clauses in the event that lessees exercise their options to extend. The lessees do not have bargain purchase options to acquire the assets at the expiry of the lease period.
The maturity analysis of lease payments receivable under operating lease payments is as follows:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Year 1 | $ 2,028,258 | $ 2,041,488 |
| Year 2 | 392,765 | 474,713 |
| Year 3 | 356,204 | 143,598 |
| Year 4 | 349,895 | 143,598 |
| Year 5 | 176,333 | 143,598 |
| Year 5 onwards | - | 60,193 |
| $ 3,303,455 | $ 3,007,188 |
The above items of equipment are depreciated on a straight-line basis over their estimated useful lives as follows:
Transportation equipment
Vessels and dry dock
Other equipment
2.5-25 years
15.5 years
Property, plant and equipment leased under operating leases and pledged as collateral for bank borrowings are set out in Note 26.
The purchase price for acquisition of property, plant and equipment was including prepayments for equipment. The relevant adjustments are as follows:
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Increase in property, plant and equipment | $ 100,219 | $ 4,499,965 |
| Increase (decrease) in prepayments for equipment | 480,316 | (1,017,800) |
| $ 580,535 | $ 3,482,165 |
13. INVESTMENT PROPERTIES
| Land | Buildings | Total | |
|---|---|---|---|
| Cost | |||
| Balance at January 1, 2025 and December 31, 2025 | $ 1,007,587 | $ 248,429 | $ 1,256,016 |
| Accumulated depreciation | |||
| Balance at January 1, 2025 | $ 110,147 | $ 110,147 | |
| Depreciation expense | 6,745 | 6,745 | |
| Balance at December 31, 2025 | $ 116,892 | $ 116,892 | |
| Carrying amount at December 31, 2025 | $ 1,007,587 | $ 131,537 | $ 1,139,124 |
| Cost | |||
| Balance at January 1, 2024 | $ 995,053 | $ 248,429 | $ 1,243,482 |
| Additions | 12,534 | - | 12,534 |
| Balance at December 31, 2024 | $ 1,007,587 | $ 248,429 | $ 1,256,016 |
| Accumulated depreciation | |||
| Balance at January 1, 2024 | $ 103,402 | $ 103,402 | |
| Depreciation expense | 6,745 | 6,745 | |
| Balance at December 31, 2024 | $ 110,147 | $ 110,147 | |
| Carrying amount at December 31, 2024 | $ 1,007,587 | $ 138,282 | $ 1,145,869 |
In 2017, the Group entered into a land lease agreement with a lease term of 20 years and agreed that the lessee construct a building in the name of the Group, which is both an applicant of the construction and a proprietor of the building, on the land. In addition, the lessee afforded the cost of building to exchange the right-of-use building during the lease period. In 2019, the construction of building was completed and delivered to the Corporation. The cost of the construction was $132,512 thousand, which was classified as prepaid rent. The Group recognized the rental income in installments during the lease period. As of December 31, 2025 and 2024, the balance of unamortized rent collected in advance was $83,365 thousand and $90,830 thousand were included in other current liabilities and other non-current liabilities, respectively.
The investment properties are leased out for 1 to 20 years. The lease contracts contain market review clauses in the event that the lessees exercise their options to extend. The lessees do not have bargain purchase options to acquire the investment properties at the expiry of the lease periods.
The maturity analysis of lease payments receivable under operating leases of investment properties as of December 31, 2025 and 2024 is as follows:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Year 1 | $ 48,369 | $ 44,538 |
| Year 2 | 33,340 | 27,162 |
| Year 3 | 27,150 | 11,357 |
| Year 4 | 22,291 | 14,253 |
| Year 5 | 17,141 | 13,053 |
| Year 5 onwards | 84,186 | 100,774 |
| $ 232,477 | $ 211,137 |
Investment properties are depreciated using the straight-line method over their estimated useful lives of 25 to 60 years.
The fair value of investment properties was not appraised by independent valuers. The management of the Group used the valuation model that market participants use in determining the fair value. The valuation was arrived at by reference to market evidence of transaction prices for similar properties.
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Fair value | $ 4,121,118 | $ 3,992,553 |
14. INTANGIBLE ASSETS
| Computer Software | Carbon Credits | Total | |
|---|---|---|---|
| Cost | |||
| Balance at January 1, 2025 | $ 24,562 | $ - | $ 24,562 |
| Additions | 6,103 | 21,961 | 28,064 |
| Disposals | - | (10,738) | (10,738) |
| Effects of foreign currency exchange differences | - | 117 | 117 |
| Balance at December 31, 2025 | $ 30,665 | $ 11,340 | $ 42,005 |
| Accumulated amortization and impairment | |||
| Balance at January 1, 2025 | $ 5,263 | $ - | $ 5,263 |
| Amortization expense | 2,873 | - | 2,873 |
| Balance at December 31, 2025 | $ 8,136 | $ - | $ 8,136 |
| Carrying amount at December 31, 2025 | $ 22,529 | $ 11,340 | $ 33,869 |
| (Continued) |
| Computer Software | Carbon Credits | Total | |
|---|---|---|---|
| Cost | |||
| Balance at January 1, 2024 | $ 24,476 | $ - | $ 24,476 |
| Additions | 86 | - | 86 |
| Balance at December 31, 2024 | $ 24,562 | $ - | $ 24,562 |
| Accumulated amortization and impairment | |||
| Balance at January 1, 2024 | $ 2,645 | $ - | $ 2,645 |
| Amortization expense | 2,618 | - | 2,618 |
| Balance at December 31, 2024 | $ 5,263 | $ - | $ 5,263 |
| Carrying amount at December 31, 2024 | $ 19,299 | $ - | $ 19,299 |
| (Concluded) |
Intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:
Transportation equipment
Computer software
5-10 years
15. BORROWINGS
a. Short-term borrowings
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Unsecured borrowings | ||
| Credit borrowings | $ 1,003,335 | $ 1,213,982 |
| Interest rate range | 1.925%-4.46% | 1.775%-5.11% |
b. Long-term borrowings
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Secured borrowings | $ 5,395,499 | $ 6,702,143 |
| Credit borrowings | 314,300 | - |
| Less: Current portions | 62,860 | 121,020 |
| $ 5,646,939 | $ 6,581,123 | |
| Interest rate range | 4.32%-4.63% | 4.97%-5.30% |
Long-term loans consist of credit borrowings and secured borrowings. The principals of long-term credit is due in November 2028, and the interests are paid monthly.
Secured borrowings are project loans for the construction of ships of Tai Shing, whose freehold ships are provided as collateral (refer to Note 26), and the loans endorsed by the Corporation the principal and interest are amortized on a monthly, quarterly and semi-annual basis. Tai Shing is expected to settle the payment in full by September 2034. As of December 31, 2025, Tai Shing paid in advance a portion of the principal which will be due in May 2028.
16. RETIREMENT BENEFIT PLANS
a. Defined contribution plans
The Group adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, the Group makes monthly contributions to employees' individual pension accounts at 7% of monthly salaries and wages.
b. Defined benefit plans
The defined benefit plan adopted by the Corporation and Tai Shing in accordance with the Labor Standards Act is operated by the government of the ROC. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the 6 months before retirement. The Corporation contributes amounts equal to 2% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee's name. Before the end of each year, the Corporation assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Corporation is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (the "Bureau"); the Group has no right to influence the investment policy and strategy.
The amounts included in the consolidated balance sheets in respect of the Group's defined benefit plans are as follows:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Present value of defined benefit obligation | $ 94,037 | $ 98,347 |
| Fair value of plan assets | (66,254) | (75,077) |
| Net defined benefit liabilities | $ 27,783 | $ 23,270 |
Movements in net defined benefit liabilities are as follows:
| Present Value of the Defined Benefit Obligation | Fair Value of the Plan Assets | Net Defined Benefit Liabilities | |
|---|---|---|---|
| Balance at January 1, 2025 | $ 98,347 | $ (75,077) | $ 23,370 |
| Service cost | |||
| Current service cost | 1,962 | - | 1,962 |
| Net interest expense (income) | 1,475 | (1,130) | 345 |
| Recognized in profit or loss | 3,437 | (1,130) | 2,307 |
| (Continued) |
| Present Value of the Defined Benefit Obligation | Fair Value of the Plan Assets | Net Defined Benefit Liabilities | |
|---|---|---|---|
| Remeasurement | |||
| Return on plan assets (excluding amounts included in net interest) | $ - | $ (5,311) | $ (5,311) |
| Actuarial (gain) loss | |||
| Changes in financial assumptions | 1,054 | - | 1,054 |
| Experience adjustments | 8,088 | - | 8,088 |
| Recognized in other comprehensive income (loss) | 9,142 | (5,311) | 3,831 |
| Contributions from the employer | - | (409) | (409) |
| Benefits paid | (16,889) | 15,673 | (1,216) |
| Balance at December 31, 2025 | $ 94,037 | $ (66,254) | $ 27,783 |
| Balance at January 1, 2024 | $ 99,107 | $ (68,861) | $ 30,246 |
| Service cost | |||
| Current service cost | 1,983 | - | 1,983 |
| Net interest expense (income) | 1,239 | (863) | 376 |
| Recognized in profit or loss | 3,222 | (863) | 2,359 |
| Remeasurement | |||
| Return on plan assets (excluding amounts included in net interest) | - | (5,659) | (5,659) |
| Actuarial (gain) loss | |||
| Changes in financial assumptions | (2,126) | - | (2,126) |
| Experience adjustments | 5,731 | - | 5,731 |
| Recognized in other comprehensive income (loss) | 3,605 | (5,659) | (2,054) |
| Contributions from the employer | - | (7,281) | (7,281) |
| Benefits paid | (7,587) | 7,587 | - |
| Balance at December 31, 2024 | $ 98,347 | $ (75,077) | $ 23,270 |
Through the defined benefit plans under the Labor Standards Act the Group is exposed to the following risks:
1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.
2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plans' debt investments.
3) Salary risk: The present value of the defined benefit obligation is calculated using the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.
The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations are as follows:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Discount rate | 1.375% | 1.50% |
| Expected rate of salary increase | 3.00% | 3.00% |
If possible reasonable changes in each of the significant actuarial assumptions occur and all other assumptions remain constant, the present value of the defined benefit obligation will increase (decrease) as follows:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Discount rate | ||
| 0.25% increase | $ (2,090) | $ (2,053) |
| 0.25% decrease | $ 2,164 | $ 2,126 |
| Expected rate of salary increase | ||
| 0.25% increase | $ 2,093 | $ 2,058 |
| 0.25% decrease | $ (2,032) | $ (1,998) |
The sensitivity analysis previously presented may not be representative of the actual changes in the present value of the defined benefit obligation as it is unlikely that the changes in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Expected contributions to the plans for the next year | $ 409 | $ 466 |
| Average duration of the defined benefit obligation | 9.2 years | 8.7 years |
17. EQUITY
a. Ordinary shares
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Shares authorized (in thousands) | 480,000 | 480,000 |
| Capital authorized | $ 4,800,000 | $ 4,800,000 |
| Shares issued and fully paid (in thousands) | 417,294 | 417,294 |
| Capital issued | $ 4,172,945 | $ 4,172,945 |
A holder of issued ordinary shares with NT$10 per share is entitled to vote and to receive dividends.
b. Capital surplus
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Treasury share transactions | $ 334,352 | $ 334,352 |
| Donations | 30 | 30 |
| $ 334,382 | $ 334,382 |
Such capital surplus may be used to offset a deficit; in addition, when the Corporation has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Corporation's capital surplus and to once a year).
c. Retained earnings and dividends policy
Under the dividends policy as set out in the Corporation's Articles of Incorporation, where the Corporation made a profit in a fiscal year, the profit shall be first utilized for paying taxes, offsetting losses of previous years, setting aside as legal reserve 10% of the remaining profit or until the legal reserve equals the Corporation's paid-in capital, and setting aside or reversing a special reserve in accordance with the laws and regulations. Then, any remaining profit together with any undistributed retained earnings shall be used by the Corporation's board of directors as the basis for proposing a distribution plan, which shall be resolved in the shareholders' meeting for the distribution of dividends and bonuses to shareholders. For the policies on the distribution of employees' compensation and remuneration of directors, refer to Note 19(f).
The Articles of incorporation also stipulate a dividends policy whereby the payment of cash dividends takes precedence over the issuance of share dividends. In principle, cash dividends shall not be less than 50% of the total dividends distributed.
An appropriation of earnings to a legal reserve shall be made until the legal reserve equals the Corporation's paid-in capital. The legal reserve may be used to offset deficit. If the Corporation has no deficit and the legal reserve has exceeded 25% of the Corporation's paid-in capital, the excess may be transferred to capital or distributed in cash.
Items referred to under Rule No. 1090150022 issued by the FSC and in the directive titled "Questions and Answers for Special Reserves Appropriated Following Adoption of IFRS Accounting Standards" shall be appropriated to or reversed from a special reserve by the Corporation.
The appropriations of earnings for 2024 and 2023 that were approved by the shareholders in their meetings in June 2025 and 2024, respectively, were as follows:
| Appropriation of Earnings | Dividends Per Share (NT$) | |||
|---|---|---|---|---|
| For the Year Ended December 31 | For the Year Ended December 31 | |||
| 2024 | 2023 | 2024 | 2023 | |
| Legal reserve | $ 129,457 | $ 166,841 | ||
| Cash dividends | 625,942 | 667,671 | $1.5 | $1.6 |
As of March 9, 2026, the appropriations of earnings 2025 had not yet been proposed by the Corporation's board of directors. Information on the appropriations of the earnings proposed by the Corporation's board of directors and approved by shareholder's general meeting is available at the Market Observation Post System website of the Taiwan Stock Exchange.
- 38 -
18. REVENUE
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Revenue from transportation | $ 4,227,323 | $ 4,329,946 |
| Rental income from investment properties (Note 13) | 64,421 | 62,562 |
| Other revenue | 8,094 | 7,538 |
| $ 4,299,838 | $ 4,400,046 | |
| Contract balances | ||
| December 31, 2025 | December 31, 2024 | |
| --- | --- | --- |
| Accounts receivable (Note 8) | $ 25,550 | $ 19,709 |
| Trade receivables from related parties (Notes 8 and 25) | $ 68,466 | $ 73,169 |
| Net finance lease receivables (Note 9) | $ 1,292,754 | $ 1,336,812 |
19. NET PROFIT
a. Other income
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Insurance claims | $ 12,640 | $ 40,607 |
| Others | 44,478 | 4,984 |
| $ 57,118 | $ 45,591 |
b. Interest expense
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Bank borrowing interest | $ 341,865 | $ 426,484 |
| Imputed interest on deposits | 234 | 206 |
| Less: Capitalized interest amount | (31,708) | (47,731) |
| $ 310,391 | $ 378,959 | |
| Range of capitalization rate | 4.32%-5.29% | 4.96%-6.22% |
c. Depreciation and amortization
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Property, plant and equipment | $ 919,338 | $ 932,794 |
| Investment properties | 6,745 | 6,745 |
| Intangible assets | 2,873 | 2,618 |
| $ 928,956 | $ 942,157 | |
| An analysis of depreciation by function | ||
| Operating costs | $ 921,656 | $ 935,388 |
| Operating expenses | 4,427 | 4,151 |
| $ 926,083 | $ 939,539 | |
| An analysis of amortization by function | ||
| Operating costs | $ 2,873 | $ 2,400 |
| Operating expenses | - | 218 |
| $ 2,873 | $ 2,618 |
d. Operating expenses directly related to investment properties
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Direct operating expenses of investment properties generating rental income | $ 21,580 | $ 21,806 |
| Direct operating expenses of investment properties not generating rental income | 436 | 450 |
| $ 22,016 | $ 22,256 |
e. Employee benefits expense
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Post-employment benefits | ||
| Defined contribution plans | $ 10,756 | $ 10,349 |
| Defined benefit plans | 2,307 | 2,359 |
| 13,063 | 12,708 | |
| Other employee benefits | 948,263 | 958,697 |
| $ 961,326 | $ 971,405 | |
| An analysis of employee benefits expense by function | ||
| Operating costs | $ 813,701 | $ 833,188 |
| Operating expenses | 147,625 | 138,217 |
| $ 961,326 | $ 971,405 |
f. Compensation of employees and remuneration of directors
According to the Company Articles, the Corporation accrued of employees’ compensation at the rates of no less than 0.5% and remuneration of directors at rates of no higher than 1.5%, respectively, of net profit before income tax, compensation of employees, and remuneration of directors. In accordance with the amendment to the Securities and Exchange Act in August 2024, shareholders of the Corporation resolved the amendments to the Corporation’s Articles of Incorporation at their 2025 regular meeting. The amendments explicitly stipulate the allocation of no less than 40% of employees as compensation distributions for non-executive employees.
The employees’ compensation and remuneration of directors for the years ended December 31, 2025 and 2024, which were approved by the Corporation’s board of directors on March 2026 and 2025, respectively, are as follows:
Amount
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Cash | Cash | |
| Compensation of employees | $ 16,453 | $ 14,852 |
| Remuneration of directors | 9,000 | 9,000 |
If there is a change in the amounts after the annual consolidated financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate and adjust in the following year.
There is no difference between the actual amounts of compensation of employees and remuneration of directors paid and the amounts recognized in the consolidated financial statements for the year ended December 31, 2024, and no difference between the actual amounts of compensation of employees paid and the amounts recognized in the consolidated financial statements for the year ended December 31, 2023. However, due to changes in accounting estimates, the remuneration of directors recognized for the 2023 fiscal year differed from the actual amount paid. The difference was adjusted to the profit or loss for the following fiscal year.
| For the Year Ended December 31, 2023 | |
|---|---|
| Remuneration of Directors | |
| Amounts approved in the board of directors’ meeting | $ 17,500 |
| Amounts recognized in the annual financial statements | $ 20,413 |
Information on the compensation of employees and remuneration of directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.
- 40 -
g. Gains or losses on foreign currency exchange
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Foreign exchange losses | $ (36,815) | $ (2,539) |
| Foreign exchange gains | 5,901 | 4,742 |
| Net gain (loss) | $ (30,914) | $ 2,203 |
20. INCOME TAXES
a. Income tax recognized in profit or loss
Major components of income tax expense are as follows:
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Current tax | ||
| In respect of the current year | $ 268,591 | $ 274,646 |
| Income tax on unappropriated earnings | 26,958 | 41,695 |
| Real investment deduction tax refund | (3,024) | (116,769) |
| Adjustments for the prior years | 3,470 | (23,122) |
| 295,995 | 176,450 | |
| Deferred tax | ||
| In respect of the current year | (1,765) | 1,650 |
| Income tax expense recognized in profit or loss | $ 294,230 | $ 178,100 |
A reconciliation of accounting profit and income tax expense is as follows:
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Profit before tax | $ 1,619,878 | $ 1,461,334 |
| Income tax expense calculated at the statutory rate | $ 323,976 | $ 292,266 |
| Tax effect of adjusting items: | ||
| Tax-exempt income | (57,150) | (15,970) |
| Real investment deduction tax refund | (3,024) | (116,769) |
| Income tax on unappropriated earnings | 26,958 | 41,695 |
| Adjustments for prior years’ tax | 3,470 | (23,122) |
| Income tax expense recognized in profit or loss | $ 294,230 | $ 178,100 |
b. Current tax liabilities
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Current tax liabilities | ||
| Income tax payable | $ 287,544 | $ 154,035 |
Current income tax payable is the net amount of December 31, 2025 and 2024, deducted by $139,260 thousand and $162,306 thousand of prepaid income tax, respectively.
c. Deferred tax assets and liabilities
The movements of deferred tax assets and liabilities are as follows:
For the year ended December 31, 2025
| Opening Balance | Recognized in Profit or Loss | Closing Balance | |
|---|---|---|---|
| Deferred tax assets | |||
| Temporary differences | |||
| Unrealized exchange gains or losses | $ 93 | $ (93) | $ - |
| Others | 196 | 1,972 | 2,168 |
| $ 289 | $ 1,879 | $ 2,168 | |
| Deferred tax liabilities | |||
| Temporary differences | |||
| Land value increment tax | $ 257,964 | $ - | $ 257,964 |
| Unrealized exchange gains or losses | - | 114 | 114 |
| Share of profit or loss of subsidiaries accounted for using the equity method | 5,813 | - | 5,813 |
| $ 263,777 | $ 114 | $ 263,891 | |
| For the year ended December 31, 2024 | |||
| Opening Balance | Recognized in Profit or Loss | Closing Balance | |
| Deferred tax assets | |||
| Temporary differences | |||
| Unrealized exchange gains or losses | $ 434 | $ (341) | $ 93 |
| Others | 1,505 | (1,309) | 196 |
| $ 1,939 | $ (1,650) | $ 289 | |
| Deferred tax liabilities | |||
| Temporary differences | |||
| Land value increment tax | $ 257,964 | $ - | $ 257,964 |
| Share of profit or loss of subsidiaries accounted for using the equity method | 5,813 | - | 5,813 |
| $ 263,777 | $ - | $ 263,777 |
d. The aggregate amount of temporary difference associated with investments for which deferred tax liabilities have not been recognized.
As of December 31, 2025 and 2024, the taxable temporary differences associated with investments in subsidiaries for which no deferred tax liabilities have been recognized were both $5,891,972 thousand.
e. Income tax assessments
The income tax returns of the Corporation through 2023 have been assessed by the tax authorities.
21. EARNINGS PER SHARE
Unit: NT$ Per Share
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Basic earnings per share | $ 3.18 | $ 3.08 |
| Diluted earnings per share | $ 3.17 | $ 3.07 |
The earnings and weighted average number of ordinary shares outstanding in the computation of earnings per share are as follows:
Net Profit for the Year
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Earnings used in the computation of basic earnings per share | $ 1,325,648 | $ 1,283,234 |
Weighted Average Number of Ordinary Shares Outstanding (In Thousand Shares)
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Weighted average number of ordinary shares used in the computation of basic earnings per share | 417,294 | 417,294 |
| Effect of potentially dilutive ordinary shares | ||
| Compensation of employees | 626 | 612 |
| Weighted average number of ordinary shares used in the computation of diluted earnings per share | 417,920 | 417,906 |
The Corporation may settle compensation paid to employees in cash or shares; therefore, the Corporation assumes that the entire amount of the compensation will be settled in shares, and the resulting potential shares will be included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in shareholders' meeting in the following year.
- 44 -
22. CASH FLOWS INFORMATION FROM FINANCING ACTIVITIES
For the year ended December 31, 2025
| Opening Balance | Cash Flows | Non-cash Changes | Closing Balance | |
|---|---|---|---|---|
| Foreign Exchange Movements | ||||
| Short-term borrowings | $ 1,213,982 | $ (173,791) | $ (36,856) | $ 1,003,335 |
| Long-term borrowings (including current portions) | 6,702,143 | (709,386) | (282,958) | 5,709,799 |
| $ 7,916,125 | $ (883,177) | $ (319,814) | $ 6,713,134 |
For the year ended December 31, 2024
| Opening Balance | Cash Flows | Non-cash Changes | Closing Balance | |
|---|---|---|---|---|
| Foreign Exchange Movements | ||||
| Short-term borrowings | $ 628,300 | $ 544,120 | $ 41,562 | $ 1,213,982 |
| Long-term borrowings (including current portions) | 5,925,519 | 367,763 | 408,861 | 6,702,143 |
| $ 6,553,819 | $ 911,883 | $ 450,423 | $ 7,916,125 |
23. CAPITAL MANAGEMENT
The Group manages its capital to ensure that entities in the Group will be able to continue as going concern while maximizing the return to stakeholders through the optimization of the debt and equity balance. The Group's overall strategy remains unchanged in the future.
The key management personnel of the Group review the capital structure on an annual basis. As part of this review, the key management personnel consider the cost of capital and the risks associated with each class of capital. Based on recommendations of the key management personnel, in order to balance the overall capital structure, the Group may adjust the amount of dividends paid to shareholders, the number of new shares issued, or the existing debt redeemed.
24. FINANCIAL INSTRUMENTS
a. Fair value of financial instruments not measured at fair value
The Group's management believes that the carrying amount of financial assets and liabilities recognized in the consolidated financial statements approximate their fair values or their fair values cannot be reliably measured.
b. Fair value of financial instruments measured at fair value on a recurring basis
1) Fair value hierarchy
December 31, 2025
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets at FVTOCI | ||||
| Investments in equity instruments | ||||
| Listed shares - ROC | $ 2,060,900 | $ - | $ - | $ 2,060,900 |
| Unlisted shares - ROC | - | - | 186,989 | 186,989 |
| Unlisted shares - foreign | - | - | 33,402 | 33,402 |
| $ 2,060,900 | $ - | $ 220,391 | $ 2,281,291 | |
| December 31, 2024 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Financial assets at FVTOCI | ||||
| Investments in equity instruments | ||||
| Listed shares - ROC | $ 2,817,619 | $ - | $ - | $ 2,817,619 |
| Unlisted shares - ROC | - | - | 79,377 | 79,377 |
| Unlisted shares - foreign | - | - | 39,266 | 39,266 |
| $ 2,817,619 | $ - | $ 118,643 | $ 2,936,262 |
There were no transfers between Levels 1 and 2 in the current and prior year.
2) Reconciliation of Level 3 fair value measurements of financial instruments
For the year ended December 31, 2025
| Financial Assets | Equity Instruments at FVTOCI |
|---|---|
| Balance at January 1 | $ 118,643 |
| Recognized in other comprehensive income | 101,748 |
| Balance at December 31 | $ 220,391 |
| For the year ended December 31, 2024 | |
| Financial Assets | Equity Instruments at FVTOCI |
| Balance at January 1 | $ 82,440 |
| Recognized in other comprehensive income | 36,203 |
| Balance at December 31 | $ 118,643 |
3) Valuation techniques and inputs applied for Level 3 fair value measurement
As of December 31, 2025 and 2024, the unlisted equity securities - ROC held by the Group are mainly investments in domestic listed shares. Thus, the aforementioned unlisted equity securities were determined using the asset-based approach. Separate assets and liabilities of the underlying investments were regarded as individual evaluation targets and were evaluated according to their nature to reflect their overall fair value. Material unobservable inputs used by the Group were 89.75% discount rate for lack of marketability. Besides, the assets of unlisted shares - foreign held by the Group were determined using the market-based approach based on the listed companies engaged in the same or similar business. The trading price of its shares in the active market is converted into a value multiplier and then matched with the financial status of the target company to determine the value of the evaluation targets. The same as the asset-based approach, separate assets and liabilities of the underlying investments were regarded as individual evaluation targets and were evaluated according to their nature to reflect their overall fair value. Unobservable inputs used by the Group were 21.98% and 22.31% discount rate for lack of marketability, respectively. If the discount rate for lack of marketability had increased/decreased by 1% and all other variables were held constant, the fair value would have decreased/increased by $18,679 and $8,253 thousand, respectively.
c. Categories of financial instruments
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Financial assets | ||
| Financial assets at amortized cost (Note 1) | $ 2,765,935 | $ 2,561,095 |
| Financial assets at FVTOCI | ||
| Equity instruments | 2,281,291 | 2,936,262 |
| Financial liabilities | ||
| Amortized cost (Note 2) | 7,129,899 | 8,378,328 |
Note 1: The balances include financial assets at amortized cost, which comprise cash and cash equivalents, accounts receivable, trade receivables from related parties, net finance lease receivables from related parties, other receivables (presented in other current assets), refundable deposits (included in other non-current assets) and other financial assets.
Note 2: The balances include financial liabilities at amortized cost, which comprise short-term borrowings, notes and accounts payable, other payables, and long-term borrowings (including current portions).
d. Financial risk management objectives and policies
The Group's major financial instruments include equity and accounts receivable, accounts payables and borrowings. The Group's corporate treasury function is responsible for monitoring and managing the financial risks related to the operations of the Group. These risks include market risk, credit risk, and liquidity risk.
- 47 -
1) Market risk
The Group’s activities exposed it primarily to the financial risks of changes in foreign currency risk, interest rate risk and other price risk.
a) Foreign currency risk
The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities (including those eliminated upon consolidation) at the end of the year are set out in Note 28.
Sensitivity analysis
The Group is mainly exposed to the U.S. dollar (USD).
The following table details the Group’s sensitivity to a 2% increase and decrease in New Taiwan dollars against the relevant foreign currencies. The sensitivity rate used when reporting foreign currency risk internally to key management personnel and representing management’s assessment of the reasonably possible change in foreign exchange rates is 2%. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the end of the year for a 2% change in foreign currency rates. The table below indicates an increase (a decrease) in pre-tax profit associated with the New Taiwan dollar strengthening 2% against the USD.
| USD Impact | ||
|---|---|---|
| For the Year Ended December 31 | ||
| 2025 | 2024 | |
| Profit or loss | $ (217) | $ 40 |
b) Interest rate risk
The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rate risk at the end of the year are as follows:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Fair value interest rate risk | ||
| Financial assets | $ 2,487,851 | $ 2,319,356 |
| Cash flow interest rate risk | ||
| Financial assets | 103,524 | 93,621 |
| Financial liabilities | 6,713,134 | 7,916,125 |
Sensitivity analysis
The following sensitivity analysis was based on the Group’s exposure to changes in interest rates for non-derivative instruments at the end of the year. For variable interest rate liabilities, the analysis was prepared assuming the amount of the liability outstanding at the end of the year was outstanding for the whole year. The sensitivity rate of 1% is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates. The financial assets and liabilities held by the Group with variable interest rates will change according to the effective interest rates, which vary with market interest rates, and will result in fluctuations of the future cash flows.
For the financial assets held by the Group with variable interest rates on December 31, 2025 and 2024, if the market interest rates had been 1% higher, the cash inflow from variable interest rate financial assets would have been $1,035 thousand and $936 thousand, respectively. If the market interest rates had been 1% lower, there would be an equal and opposite impact on variable interest rate financial assets, and the amount would be negative.
For the financial liabilities held by the Group with variable interest rates on December 31, 2025 and 2024, if the market interest rates had been 1% higher, the cash outflow from variable interest rate financial liabilities would have been $67,131 thousand and $79,161 thousand, respectively. If the market interest rates had been 1% lower, there would be an equal and opposite impact on variable interest rate financial liabilities, and the amount would be negative.
c) Other price risk
The Group was exposed to equity price risk through its investments in domestic and foreign listed (unlisted) shares and corporate bonds.
Sensitivity analysis
The equity price risk for the flexible-priced financial assets held by the Group was assessed using sensitivity analysis.
If equity prices had been 5% higher/lower and the pre-tax other comprehensive income for the years ended December 31, 2025 and 2024 would have increased/decreased by $114,065 thousand and $146,813 thousand, respectively, as a result of the changes in fair value of financial assets at FVTOCI.
2) Credit risk
There is no significant concentration of credit risk for the Group. Credit risk is from cash and cash equivalent deposits in banks and accounts receivable from customers.
The Group adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient letters of bank guarantees and security deposits, where appropriate, as a means of mitigating the risk of financial loss from defaults. To reduce credit risk, the Group has established internal monitoring procedures to monitor credit risk exposure and the credit condition of counterparties.
The credit risk on liquid funds and financial instruments is limited because the counterparties are banks, financial institutions and incorporations with high credit ratings assigned by international credit-rating agencies.
3) Liquidity risk
The Group manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Group's operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.
The Group relies on bank borrowings as a significant source of liquidity. As of December 31, 2025 and 2024, the Group had available unutilized short-term bank loan facilities (including overdraft and guarantee) of $2,255,363 thousand and $2,894,401 thousand, respectively.
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The following table details the Group's remaining contractual maturity of its non-derivative financial liabilities with variable interest rates and agreed upon repayment periods. The table was drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Group can be required to pay. The table includes both interest and principal cash flows. The maturity dates for other non-derivative financial liabilities were based on the agreed upon repayment dates.
December 31, 2025
| On Demand or Less than 1 Month | 1-3 Months | 3 Months - 1 Year | 1-3 Years | 3-5 Years | 5+ Years | |
|---|---|---|---|---|---|---|
| Non-interest bearing | $ 22,393 | $ 2,938 | $ 391,434 | $ - | $ - | $ - |
| Variable interest rate liabilities | - | 158,232 | 932,160 | 1,974,175 | 2,420,110 | 2,304,479 |
| $ 22,393 | $ 161,170 | $ 1,323,594 | $ 1,974,175 | $ 2,420,110 | $ 2,304,479 |
December 31, 2024
| On Demand or Less than 1 Month | 1-3 Months | 3 Months - 1 Year | 1-3 Years | 3-5 Years | 5+ Years | |
|---|---|---|---|---|---|---|
| Non-interest bearing | $ 27,676 | $ 2,954 | $ 431,573 | $ - | $ - | $ - |
| Variable interest rate liabilities | - | - | 1,370,677 | 1,979,053 | 2,305,475 | 3,891,906 |
| $ 27,676 | $ 2,954 | $ 1,802,250 | $ 1,979,053 | $ 2,305,475 | $ 3,891,906 |
25. TRANSACTIONS WITH RELATED PARTIES
Balances and transactions between the Corporation and its subsidiaries, which are related parties of the Corporation, have been eliminated on consolidation and are not disclosed in this note. The Government has significant influence over the Group. Besides, the nature and amounts of transactions, individually and collectively insignificant, with the government - related party have not been disclosed, and information disclosed, elsewhere in the other notes and details of transactions between the Group and other related parties are disclosed below.
a. Names and categories of the related parties
| Related Party Name | Related Party Category |
|---|---|
| Yunn Wang Investment Co., Ltd. | Associate |
| Yang Ming Marine Transport Corporation (Yang Ming) | Government - related party |
| CPC Corporation | Government - related party |
| Land Bank of Taiwan | Government - related party |
| Bank of Taiwan | Government - related party |
| Mega International Commercial Bank | Government - related party |
| First Commercial Bank | Government - related party |
| Chang Hwa Bank | Government - related party |
| Chunghwa Post Co., Ltd. | Government - related party |
| Maritime and Port Bureau. MOTC | Government - related party |
b. Operating transactions
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Operating revenue | ||
| Government - related parties | ||
| CPC Corporation | $ 493,200 | $ 478,424 |
| Maritime and Port Bureau. MOTC | 123,768 | 116,688 |
| Associates | ||
| Others | 114 | 114 |
| $ 617,082 | $ 595,226 | |
| Operating costs | ||
| Government - related parties | ||
| CPC Corporation | $ 47,312 | $ 45,272 |
Transactions with related parties were based on agreements. Lease contracts with associates and government - related parties were based on market conditions.
c. Bank balances
Bank balances (including time deposits with original maturities of more than 3 months and pledged deposits which are included on other financial assets) related to bank are as follows:
| Related Party Category/Name | December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Government - related parties | ||
| Bank of Taiwan | $ 831,047 | $ 103,980 |
| Land Bank of Taiwan | 252,184 | 8,163 |
| Mega International Commercial Bank | 1,119 | 189,113 |
| Others | 1,784 | 1,061 |
| $ 1,086,134 | $ 302,317 |
d. Trade receivables from related parties
| Related Party Category/Name | December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Government - related parties | ||
| CPC Corporation | $ 46,259 | $ 52,818 |
| Maritime and Port Bureau. MOTC | 22,207 | 20,351 |
| $ 68,466 | $ 73,169 |
The receivables from related parties are unsecured. An allowance for loss of $10,535 thousand was recognized for the amount due from related parties as of December 31, 2025. The reversal of allowance for loss of $4,854 thousand was recognized for the amount due from related parties as of December 31, 2024.
e. Advance payments on behalf of related parties (included in other financial assets)
| December 31 | |||
|---|---|---|---|
| Related Party Category/Name | 2025 | 2024 | |
| Government - related parties | |||
| CPC Corporation | $ 20,326 | $ 14,379 |
f. Borrowings from related parties
| Line Item | Related Party Category/Name | December 31 | |
|---|---|---|---|
| 2025 | 2024 | ||
| Short-term borrowings | |||
| Unsecured borrowings | Government - related parties | ||
| Bank of Taiwan | $ 230,000 | $ 336,000 | |
| Mega International | 157,150 | 229,495 | |
| Commercial Bank | |||
| $ 387,150 | $ 565,495 | ||
| Long-term borrowings (including current portions) | |||
| Secured borrowings | Government - related parties | ||
| Land Bank of Taiwan | $ 3,095,286 | $ 3,329,428 | |
| Bank of Taiwan | 2,028,180 | 2,947,073 | |
| $ 5,123,466 | $ 6,276,501 |
Interest expense (included amount of capitalized interest)
| For the Year Ended December 31 | ||
|---|---|---|
| Related Party Category/Name | 2025 | 2024 |
| Government - related parties | ||
| Land Bank of Taiwan | $ 155,707 | $ 149,278 |
| Bank of Taiwan | 124,331 | 215,406 |
| Others | 2,302 | 2,426 |
| $ 282,340 | $ 367,110 |
The borrowing interest rate of the Group borrowings from the related parties is equivalent to the market interest rate.
g. Advance receipts from related parties (included in other current liabilities and non-current liabilities)
| December 31 | ||
|---|---|---|
| Related Party Category/Name | 2025 | 2024 |
| Government - related parties | ||
| Maritime and Port Bureau. MOTC | $ 697,329 | $ 736,780 |
h. Other transactions with government - related parties
For the year ended December 31, 2025 and 2024, the Group disposed 221 thousand and 70 thousand shares of Yang Ming (included in financial assets at fair value through other comprehensive income), and recognized gain on disposal of $14,688 thousand and $4,911 thousand, which were transferred directly to retained earnings, respectively.
i. Other transactions with related parties
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Dividend income | ||
| Government - related parties | ||
| Yang Ming | $ 277,500 | $ 74,582 |
| Non-operating income - others (included in other income) | ||
| Government - related parties | ||
| Yang Ming | $ 3,000 | $ 1,500 |
| Associates | ||
| Others | 132 | 150 |
| $ 3,132 | $ 1,650 |
j. Compensation of key management personnel
The compensation of directors and other key management personnel was as follows:
| For the Year Ended December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Short-term employee benefits | $ 41,268 | $ 41,207 |
| Post-employment benefits | 1,534 | 1,311 |
| $ 42,802 | $ 42,518 |
- ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY
The following assets of the Group were pledged or mortgaged as collateral for long-term borrowings and transactions:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Property, plant and equipment | $ 14,002,737 | $ 15,189,311 |
| Pledged deposits (included in other non-current assets) | 2,265 | 2,305 |
| $ 14,005,002 | $ 15,191,616 |
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27. SIGNIFICANT UNRECOGNIZED COMMITMENTS AND CONTINGENCIES
Significant unrecognized commitments and contingencies of the Group as of December 31, 2025 were as follows:
a. The relevant information on the Corporation’s ship management and harbour tug agreements with CPC Corporation and its procurement contract of liner service with Maritime and Port Bureau, MOTC, is stated below:
| Ship | Date of Agreement | Calculation and Fee Collection Method |
|---|---|---|
| CPC Corporation | ||
| TAI CHIN 201, 202, 203 | ||
| and 205 | 2007.02.10-2032.12.31 | The fee was $368 thousand per day, which was calculated per day, and collected on a monthly basis. |
| HONG YUN and SHENG YUN | 2023.01.04-2028.01.23 | Basic fee of ship management was $158 thousand for each ship per day, which was calculated per day, and collected on a monthly basis. |
| DER YUN | 2022.10.28-2027.10.27 | Basic fee of ship management was $146 thousand for each ship per day, which was calculated per day, and collected on a monthly basis. |
| TAI CHIN 301, 302, 303, 305, 306, 307 and 308 | 2022.11.25-2047.12.31 | The fee was $660 thousand per day, which was calculated per day, and collected on a monthly basis. |
| Maritime and Port Bureau. | ||
| MOTC | ||
| PENGHU | 2023.09.06-2043.09.06 | The fee was $238-$388 thousand per voyage which was calculated and collected per quarterly. |
As of December 31, 2025, the Corporation entrusted the Bank of Taiwan to issue a letter of guarantee to CPC Corporation and Maritime and Port Bureau, MOTC in the amount of $218,512 thousand, and entrusted the Land Bank of Taiwan to issue a letter of guarantee for the contract of “Kuan-Tang Industrial Port’s Long-term Harbor Tug Service” to CPC Corporation in the amount of $357,000 thousand, and the amount of performance guarantee issued by Shin Kong Bank for procurement contract to Maritime and Port Bureau, MOTC, was $756,371 thousand.
b. In November 2023, the board of directors of the subsidiary Tai Shing approved the agreement by entering into a contract with Morning Daedalus Navigation S.A., a wholly owned subsidiary of Namura Shipbuilding Co., Ltd., to build two bulk carriers. As of the date of the auditors’ report, the amount of US$19,380 thousand has been paid and included in prepayments for equipment. The remaining unpaid amount was US$45,220 thousand.
c. In November 2024, the board of directors of the subsidiary Tai Shing approved the agreement with entering into a contract with Oshima Shipbuilding Co., Ltd. to build two bulk carriers. As of the date of the auditors’ report, the amount of US$15,544 thousand had been paid and included in prepayments for equipment. The remaining unpaid amount was US$62,176 thousand.
- 54 -
28. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES
The Group’s significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies and the related exchange rates between foreign currencies and respective functional currencies are as follows:
December 31, 2025
| Foreign Currency (In Thousands) | Exchange Rate | Carrying Amount (In Thousands) | |
|---|---|---|---|
| Financial assets | |||
| Monetary items USD | $ 547 | 31.43 (USD:NTD) | $ 17,183 |
| Financial liabilities | |||
| Monetary items USD | $ 201 | 31.43 (USD:NTD) | $ 6,315 |
| December 31, 2024 | |||
| Foreign Currency (In Thousands) | Exchange Rate | Carrying Amount (In Thousands) | |
| Financial assets | |||
| Monetary items USD | $ 114 | 32.785 (USD:NTD) | $ 3,724 |
| Financial liabilities | |||
| Monetary items USD | $ 174 | 32.785 (USD:NTD) | $ 5,705 |
For the years ended December 31, 2025 and 2024, net foreign exchange gain (loss) were $(30,914) thousand and $2,203 thousand, respectively, resulting from the fluctuation of the USD.
29. SEPARATELY DISCLOSED ITEMS
a. Information about significant transactions and investees:
1) Financing provided to others (None)
2) Endorsements/guarantees provided (Table 1)
3) Significant marketable securities held (Table 2)
4) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital (Table 3)
5) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital (None)
6) Intercompany relationships and significant intercompany transactions (Table 4)
b. Information on investments (Table 5)
c. Information on investments in mainland China (None)
30. SEGMENT INFORMATION
a. Operating segments information
The Group managed its organization and allocated resources by reference to a single operating segment, and its operating activities are related to the business of passenger and freight transportation and acting as a shipping agency.
b. Details of major operating revenue are as follows:
| Item | For the Year Ended December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Ocean route revenue | $ 3,448,003 | $ 3,578,952 |
| Tug service revenue | 333,997 | 324,397 |
| Coastal route revenue | 289,120 | 275,570 |
| Ship management revenue | 156,203 | 151,027 |
| Others | 72,515 | 70,100 |
| $ 4,299,838 | $ 4,400,046 |
c. Geographical information
The Group's revenue from external customers by location of operations are detailed below.
| Item | For the Year Ended December 31 | |
|---|---|---|
| 2025 | 2024 | |
| Service routes | ||
| Asia | $ 3,588,280 | $ 3,583,086 |
| Europe | 647,137 | 754,398 |
| Others | 64,421 | 62,562 |
| $ 4,299,838 | $ 4,400,046 |
The Group’s non-current assets by location of operations are detailed below:
| December 31 | ||
|---|---|---|
| 2025 | 2024 | |
| Taiwan | $ 4,387,242 | $ 4,540,965 |
| Panama | 17,843,385 | 18,846,602 |
| $ 22,230,627 | $ 23,387,567 |
Non-current assets exclude financial instruments, investments accounted for using the equity method and deferred tax assets.
d. Information about major customers
| For the Year Ended December 31 | For the Year Ended December 31 | |||
|---|---|---|---|---|
| 2025 | Amount | 2024 | Amount | |
| A | $ 632,015 | 15 | $ 670,593 | 15 |
| B | 493,200 | 11 | 570,111 | 13 |
| C | 467,331 | 11 | 478,424 | 11 |
TABLE 1
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
ENDORSEMENTS/GUARANTEES PROVIDED
FOR THE YEAR ENDED DECEMBER 31, 2025
(New Taiwan Dollars/U.S. Dollars in Thousands)
| No. | Endorser/Guarantor | Endorses/Guarantee | Limit on Endorsement/ Guarantee Given on Behalf of Each Party (Notes 1, 2 and 3) | Maximum Amount Endorsed/ Guaranteed During the Year (Note 3) | Outstanding Endorsement/ Guarantee at the End of the Year (Note 3) | Actual Borrowing Amount (Note 3) | Amount Endorsed/ Guaranteed by Collaterals | Ratio of Accumulated Endorsement/ Guarantee to Net Equity in Latest Financial Statements (%) | Aggregate Endorsement/ Guarantee Limit (Notes 1, 2 and 3) | Endorsement/ Guarantee Given by Parent on Behalf of Subsidiaries | Endorsement/ Guarantee Given by Subsidiaries on Behalf of Parent | Endorsement/ Guarantee Given on Behalf of Company in Mainland China | Note | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Relationship | |||||||||||||
| 0 | Taiwan Navigation Co., Ltd. | Tai Shing | Subsidiary | $ 35,679,782 | $ 11,864,882 (US$ 377,502) | $ 11,864,882 (US$ 377,502) | $ 8,681,600 (US$ 276,220) | $ - | 66.51 | $ 35,679,782 | Yes | - | - | - |
| 1 | Tai Shing | Taiwan Navigation Co., Ltd. | Parent company | 7,378,888 (US$ 234,772) | - | - | - | - | - | 7,378,888 (US$ 234,772) | - | Yes | - | - |
Note 1: Not more than twice the net equity in the latest financial statement of Taiwan Navigation Co., Ltd.
Note 2: Not more than twice of Tai Shing's paid in capital.
Note 3: Translated at the exchange rate on December 31, 2025, US$1=NTS31.43.
TABLE 2
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
SIGNIFICANT MARKETABLE SECURITIES HELD
DECEMBER 31, 2025
(In Thousands of New Taiwan Dollars)
| Holding Company Name | Type and Name of Marketable Securities | Relationship with the Holding Company | Financial Statement Account | December 31, 2025 | Note | |||
|---|---|---|---|---|---|---|---|---|
| Number of Shares | Carrying Amount | Percentage of Ownership (%) | Fair Value | |||||
| Taiwan Navigation Co., Ltd. | Listed shares | |||||||
| Yang Ming | Significantly influenced by the Government | Financial assets at FVTOCI - current | 37,000,000 | $ 2,060,900 | 1.06 | $ 2,060,900 |
Note: See Table 5 for the information on investments in subsidiaries and associates.
- 58 -
TABLE 3
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL
FOR THE YEAR ENDED DECEMBER 31, 2025
(In Thousands of New Taiwan Dollars)
| Seller/Buyer | Related Party | Relationship | Transaction Details | Abnormal Transaction | Notes/Accounts Receivable (Payable) | Note | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases/Sales | Amount | % of Total | Payment Terms | Unit Price | Payment Terms | Ending Balance | % of Total (Note 2) | ||||
| Taiwan Navigation Co., Ltd. | CPC Corporation | (Note 1) | Ship management service and port service revenue | $ (493,200) | (58) | By negotiations | $ - | $ 46,259 | 65 | ||
| Maritime and Port Bureau. MOTC | (Note 1) | Coastal route revenue | (123,768) | (15) | By negotiations | - | 22,207 | 31 | |||
| Tai Shing | Shin Wang | The same parent company | Shipping revenue | (804,875) | (27) | By negotiations | - | 57,374 | 100 | (Note 3) | |
| Shin Wang | Tai Shing | The same parent company | Shipping costs | 804,875 | 91 | By negotiations | - | (57,374) | (99) | (Note 3) |
Note 1: Significantly influenced by the Government.
Note 2: The proportion of total receivables (payables).
Note 3: Eliminated upon consolidation.
TABLE 4
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 2025
(In Thousands of New Taiwan Dollars)
| No. | Investee Company | Counterparty | Relationship | Transaction Details | |||
|---|---|---|---|---|---|---|---|
| Financial Statement Accounts | Amount | Payment Terms | % of Total Sales or Assets | ||||
| 1 | Tai Shing | Taiwan Navigation Co., Ltd. | Parent company | Endorsement/guarantee fees | $ 44,837 | Collected based on agreements | 1 |
| Management service fees | 44,333 | Collected based on agreements | 1 | ||||
| Shin Wang | The same parent company | Rental revenue | 804,875 | The rental of 8 ships in total was calculated for each ship at US$2-20 thousand per day and was collected on a monthly basis. | 19 | ||
| Trade receivables from related parties | 57,374 | Collected based on agreements | - | ||||
| 2 | Shin Wang | Taiwan Navigation Co., Ltd. | Parent company | Management service fees | 14,134 | Collected based on agreements | - |
Note 1: Eliminated upon consolidation.
Note 2: This table disclosure transaction of at least $10,000 thousand.
TABLE 5
TAIWAN NAVIGATION CO., LTD. AND SUBSIDIARIES
INFORMATION ON INVESTEES
FOR THE YEAR ENDED DECEMBER 31, 2025
(In Thousands of New Taiwan Dollars)
| Investor Company | Investee Company | Location | Main Business and Products | Investment Amount | As of December 31, 2025 | Net Income (Loss) of the Investee | Share of Profit (Loss) | Note | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2025 | December 31, 2024 | Number of Shares | % | Carrying Amount | |||||||
| Taiwan Navigation Co., Ltd. | Tai Shing | Panama City, Panama | Rental and sale of ships | $ 3,921,447 | $ 3,921,447 | 100 | 100.00 | $ 12,021,039 | $ 737,931 | $ 737,931 | Note |
| Shin Wang | Monrovia City, Liberia | Rental and sale of ships | 32,500 | 32,500 | 1 | 100.00 | 413,453 | 375,142 | 375,142 | Note | |
| Yunn Wang | Taipei | Investment | 41,861 | 41,861 | 5,211,474 | 49.75 | 206,625 | 14,874 | 7,400 |
Note: Eliminated upon consolidation.